How do you prove your legitimacy as a startup organization without a track record?
Proof of concept experiences
Early traction based on future member interest and waitlist sign ups
How exactly is compensation for work-trade arranged?
(Who chooses the value or how is it dictated by the market if it’s not tied to the dollar anymore?)
Future speculation on the transition of the USD based economy is still being strategized.
Currently, compensation is based on market value for the skills being commissioned.
Where do you want to be in 5 years?
The intention of Cohere has always been to expand into self-sustainable villages, integrating commerce and industry into the site design in an intelligent and life-supporting way. Within the next five years, we anticipate our Ecuador site to have entered into this growth phase, while concurrently developing several additional Cohere locations.
Who competes with you? What do you understand that they don't?
Hacker Paradise, Outsite, Haven Villages, The Conduit, Sonder, etc.
that are a cryptographic representation of future equity
Cohere issues tokens at the point of investment or as compensation for increasing the value of Cohere
Currently there are 40+ other companies using this financial instrument. Although this is new to the investor world, Silicon Valley and other VCs are starting to take notice and see the huge potential of this process. Tim Draper invested millions of dollars into this financial instrument.
How are security tokens any different from normal issuance of shares in a company?
The only difference between the way we are raising money from a SAFE and a Rolling SAFE is the use of cryptographic tokens to represent that value of ownership in the Rolling SAFE.
The tokens provide a true dollar value of the ownership at any moment, allowing investors to know their ROI at any point in time.
Tokens also allow investors to have easy access to liquidity by being able to trade tokens on secondary markets like stocks.
What does my cash flow look like from day 0 onwards?
Cohere will offer buybacks of Tokens once profitable, currently estimated after year 5.
Investors will have their tokens locked for a period of 12 months as regulated by the SEC. After that initial lockup period investors can choose to sell their tokens on secondary markets.
What activities will be taking place on my property? Will I be able to continue my economically productive activity up if the location is not being used (e.g. renting the space out, etc…)?
As a partner location you will have full rights to use the property as you desire. And you have the right to exit the agreement and partnership with Cohere in exchange for an equivalent dollar value in tokens.
Cohere will provide our members access to partner locations based on availability and do all the marketing for that location, increasing brand awareness for the partner location and Cohere.
Owners of partner locations will retain the bulk of profits with a small percentage of profit going to Cohere. Owners will still be responsible for taxes and property management liabilities. If owners choose to step out of the operations role, Cohere can fill that role in exchange for a larger percentage of profit share.
How and when will the security tokens be issued? What are the limitations of the security tokens?
Tokens are issued at the completion of an investment. In terms of properties for partnership locations, once the property ownership is transferred into a partnership LLC then tokens will be issued to that LLC.
The original owner of that property can access those tokens after the initial lock up period of 1 year. If the original owner ever wishes to end the partnership they need to ensure the partnership LLC has an equivalent USD amount of tokens held in the LLC in order to transfer ownership back to the original owner.
What happens if I sell the security tokens? Who can I sell them to? What happens to the property if I sell a fraction of the tokens? Where can I sell them?
Selling the security tokens is the right of the holder and can be done so after the initial lockup period.
You can sell to anyone on secondary markets, AMMs like pancake swap, or to other members in Cohere.
If you sell a portion of the tokens held in the partnership LLC, you would only be required to replace them if you wanted to end the partnership and have your property returned to you in full, sole ownership. You would only need to replace tokens equal to the current assessed USD property value at the time of transfer.
How do you prevent the devaluing of tokens as more are issued/minted?
The mechanism behind token issuance is based on investments received. The tokens are allocated to a percentage of the company equity. As more tokens are minted, the share of future equity each token holder has is diluted but their total token value increases. As more people invest the price of each token increases.
As a non-US based investor - how are your contracts enforceable in my jurisdiction?
Contracts would be litigated via US laws
Non-US investors would operate under Reg S which allows for any international citizen to invest in a US based company
Practically speaking, what happens to my property once I invest it in Cohere?
Cohere will set up a joint venture/partnership LLC and the property will be invested directly into that LLC
The LLC will have the original owner and Cohere as equal owners of the LLC but the property investor will remain in first position on title and have first right of refusal in the case of sales and asset transfers.
The property will be used and marketed as a Cohere Partner location for members to book stays. Cohere will establish brand experiences and soft assets to create a continuity between direct Cohere locations and partner locations.
This will not necessarily change the look and feel of the property but offer up amenities and accommodations Cohere members expect to have at partner properties. .
What are the key risks I should consider when choosing to invest my assets into Cohere? How do you plan to mitigate these risks?
Key risk would include all the standard risks associated with property ownership and management.
Cohere has a member pool of fractional owners so risk of damage or misuse is mitigated because members are also owners and are incentivized to care for the property as though they directly owned it.
Operation risks are mitigated by the property investor staying in first position on title and has first right of refusal. Property investors also have direct say in how the property is managed and who is allowed to stay at the facility.
What happens to my tokens/investment if the company fails?
The tokens remain owned by the investor and the company will do what it can to make investors whole. Any assets built will be sold and money from those sales will go to the investors to repay their investment as best as possible. Token will represent the value invested and the growth in the company.
Decentralized Autonomous Organizations (currently on hold - Sept. ‘22 )
What’s a decentralized autonomous organization (DAO)?
A decentralized autonomous organization, or “DAO'' for short, is an autonomously-governed and self-organized community built upon decentralized technologies. As a dynamic and emerging ecosystem, CohereDAO will emerge through community consensus in order to develop efficient and fair systems of governance for the community to flourish. Through on-chain governance, the community holds the decision making power and direction of the DAO.
Why launch a CohereDAO?
We believe in leveraging the power of web3 to drive forward the mission and objective of Cohere, which is to create positive social and environmental change in the world through decentralized, permissionless communities. CohereDAO will serve as an essential community platform - contributing to the wider development of the Cohere ecosystem.
How can I join CohereDAO?
CohereDAO will be a token-gated community. Holders of the CohereDAO Membership NFT will be able to partake in the Discord server, partake in community governance, and disburse community-related funds. If you are not a CohereDAO NFT holder, you can follow us on
Securities tokens are digital representations of shares that are stored on the blockchain ledger. Among its many benefits, this regulatory compliant instrument allows us to operate as if we were publicly traded while still remaining privately held. This allows us to be truly member-owned, ensuring that the interests of our members always come before corporate interests.
What are the biggest risks? If you fail, what would be the reason? What has to go right for you to succeed?
Travel restrictions (vax mandates, border closings,etc.), new SEC regs, environmental threats/acts of god
Cohere Network Ltd. was recently formed, has no significant track record and no operating history from which you can evaluate Cohere Network Ltd. or this investment.
The loss of key personnel, particularly our founders, could have a material adverse effect on our operational capacity.
Our business will be adversely affected if we are unable to attract and retain talented employees, including sales, finance, technology, operations and development professionals.
Risk Mitigation: incentivization strategy using "apply to invest" model; employees are members, members are shareholders
Non-compliance by us or third parties with regulations may result in the abrupt cessation of business operations, rescission of any contracts entered into, or revision of our business model.
Risk Mitigation: operating with full transparency using a regulatory compliant investment instrument
Investors lack voting rights and Cohere may take actions that are not in the best interests of investors.
Possible changes in federal/local tax laws or the application of existing federal/local tax laws may result in significant variability in our results of operations and tax liability for the Investor.
We may not be able to control our operating costs or our expenses may remain constant or increase, even if our revenues do not increase, causing our results of operations to be adversely affected.
Risk Mitigation: low overhead, no property tax
Competition could limit our ability to acquire attractive investment opportunities and increase the costs of those opportunities which may adversely affect us, including our profitability, and impede our growth.
Risk Mitigation: rapid scale through partnerships, first mover advantage, brand equity/recognition
We may fail to successfully operate acquired properties, which could adversely affect us and impede our growth.
Risk Mitigation: low overhead
Disruptions in the financial markets or deteriorating economic conditions could adversely impact the residential real estate market, which could hinder our ability to implement our business strategy and generate returns to you.
Risk Mitigation: real estate assets are held by third-party; if there's a dip in the market it's to our benefit, as we can negotiate more advantageous lease terms; if the economy tanks, the value of our token remains stable
Compliance with governmental laws, regulations and covenants that are applicable to our properties may adversely affect our business and growth strategies.
Our real estate assets will be subject to the risks typically associated with real estate. The value of real estate may be adversely affected by a number of risks, including: natural disasters such as hurricanes, earthquakes and floods; acts of war or terrorism, including the consequences of terrorist attacks; adverse changes in national and local economic and real estate conditions; an oversupply of (or a reduction in demand for) space in the areas where particular properties are located and the attractiveness of particular properties to prospective tenants; changes in governmental laws and regulations, fiscal policies and zoning ordinances and the related costs of compliance therewith and the potential for liability under applicable laws; costs of remediation and liabilities associated with environmental conditions affecting properties; and; the potential for uninsured or underinsured property losses
Risk Mitigation: resilient communities, strategic locations, extensive due diligence
The actual rents we receive for a property may be less than estimated market rents, and we may experience a decline in realized rental rates from time to time, which could adversely affect our financial condition, results of operations and cash flow
Risk Mitigation: unique offering that is in high demand (remote, co-living, long stays, shared ownership, etc.)
We may engage in development, redevelopment or repositioning activities in the future, which could expose us to different risks that could adversely affect us, including our financial condition, cash flow and results of operations.
Joint venture investments could be adversely affected by our lack of sole decision-making authority, our reliance on the financial condition of co-venturers and disputes between us and our co-venturers.
Risk Mitigation: due diligence, values-/vision-aligned partnerships
Property taxes could increase due to property tax rate changes or reassessment, which could impact our cash flow.
Risk Mitigation: company leases property; not holding real estate assets
Uninsured losses relating to real property or excessively expensive premiums for insurance coverage, including due to the non- renewal of the Terrorism Risk Insurance Act of 2002, or the TRIA, could reduce our cash flows and the return on our investors’ investments.
Risk Mitigation: company leases property; not holding real estate assets; not responsible for property insurance
To the extent that climate change does occur and affects the markets that we invest in, we may experience extreme weather and changes in precipitation and temperature, all of which may result in physical damage or a decrease in demand for a property that we acquire.
Risk Mitigation: resilient communities, strategic locations, extensive due diligence, climate shelters will be in higher demand as weather conditions intensify
Acquiring or attempting to acquire multiple properties in a single transaction may adversely affect our operations.
Risk Mitigation: company leases property; not holding real estate assets
We may enter into long-term leases with tenants in certain properties, which may not result in fair market rental rates over time.
Risk Mitigation: company signs a long-term lease with property owner that agrees to the issuance of tokens for rights of use based on FMV of property; company doesn't hold real estate assets or pay rent
Potential development and construction delays and resultant increased costs and risks may hinder our operating results and decrease our net income.
Risk Mitigation: locations are strategically selected based on low cost of construction and favorable exchange rates
Declines in the market values of the assets we invest in may adversely affect periodic reported results of operations and credit availability, which may reduce earnings and, in turn, any applicable distributions to our investors.
Risk Mitigation: diversified business model allows the company to remain profitable irrespective of the market value of the assets we hold
A prolonged economic slowdown, a lengthy or severe recession or declining real estate values could harm our operations.
Risk Mitigation: company leases property which mitigates risk of declining value or market demand for real estate; demand for flexible, low-cost, co-living communities that provide dynamic equity is likely to increase during times of economic instability
Deficiencies in our internal control over financial reporting could adversely affect our ability to present accurately our financial statements and could materially and adversely affect us, including our business, reputation, results of operations, financial condition or liquidity
The Company may never receive a future equity financing or elect to convert the Securities upon such future financing. In addition, the Company may never undergo a liquidity event such as a sale of the Company or an IPO. If neither the conversion of the Securities nor a liquidity event occurs, the Purchasers could be left holding the Securities in perpetuity. The Securities have numerous transfer restrictions and will likely be highly illiquid, with no secondary market on which to sell them. The Securities are not equity interests, have no ownership rights, have no rights to the Company’s assets or profits and have no voting rights or ability to direct the Company or its actions.
Risk Mitigation: the company provides investors with a structured buyback, ensuring an exit opportunity for investors once the company is profitable, travel restrictions (vax mandates, border closings, etc.), new SEC regs, environmental threats/acts of god
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