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SoftBank terminates $3BN tender offer for WeWork shares

SoftBank Group has pulled a $3 billion tender offer for WeWork shares — citing closing conditions not being met.

The investment behemoth had been rumoured to be getting cold feet, when the WSJ reported last month that it was using regulatory investigations as a way to back out of its commitment to buy $3BN in shares from existing WeWork shareholders.

Under the terms of the share buyback deal negotiated last year, WeWork founder Adam Neumann had been set to receive almost $1BN for his shares in the co-working company. The former CEO had already been forced out at that stage after public markets balked over his managerial acumen, as we reported it at the time.

In a press statement issued today SoftBank SVP and chief legal officer, Rob Townsend, writes:

SoftBank remains fully committed to the success of WeWork and has taken significant steps to strengthen the company since October, including newly committed capital, the development of a new strategic plan for WeWork and the hiring of a new, world-class management team. The tender offer was an offer to buy shares directly from other major stockholders and its termination has no impact on WeWork’s operations or customers. The tender offer closing was conditioned on the satisfaction of certain closing conditions the parties agreed to in October of last year for SoftBank’s protection. Several of those conditions were not met, leaving SoftBank no choice but to terminate the tender offer.

SoftBank lists the unfulfilled conditions that have led it to terminate the offer as:

  • The failure to obtain the necessary antitrust approvals by April 1, 2020;
  • The failure to sign and close the roll up of the China joint venture by April 1, 2020;
  • The failure to close the roll up of the Asia (ex-China and ex-Japan) joint venture by April 1, 2020;
  • The existence of multiple, new, and significant pending criminal and civil investigations that have begun since the MTA was signed in October 2019, in which authorities have requested information regarding, among other things, WeWork’s financing activities, communications with investors, business dealings with Adam Neumann, operations, and financial condition; and
  • The existence of multiple new actions by governments around the world related to COVID-19, imposing restrictions against WeWork and its operations.

A spokeswomen for WeWork declined to comment on SoftBank withdrawing the offer. But Reuters has reported that a special committee of WeWork’s board said it was “disappointed” by the development and is  considering “all of its legal options, including litigation.”

At the time of writing SoftBank had not responded to a request for comment.

Its press note makes a point of emphasizing that “Neumann, his family, and certain large institutional stockholders, such as Benchmark Capital, were the parties who stood to benefit most from the tender offer”.

“Together, Mr. Neumann’s and Benchmark’s equity constitute more than half of the stock tendered in the offering. In contrast, current WeWork employees tendered less than 10 percent of the total,” it writes, adding: “SoftBank previously worked with WeWork to complete an earlier phase of the tender offer that allowed over 4,000 employees to reprice out-of-the-money stock options at lower strike prices, delivering value in excess of $140 million to these employees in the form of reduced exercise prices (where such options would have been worth substantially less or nothing absent such repricing).”

Earlier this week WeWork announced the sale of Meetup, a social networking platform designed to connect people in person, for an undisclosed sum that’s reportedly far less than the $156M acquisition price WeWork paid for it back in 2017.

The novel coronavirus has certainly brought disruption to the hipster white collar co-working and social networking business, as populations are encouraged do to the opposite of mingle. The near term prospects for co-working spaces in a new age of social distancing and encouraged (or enforced) home working look bleak.

Yet, outside Asia, WeWork has to date closed only a tiny minority of its locations globally as a result of the coronavirus pandemic.

Even in heavily affected cities in Europe, such as Madrid and Milan — where governments have imposed strict quarantine measures to try to stem the tide of COVID-19 deaths — WeWork has not taken the step of shuttering co-working spaces.

Instead, in Europe and the US, it has only been temporarily closing buildings or even just individual floors if infections are identified.

It’s a different story in Asia. Per an updated list of building closures on WeWork’s website, the company closed more than 30 locations across cities in India on March 23 — but only after the government imposed a three-week nationwide lockdown, instructing India’s 1.3BN people to stay at home.

Elsewhere, WeWork members may see little reason to break quarantine in order to travel to a shared workspace when, provided they have Internet at home, they can stay where they are and be just as productive without risking spreading or catching the virus — hence the Zoom videoconferencing boom.

WeWork’s handling of the coronavirus crisis has also caused some rifts with its membership, with press reports of members angry at it for refusing refunds for spaces they can’t (in good conscience) use.

It has also faced criticism from members angry it’s prioritizing rent collection from now very cash-strapped small businesses rather than closing down during a public health crisis. (We’ve heard similar stories from members who did not wish to be publicly identified.)

WeWork, meanwhile, has justified staying open in a pandemic by claiming its locations contain people doing essential work.

When we asked the company about its response to the coronavirus last month, it told us: “We are monitoring the coronavirus (COVID-19) pandemic closely and have implemented a number of precautionary measures” — saying then it had strengthened “on-site cleanliness measures” and suspended all internal and member events until further notice, as of March 12.

On the same date it had offered its own staff the option of working from home — though its doors remained open to keycard-holding, fee-paying members.

SoftBank terminates $3BN tender offer for WeWork shares

SoftBank Group has pulled a $3 billion tender offer for WeWork shares — citing closing conditions not being met.

The investment behemoth had been rumoured to be getting cold feet, when the WSJ reported last month that it was using regulatory investigations as a way to back out of its commitment to buy $3BN in shares from existing WeWork shareholders.

Under the terms of the share buyback deal negotiated last year, WeWork founder Adam Neumann had been set to receive almost $1BN for his shares in the co-working company. The former CEO had already been forced out at that stage after public markets balked over his managerial acumen, as we reported it at the time.

In a press statement issued today SoftBank SVP and chief legal officer, Rob Townsend, writes:

SoftBank remains fully committed to the success of WeWork and has taken significant steps to strengthen the company since October, including newly committed capital, the development of a new strategic plan for WeWork and the hiring of a new, world-class management team. The tender offer was an offer to buy shares directly from other major stockholders and its termination has no impact on WeWork’s operations or customers. The tender offer closing was conditioned on the satisfaction of certain closing conditions the parties agreed to in October of last year for SoftBank’s protection. Several of those conditions were not met, leaving SoftBank no choice but to terminate the tender offer.

SoftBank lists the unfulfilled conditions that have led it to terminate the offer as:

  • The failure to obtain the necessary antitrust approvals by April 1, 2020;
  • The failure to sign and close the roll up of the China joint venture by April 1, 2020;
  • The failure to close the roll up of the Asia (ex-China and ex-Japan) joint venture by April 1, 2020;
  • The existence of multiple, new, and significant pending criminal and civil investigations that have begun since the MTA was signed in October 2019, in which authorities have requested information regarding, among other things, WeWork’s financing activities, communications with investors, business dealings with Adam Neumann, operations, and financial condition; and
  • The existence of multiple new actions by governments around the world related to COVID-19, imposing restrictions against WeWork and its operations.

A spokeswomen for WeWork declined to comment on SoftBank withdrawing the offer. But Reuters has reported that a special committee of WeWork’s board said it was “disappointed” by the development and is  considering “all of its legal options, including litigation.”

At the time of writing SoftBank had not responded to a request for comment.

Its press note makes a point of emphasizing that “Neumann, his family, and certain large institutional stockholders, such as Benchmark Capital, were the parties who stood to benefit most from the tender offer”.

“Together, Mr. Neumann’s and Benchmark’s equity constitute more than half of the stock tendered in the offering. In contrast, current WeWork employees tendered less than 10 percent of the total,” it writes, adding: “SoftBank previously worked with WeWork to complete an earlier phase of the tender offer that allowed over 4,000 employees to reprice out-of-the-money stock options at lower strike prices, delivering value in excess of $140 million to these employees in the form of reduced exercise prices (where such options would have been worth substantially less or nothing absent such repricing).”

Earlier this week WeWork announced the sale of Meetup, a social networking platform designed to connect people in person, for an undisclosed sum that’s reportedly far less than the $156M acquisition price WeWork paid for it back in 2017.

The novel coronavirus has certainly brought disruption to the hipster white collar co-working and social networking business, as populations are encouraged do to the opposite of mingle. The near term prospects for co-working spaces in a new age of social distancing and encouraged (or enforced) home working look bleak.

Yet, outside Asia, WeWork has to date closed only a tiny minority of its locations globally as a result of the coronavirus pandemic.

Even in heavily affected cities in Europe, such as Madrid and Milan — where governments have imposed strict quarantine measures to try to stem the tide of COVID-19 deaths — WeWork has not taken the step of shuttering co-working spaces.

Instead, in Europe and the US, it has only been temporarily closing buildings or even just individual floors if infections are identified.

It’s a different story in Asia. Per an updated list of building closures on WeWork’s website, the company closed more than 30 locations across cities in India on March 23 — but only after the government imposed a three-week nationwide lockdown, instructing India’s 1.3BN people to stay at home.

Elsewhere, WeWork members may see little reason to break quarantine in order to travel to a shared workspace when, provided they have Internet at home, they can stay where they are and be just as productive without risking spreading or catching the virus — hence the Zoom videoconferencing boom.

WeWork’s handling of the coronavirus crisis has also caused some rifts with its membership, with press reports of members angry at it for refusing refunds for spaces they can’t (in good conscience) use.

It has also faced criticism from members angry it’s prioritizing rent collection from now very cash-strapped small businesses rather than closing down during a public health crisis. (We’ve heard similar stories from members who did not wish to be publicly identified.)

WeWork, meanwhile, has justified staying open in a pandemic by claiming its locations contain people doing essential work.

When we asked the company about its response to the coronavirus last month, it told us: “We are monitoring the coronavirus (COVID-19) pandemic closely and have implemented a number of precautionary measures” — saying then it had strengthened “on-site cleanliness measures” and suspended all internal and member events until further notice, as of March 12.

On the same date it had offered its own staff the option of working from home — though its doors remained open to keycard-holding, fee-paying members.

Uber Eats beefs up its grocery delivery offer as COVID-19 lockdowns continue

Uber Eats has beefed up grocery delivery options in three markets hard hit by the coronavirus.

Uber’s food delivery division said today it’s inked a partnership with supermarket giant Carrefour in France to provide Parisians with 30 minute home delivery on a range of grocery products, including everyday foods, toiletries and cleaning products.

The service is starting with 15 stores in the city, with Uber Eats saying it plans to scale it out rapidly nationwide “in the coming weeks”.

In Spain it’s partnered with the Galp service station brand to offer a grocery delivery service that consists of basic foods, over the counter medicines, beverages and cleaning products in 15 cities across the following 8 provinces: Badajoz, Barcelona, Cádiz, Córdoba, Madrid, Málaga, Palma de Mallorca and Valencia.

Uber Eats said there will be an initial 25 Galp convenience stores participating. The service will not only be offered via the Uber Eats app but also by phone for those without access to a smartphone or Internet.

The third market it’s inked deals in is Brazil, where Uber said it’s partnering with a range of pharmacies, convenience stores and pet shops in Sao Paulo to offer home delivery on basic supplies.

“Over the counter medicines will be available from the Pague Menos chain of pharmacies, grocery products from Shell Select convenience stores and pet supplies from Cobasi — one of the largest pet shop chains in the country,” it said. “The new services will be available on the Uber Eats app, with plans to launch in other Brazil states and cities in the coming weeks.”

The grocery tie-ups are not Uber Eats’ first such deals. The company had already inked partnerships with a supermarket in Australia (Coles) and the Costcutter brand in the UK, where around 600 independent convenience stores are offered via its app.

Uber Eats also lets independent convenience stores in countries around the world self listed on its app. However the latest tie-ups put more branded meat on the bone of its grocery offer in Europe and LatAm — with the Carrefour tie-up in France marking its first partnership with a major supermarket in Europe.

It’s worth noting Spain’s food delivery rival, Glovo, has an existing grocery-delivery partnership with the French supermarket giant in markets including its home country — which likely explains why Uber Eats has opted for a different partner in Spain.

Asked whether it’s looking to further expand grocery deliveries in other markets hit by the public health emergency Uber Eats told us it’s exploring opportunities to partner with more supermarkets, convenience stores and other retailers around the world.

As part of its response to the threat posed by the COVID-19 pandemic, the company has switched all deliveries to contactless by default — with orders left at the door or as instructed by a user.

It also told us it’s providing drivers and delivery people with access to hand sanitiser, gloves and disinfectant wipes, as soon as they become available. And said it’s dispensing guidance to users of its apps on hygiene best practice and limiting the spread of the virus.

Uber Eats has previously said it will provide 14 days of financial support for drivers and delivery people who get diagnosed with COVID-19 or are personally placed in quarantine by a public health authority due to their risk of spreading the virus, with the amount based on their average earnings over the last six months or less.

The policy is due for review on April 6.