AHWA is solving the housing crisis in West Africa while creating jobs, empowering women, and transferring technology. Our clients love our products, and our growth potential is practically unlimited.
Twenty-five years ago, one of our co-founders noticed something on the way to his Peace Corps site partner's home in Côte d'Ivoire. Her house was a well-designed African middle class house that probably cost less than $10,000 to build at the time. Along the way he passed scores of other identical homes in various stages of incompletion - some with just a foundation, others with walls, others with roofs but no windows. Over the course of his two years, not a single one of those homes was completed. He thought over and over that there had to be a better way to build homes in Africa.
American Homebuilders is building residential and mixed use developments for the emerging middle class of West Africa - and West Africans living abroad - who want a high quality home in their birth countries. We brought production home-building techniques to a region where home construction can often take 20 years or, more cutting that time to few months. We use a combination of local and international technology to maximize building efficiency, minimize environmental impact and reduce costs. AHWA also uses innovative financing through our partner US-Africa Housing Finance (www.usafricahf.com) to allow members of the African diaspora living in OECD countries to achieve home ownership as much as twenty years faster than they might otherwise be able to.
We have demonstrated success in Republic of Guinea with two sold-out developments and a 10-year Public Private Partnership agreement with the government to build 4000 or more homes there. We are raising up to $5M in this round, of which we expect $2M to come through the Crowdfunder platform, and the rest directly from investors to AHWA.
Winner, Most Innovative Emerging Markets Homebuilder 2019. 2019 BUILD Magazine Real Estate and Property Awards. www.build-review.comSeptember, 2019
Finalist, Best Affordable Housing, 2019 Africa Property Investment Summit Awards. www.apisummit.co.zaSeptember, 2019
First year to exceed $1M in sales revenueDecember, 2018
Signed 10-year, $207M Public Private Partnership agreement with Government of GuineaDecember, 2018
Began marketing homes in Côte d'IvoireDecember, 2018
Final home in Gomboyah Development sold, completing our first 13-unit development.August, 2018
100th home deposit receivedMay, 2018
First year cash flow positive and profitableDecember, 2017
Acquired land for second development in Doumbouya, GuineaOctober, 2015
First home soldFebruary, 2015
Broke ground on initial development at GomboyahOctober, 2014
Incorporated subsidiary in GuineaApril, 2014
The desire to have a home in one's country of birth is common and strong in the African diaspora. People have various reasons - some want a place for their mother to live comfortably; others a place to retreat to while visiting where they can rest in peace without a stream of contacts asking for a favor; others as a retirement location; others for rental income; many with some combination of these. But they have difficulty finding a local partner who can be trusted with their money, trusted to carefully clear title on land being acquired, trusted to thoughtfully vet and select subcontractors for the job, trusted to manage the people and materials on the job, etc. Too often, Africans in the diaspora pay tens of thousands - even hundreds of thousands - of dollars over many years to build a house, only to find upon their return to their home country that the money has all disappeared, and they have no home. We deliver high quality homes on schedule and on budget - with financing for those who qualify.
We have been building in Guinea for five years. We recently began marketing homes in neighboring countries but have not yet complete construction on a home outside Guinea. We expect to be operating in at least one other country by the end of the year (most likely Sierra Leone, Liberia or Senegal). Clients from nearly every country in West Africa have submitted requests for information directly to us; we evaluate expansion opportunities throughout the region on a regular basis. Our long-term vision is to be the premier home builder across the entire West Africa region of 17 countries and nearly 400 million people.
Our team in Guinea is 100% from Guinea and come from nearly all of the major regions of the country. The Guinea team is largely responsible for construction and also does some accounting and helps with sales. Our US-based team is spread around the country and is responsible for sales, marketing, customer service, administration, accounting, and finance. Over time, our plan is to migrate more of the US-based duties to staff in West Africa as we find and train the right team members.
When we started the business five years ago, we believed that by now the vast majority of our executive team would be based in Africa. However, we found that since we primarily serve Africans living in North America and Europe as customers, and since most of those customers require buyer financing that we source primarily from the United States, the operational need was for the leadership team to be close to our clients. Nearly all of our diaspora clients are very happy to deal with our US-based sales, customer service and finance teams and to have their contracts function under US law.
In our business, it is short for Installment Purchase Agreement. This is the contract we use to sell homes to our diaspora clients. For those who qualify for financing, we hold the title to the home until they complete all their installment payments.
Well, it's not easy. We have worked hard to find reliable partner banks who will provider mortgage financing to diaspora buyers on reasonable terms, and found little traction. So we set up a separate financing company, US-Africa Housing Finance (www.usafricahf.com) and spun it out to be our partner for diaspora financing. The financing functions by AHWA selling to USAHF the stream of payments associated with a given Installment Purchase Agreemeet (IPA), through an Assignment of Contract Payments contract. USAHF has financed well over $1M in home purchase transactions, and for more than 8 quarters distributed 9%+ annual returns to its investors. Our partnership with USAHF is vital. We take great care in underwriting our home buyers, and we have over the years developed a deep understanding of West African diaspora financial habits and beliefs. This is an increasingly valuable competitive advantage AHWA's contract with USAHF stipulates that we hold at least 10% of the USAHF.
CERTAIN RISK FACTORS
An investment in Jobomax is highly speculative and involves significant risks. The Securities should not be purchased by anyone who cannot afford to risk the entire loss of his investment. Given the current stage of the Company’s development, there can be no assurance that an investor will ever realize the return of, or a return on, his investment. Prospective investors should consider these risks, including the following:
Risks Related to Forecasted Financial Statements and Projections; Forward Looking Statements
The statements and projections contained in this Information Statement are based on a number of assumptions and estimates concerning facts and events over which neither the Company nor its management will have control, and which, if they change, could produce results significantly different from those set forth in the forecasted financial statements and projections. These assumptions are based upon an estimate of the timing and success of our future sales efforts, acceptance of our products and services, our ability to gain consumer acceptance of our products, proper and timely construction and sale of our homes, expenditures for operating expenses, gross profit margins and general industry conditions. These forecasts and projections were not prepared with a view toward compliance with published guidelines of the American Institute of Certified Public Accountants, any regulatory agency or professional body or generally accepted accounting principles nor has any independent expert reviewed those forecasts or projections. Accordingly, these forecasts and projections may not and should not be relied upon to indicate the actual results to be obtained. ALTHOUGH THE COMPANY AND ITS MANAGEMENT BELIEVE THE ASSUMPTIONS UNDERLYING THE STATEMENTS AND PROJECTIONS CONTAINED IN THIS INFORMATION STATEMENT TO BE REASONABLE, FUTURE RESULTS ARE IMPOSSIBLE TO PREDICT WITH CERTAINTY AND NO REPRESENTATION OR WARRANTY OF ANY KIND IS MADE BY THE COMPANY OR ITS MANAGEMENT OR OFFICERS OR BY ANY OTHER PERSON, RESPECTING THOSE STATEMENTS AND PROJECTIONS OR THE UNDERLYING ASSUMPTIONS. PROSPECTIVE INVESTORS ARE URGED TO CONSULT THEIR OWN ADVISORS WITH RESPECT TO THOSE STATEMENTS AND PROJECTIONS AND THE ASSUMPTIONS UPON WHICH THEY ARE PREDICATED.
This Information Statement contains forward-looking statements, including statements regarding, among other items, (i) the realization of the Company’s business strategy and the costs associated therewith, (ii) the sufficiency of cash flow to fund the Company’s working capital needs, and (iii) anticipated trends in the West African homebuilding market. Forward-looking statements are typically identified by the words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “plan,” “project,” “will” and similar expressions. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond the Company’s control. Actual results could differ materially from those contemplated by these forward-looking statements as a result. In light of such risks and uncertainties, there can be no assurance that the results and events contemplated by the forward-looking information contained in this Information Statement will in fact transpire. Prospective investors are cautioned not to place undue reliance on these forward-looking statements. The Company does not undertake any obligation to update or revise any forward-looking statements.
Limited Operating History
While we have proven the viability of our concept and established a profitable operation in Guinea, we are entering a new phase of our West African homebuilding operations, and are just beginning to implement our expansion plan. There can be no assurance that we will continue to operate profitably. The likelihood of our success should be considered in light of the problems, expenses, difficulties, complications and delays usually encountered by companies in their early stages of development, particularly companies in new and rapidly evolving markets, especially emerging and frontier markets, such as homebuilding in West Africa. We may not be successful in attaining the objectives necessary for us to overcome these risks and uncertainties.
Lack of Liquidity and Transfer Restrictions
The Securities have not been registered under the Securities Act or any state securities laws and are “restricted securities” as that term is defined in Rule 144 under the Securities Act. As restricted securities, the Securities may not be resold unless they are qualifiedly registered under the Securities Act and applicable state securities laws or exemptions from such laws exist. We have no obligation to register the Securities. There is no market for any of our securities, and there can be no assurance that the purchasers of the Securities will be able to resell the Securities at any particular time or price. Even if we are successful, because of these legal restrictions and the lack of a market, an investor may not be able to sell his Securities at a price sufficient to provide a return on the investment in the Securities that is favorable in comparison with other investments, or at any price whatsoever. Therefore, the investor must be prepared to bear the economic risk of his investment for an indefinite period of time.
Any statement regarding “exit strategies” for investors in the Company should be considered speculative. We have no definite plans for an acquisition, initial public offering or any other means of providing liquidity.
Requirement for Additional Financing
The net proceeds realized by the Company from this Offering will be primarily used for working capital to expand the Company’s present business, and to acquire land and to continue the construction of residential homes in West Africa. There is no assurance that sufficient funds will be obtained in this Offering to finance these proposed goals and there is no guarantee that any future equity offerings will be successful. If the Company is not successful in acquiring sufficient funds to expand its operations into new markets, it may be forced to seek capital from other sources to expand. There is no assurance that we will be able to obtain such financing or that we can obtain financing on sufficiently favorable terms.
The Company has researched additional funding options for financing homebuilding operations and mortgages in its target market, and has begun discussions with organizations that provide institutional debt instruments including but not limited to the U.S. Overseas Private Investment Corporation (OPIC), KfW, African Local Currency Bond Fund, International Housing Solutions, Shelter Afrique, Movement Capital, US-Africa Housing Finance. The Company believes that significant institutional debt will be available to support the construction of medium and low income housing across the target market, and has projected growth in housing starts in the initial years of expansion based on this assumption. If these financing instruments are not available, or if they do not become available on the schedule anticipated, the Company will be required to reduce the rate of growth of housing starts to a level consistent with available capital. The company has a contractual agreement with US-Africa Housing Finance (USAHF) to provide buyer financing through sale of proceeds on Installment Purchase Agreement contracts, which has so far provided approximately $1,200,000 in cash flow to the Company. If this agreement is terminated, or if USAHF is unable to raise new capital on the schedule anticipated, the Company will be required to reduce the rate of growth of housing starts to a level consistent with available capital.
Our cash requirements may vary materially from those now planned because of results of general market and economic conditions, currency exchange rates, capital controls, relationships with possible strategic partners, changes in the focus and direction of our marketing programs, changes in the market for raw land, construction costs, and other factors. In any event, there can be no assurance that we will not require additional financing in the near future, that we will be able to obtain additional financing if and as required, or as to the terms of any such financing as may be available to us.
Risks Related to Doing Business with the West African Diaspora
A majority of the Company’s current clients and near-term projected clients are native-born West Africans currently living outside West Africa in OECD markets such as Europe, Canada, United States, Australia, as well as countries on the Arabian peninsula. Like all workers in these economies, the Company’s clients’ incomes depend in part on the health and growth of the national economies in the countries in which they work. Regional and/or global economic shocks could have a negative impact on the Company’s ability to gain new clients, and on the Company’s ability to collect payments from current clients.
Risks Related to Doing Business in West Africa
Social, economic and health conditions in the countries in which we operate may adversely affect our business, results of operation, financial condition and future cash flow.
As all of our potential revenue-generating operations for the foreseeable future will be located in countries in West Africa (including Guinea, Senegal, The Gambia, Sierra Leone, Liberia, Cote d’Ivoire, Togo, Benin, Nigeria, Ghana, Cameroun, Burkina Faso, Niger, Mali, Mauritania and Cape Verde), our operations will be dependent on the economic and political conditions prevailing in those countries. Accordingly, we are subject to the risks associated with conducting business in and with a foreign country, including the risks of changes in the country’s laws and policies (including those relating to taxation, royalties, acquisitions, disposals, imports and exports, currency, environmental protection, land ownership, labor and safety standards, and historical and cultural preservation). The costs associated with compliance with these laws and regulations are substantial, and possible future laws and regulations as well as changes to existing laws and regulations could impose additional costs on us, require us to incur additional capital expenditures and/or impose restrictions on or suspensions of our operations and delays in the development of our assets.
Further, these laws and regulations may allow government authorities and private parties to bring legal claims based on damages to property and injury to persons resulting from the environmental, health and safety impacts of our planned operations and could lead to the imposition of substantial fines, penalties or other civil or criminal sanctions beyond similar claims which could be brought in United States, and possibly without the legal safeguards applicable to proceedings in the United States. If material, these compliance costs, claims or fines could have a material adverse effect on our business, results of operations, financial condition and/or growth prospects. In addition, the countries of West Africa have high levels of poverty, crime, unemployment and undeveloped health care systems, which could have a material adverse effect on our business.
The legal and judicial systems in the countries in which we operate are relatively undeveloped and subject to frequent changes.
The countries of West Africa have less developed legal and judicial systems than more established economies which could result in risks such as: (i) effective legal redress in the courts of such jurisdictions, whether in respect of a breach of contract, law or regulation, or in an ownership dispute, being more difficult to obtain; (ii) a higher degree of discretion on the part of governmental authorities who may be susceptible to corruption; (iii) the lack of judicial or administrative guidance on interpreting applicable rules and regulations; (iv) inconsistencies or conflicts between and within various laws, regulations, decrees, orders and resolutions; or (v) relative inexperience of the judiciary and courts in such matters. In West Africa, the commitment of local business people, government officials and agencies and the judicial system to abide by legal requirements and negotiated agreements may be more uncertain, creating particular concerns with respect to licenses, permits or approvals required by us for the operation of our business, which may be susceptible to revision or cancellation, and legal redress may be uncertain or delayed. There can be no assurance that subcontracts, licenses, license applications or other legal arrangements will not be adversely affected by the actions of government authorities or others, and the effectiveness of and enforcement of such arrangements in these jurisdictions cannot be assured.
Immaturities and uncertainties in the land title systems in these countries may make it more expensive or more difficult to acquire land with clear title than in developed countries. Potential claims against our ownership arising after acquisition may be more difficult to resolve than in more developed countries.
In addition, less developed countries such as those in West Africa may be subject to relatively rapid and major changes in political and governmental structures, which may affect our ability, and the ability of private enterprise generally, to do business in those countries. These changes may affect our ability to own property or engage in the home building business. In addition, the social and economic upheavals resulting from such changes may reduce the demand for our homes.
We may be exposed to liabilities under the U.S. Foreign Corrupt Practices Act, and any determination that we violated the U.S. Foreign Corrupt Practices Act could have a material adverse effect on our business.
We are subject to the U.S. Foreign Corrupt Practices Act ("FCPA") and other laws that prohibit improper payments or offers of payments to foreign governments and their officials and political parties for the purpose of obtaining or retaining business. We will do business in countries and regions in which we may face, directly or indirectly, corrupt demands by officials, tribal or insurgent organizations, or private entities. While the Company maintains a firm policy opposing improper payments, we face the risk of unauthorized payments or offers of payments by one of our employees or consultants, given that these parties may not always be subject to our control. Our existing safeguards and any future improvements may prove to be less than effective, and our employees and consultants may engage in conduct for which we might be held responsible. Violations of the FCPA may result in severe criminal or civil sanctions, and we may be subject to other liabilities, which could negatively affect our business, operating results and financial condition.
We are subject to foreign exchange risks and limitations on our ability to reinvest earnings from operations in one country to fund the capital needs of our operations in other countries or to repatriate assets from some countries.
We generally conduct business in currencies other than U.S. dollars. As a result, we are subject to significant risks, including:
-foreign currency exchange risks resulting from changes in foreign currency exchange rates and the implementation of exchange controls; and
-limitations on our ability to reinvest earnings from operations in one country to fund the capital needs of our operations in other countries.
As an example, some “soft” currencies that, because of their restricted or limited trading markets, may be more difficult to exchange for “hard” currency such as US Dollars. We may accumulate cash in soft currencies, and we may be limited in our ability to convert our profits into United States dollars or to repatriate the profits from those countries. Where there is an active market for the local currency, we still will be subject to the risk of exchange rate fluctuations when we convert funds to dollars for distributions to members. Changes in the exchange rates between the time of investment and the return of profit could affect our rate of return positively or negatively.
In addition, we may accumulate cash in foreign jurisdictions that may be subject to taxation when repatriated to the United States.
Continuing Control by Our Founders
In the absence of a Change of Control, control of the Company will remain with our founders Robert P. Hornsby and Jonathan M. Halloran, who currently own three million, five hundred thirty-two thousand, three hundred thirty three (3,532,333) Units of the Company. The Company’s Certificate of Organization does not provide for cumulative voting, and Members other than Messrs. Hornsby and Halloran generally do not have the right to vote on any matter involving the Company. Consequently, Messrs. Hornsby and Halloran will be able to control the outcome of all votes of the members of the Company, including the election of managers and, thereby, the direction of our business and affairs. The founders will also control the outcome of all board of manager and member votes on amendments to our Certificate of Organization, and consequently will be able to authorize additional Units with terms which may adversely affect the holders of the Units.
Unanimity among Messrs. Hornsby and Halloran is required for the Company to take actions in several circumstances. This requirement for unanimity may prevent the Company from taking quick action or any action in cases where action would be beneficial.
Certain Factors Affecting our Success are Outside of our Control
The Company’s business plan assumes, in part, that the West African countries in which we do business continue to experience rapid economic growth. World and regional economic factors, the factors discussed above under “Risks Related to Doing Business in West Africa” and other factors may inhibit growth in those economies and limit our ability to be successful or grow our business.
Although the homes we build will be modestly priced, most customers will require financing, which will be difficult to obtain from local private banks or other financial institutions. We anticipate continued identification and nurturing of innovative financing sources including USAHF, banks, microfinance institutions, government and NGO participants. However the relationship with USAHF is currently the only firm arrangement we have to finance our customer’s purchases. Our inability to arrange financing could strongly inhibit our success and growth.
Management of Potential Growth
For us to succeed, we need to experience significant expansion. There can be no assurance that we will achieve this expansion. This expansion, if accomplished, may place a significant strain on our management, operational and financial resources. To manage any material growth, we will be required to implement operational and financial systems, procedures and controls. We also will be required to expand our finance, administrative and operations staff. Further, we may be required to enter into relationships with various strategic partners and other third parties necessary to our business. There can be no assurance that our current and planned personnel, systems, procedures and controls will be adequate to support our future operations at any increased level, that management will be able to hire, train, retain, motivate and manage required personnel or that management will be able to identify, manage and exploit existing and potential strategic relationships and market opportunities. Our failure to manage growth effectively could have a material adverse effect on our business, results of operations and financial condition.
Dependence on Key Personnel and Ability to Attract and Retain New Personnel
Our success depends, to a large part, upon the continued efforts of Messrs. Hornsby and Halloran and those who report directly to them. The loss of services of any of these individuals may have a materially adverse effect upon our business. The Company does not have key-man life insurance on the life of any of its officers, directors, or key staff and contractors including Messrs. Hornsby and Halloran, Mr. Kourouma, Mr. Fink, Ms. Toure, or Ms. Rady. No person should purchase the Securities unless they are willing to entrust all aspects of the Company’s management to its present managers and officers or their successors. Achievement of our goals will require us to retain highly skilled and qualified personnel in technical, marketing and finance areas. There is strong competition for these highly skilled people and there is no assurance that we will be able to hire and retain people with the high skill level we desire. Our failure to attract and retain necessary personnel could have a material adverse effect on our achievement of our business plan. We do not have agreements restricting the activities of our officers or employees after termination of their employment with us.
Highly Competitive Environment and Lower Barriers to Entry
While we believe that we offer a unique combination of skills and services, we may face significant competition in order to generate revenues. Due to numerous market factors that contribute to increased sales, success in our industry depends to a large extent on the customer’s subjective perception of the quality of our or our competitor’s products and services. We face competition from a number of sources, including other companies that specialize in homebuilding as well as apartment complexes and other residential options. Some of our potential competitors may have longer operating histories, longer customers relationships and significantly greater financial, management, technological, development and other resources than we do.
While barriers to entry in our business do exist, they are not insurmountable for determined competitors, and we expect to face competition from new entrants into the market in the future. Aside from the brand recognition we have established over the past five years, our buyer financing partnership with USAHF, our understanding of the financial habits and priorities of the West African diaspora, and our implementations of certain project management and CRM technologies, we have no significant proprietary advantage that would preclude or inhibit competitors.
Present Reliance on Limited Number of Vendors
There are a limited number of vendors and suppliers on whom we rely to identify land to be acquired and supplies of materials and labor for homebuilding. Loss of any of these suppliers would significantly limit our ability to achieve our objectives.