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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported):
April 15, 2024
CALIBERCOS INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
001-41703 47-2426901
(Commission File Number) (IRS Employer Identification No.)
8901 E. Mountain View Rd. Ste. 150, Scottsdale, AZ
85258
(Address of Principal Executive Offices) (Zip Code)
(480) 295-7600
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbols Name of each exchange on which registered
Class A Common Stock, par value $0.001 CWD
The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o On April 15, 2024, CaliberCos Inc. (the “Company”) issued a press release and earnings supplemental reporting fourth quarter and full year 2023 financial results. A copy of the press release and earnings supplemental are attached hereto as Exhibit 99.1 and Exhibit 99.2 and the information therein is incorporated herein by reference.



Item 2.02. Results of Operations and Financial Condition.

The information contained in this Item 2.02 and in the accompanying Exhibit 99.1 and Exhibit 99.2 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), except as shall be expressly set forth by specific reference in such filing.

Item 7.01. Regulation FD Disclosure.

The information under Item 2.02, above, is incorporated herein by reference.
The information reported under Items 2.02 and 7.01 in this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2 attached hereto, shall not be deemed filed for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits.
(d)Exhibits
Exhibit
No.
Exhibit
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CaliberCos Inc.
 
April 15, 2024
 
By: /s/ John C. Loeffler, II
Name: John C. Loeffler, II
Title: Chairman and Chief Executive Officer

EX-99.1 2 cwd-er_q42023.htm EX-99.1 Document



Exhibit 99.1
caliberlogoprospectusa.jpg

CALIBER REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS


SCOTTSDALE, Ariz., April 15, 2024 – Caliber (NASDAQ: CWD; “CaliberCos Inc.”), a real estate investor, developer, and asset manager, today reported results for the fourth quarter and full year ended on December 31, 2023.

Fourth Quarter 2023 Financial Highlights (compared to fourth quarter 2022)

•Total revenue of $23.9 million, an 11.5% increase
•Platform revenue(1) of $7.2 million, a 32.6% increase
–Asset management revenue(2) of $6.0 million, an 11.5% increase
–Performance allocations(3) of $1.2 million, driven by the sale of Northsight Crossing and South Ridge
•Net loss attributable to Caliber of $2.4 million, or $0.11 per diluted share, compared to net loss attributable to Caliber of $2.5 million or $0.14 per diluted share
•Caliber Adjusted EBITDA(4) of $1.6 million, compared to Caliber Adjusted EBITDA loss of $1.8 million

Full Year 2023 Financial Highlights (compared to full year 2022)

•Total revenue of $90.9 million, a 8.3% increase
•Platform revenue(1) of $20.6 million, a 14.4% decrease
–Asset management revenue(2) of $17.0 million, a 21.3% decrease
–Fund management fees(5) of $9.6 million, a 15.0% increase
–Performance allocations(3) of $3.7 million, a 43.8% increase
•Net loss attributable to Caliber of $12.7 million, or $0.63 per diluted share, compared to net income of $2.0 million or $0.11 per diluted share due to lower platform revenue, an increase in payroll and non-cash equity compensation, and higher interest expense
•Caliber Adjusted EBITDA(4) loss of $1.3 million, compared to Caliber Adjusted EBITDA of $5.5 million
•Fair value assets under management(6) (“FV AUM”) of $741.2 million, a 0.6% decrease, primarily due to asset sales, partially offset by asset purchases
•Managed capital(7) of $437.6 million, a 14.2% year-over-year increase, with originations of $74.9 million, partially offset by redemptions of $23.0 million

Management Commentary




“2023 was a pivotal year for Caliber as we completed our initial public offering, launched new funds, and entered a new wholesale distribution channel, which we believe will be a catalyst for accelerated growth in the future,” said Chris Loeffler, CEO of Caliber. “The ongoing regional banking challenges have created unique investment opportunities for Caliber to acquire discounted assets through the three new funds we launched in 2023. Additionally, our hotel roll-up strategy, the Caliber Hospitality Trust (“CHT”), offers Caliber an attractive vehicle to grow AUM with income-producing hotels.”

Loeffler continued, “The strategic investments we made to scale our business last year coincided with macroeconomic headwinds and a challenging fundraising environment. While we remain confident in Caliber’s growth prospects, we are committed to ensuring that we grow profitably. To that end, we have initiated a review of our current cost structure and will be evaluating potential measures that reflect current market dynamics.

“We remain focused on meeting the three-year financial targets we announced in November 2023, which include achieving cumulative fundraising of $750 million from 2024 to 2026, increasing our AUM to $3 billion by year-end 2026, and generating annualized Platform Revenue of $50 million by year-end 2026. These ambitious targets underscore our commitment to deliver consistent growth and returns to our shareholders over the long term.”

Business Update

The following are key milestones completed both during and subsequent to the fourth quarter ended December 31, 2023.

•On October 13, 2023, Northsight Crossing AZ, LLC, a Caliber co-sponsored single asset syndication, sold Northsight Crossing Retail Center in Scottsdale, Ariz., for $27.4 million, resulting in cash proceeds, net of loan repayment, closing costs and fees, of approximately $12.2 million, a gain on the sale of real estate of approximately $5.0 million, and a loss on the extinguishment of debt of approximately $0.2 million. The property was purchased in January 2022 for $21.1 million.
•On December 28, 2023, the company sold South Ridge, an 80-acre parcel of land in Johnstown, Colo., to Journey Homes for $7.6 million. Caliber purchased the land in September 2021 for $5.38 million as part of its Johnstown Development, an approximately 750-acre master-planned, mixed-use development project.
•As of December 31, 2023, Caliber was actively developing 2,986 multifamily units, 2,386 single family units, 2.8 million square feet of commercial and industrial, and 1.3 million square feet of office and retail.
•On March 7, 2024, CHT acquired the Holiday Inn Newport News located in Newport News, Virginia. This is the first of nine hotel assets included in the previously announced contribution agreement with L.T.D. Hospitality. In total, the portfolio of nine assets represents a contribution value of $224 million, which will bolster Caliber’s AUM, upon transaction closing.
•As of March 27, 2024, Caliber’s new wholesale fundraising team has signed 26 selling agreements with regional broker dealers and registered investment advisors for investments in company-sponsored products. In total, these partners have approximately 381 representatives with $3.4 billion of accessible AUM.
2



(1) With the evolution and growth of the Company, the Company’s Chief Operating Decision Maker (CODM) assesses performance and resource allocation on an aggregate basis under the Company’s asset management platform, and no longer reviews operating results for development or brokerage activity separately. As such, management concluded that the Company operates through one operating segment, presented as “Platform Results” or “Unconsolidated Results”.
(2) Asset management revenue includes fund set-up fees, fund management fees, financing fees, development and construction fees, and brokerage fees.
(3) Performance allocations are defined as an arrangement in which we are entitled to an allocation of investment returns, generated within the investment funds which we manage, based on a contractual formula.
(4) Caliber Adjusted EBITDA is a non-GAAP financial measure. See “Non-GAAP Financial Measures” below.
(5 ) Fund management fees are generally based on 1.0% to 1.5% of the unreturned capital contributions in a particular fund and include reimbursement for costs incurred on behalf of the fund, including an allocation of certain overhead costs. The Company earns a fund management fee of 0.70% of CHT’s enterprise value and is reimbursed for certain costs incurred on behalf of CHT. Fund management fees are included in asset management revenue.
(6) Fair value assets under management is defined as the aggregate fair value of the real estate assets the Company manages from which it derives management fees, performance revenues and other fees and expense reimbursements as of December 31, 2023.
(7) Managed capital is defined as the total capital raised from investors and invested in our funds, including capital raised from investors in CaliberCos Inc. through corporate note issuances that was further invested in or loaned to our funds. We use this information to monitor, among other things, the amount of ‘preferred return’ that would be paid at the time of a distribution and the potential to earn a performance fee over and above the preferred return at the time of the distribution. Our fund management fees are based on a percentage of managed capital or a percentage of assets under management, and monitoring the change and composition of managed capital provides relevant data points for Caliber management to further calculate and predict future earnings.

Conference Call Information

Caliber will host a conference call today, Monday, April 15, 2024, at 5:00 p.m. Eastern Time (ET) to discuss its fourth quarter and full year 2023 financial results and business outlook. To access this call, dial 1-888-886-7786 (domestic) or 1-416-764-8658 (international) or by clicking on this Call me™ link to request a return call. A live webcast of the conference call will be available via the investor relations section of Caliber’s website under “Financial Results.” The webcast replay of the conference call will be available on Caliber’s website shortly after the call concludes.

About Caliber (CaliberCos Inc.) (NASDAQ: CWD)

With more than $3.1 billion of managed assets, including estimated costs to complete assets under development, Caliber’s 15-year track record of managing and developing real estate is built on a singular goal: make money in all market conditions. Our growth is fueled by our performance and our competitive advantage: we invest in projects, strategies, and geographies that global real estate institutions do not. Integral to our competitive advantage is our in-house shared services group, which offers Caliber greater control over our real estate and visibility to future investment opportunities. There are multiple ways to participate in Caliber’s success: invest in Nasdaq-listed CaliberCos Inc. and/or invest directly in our Private Funds.

Forward Looking Statements

This press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “target,” “aim,”
3


“should,” "will” “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements are based on the Company’s current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate including, but not limited to, the Company’s ability to adequately grow cumulative fundraising, AUM and annualized platform revenue to meet 2026 targeted goals, the closing of the transaction with L.T.D. Hospitality Group LLC and the viability of and ability of the Company to adequately access the real estate and capital markets. These and other risks and uncertainties are described more fully in the section titled “Risk Factors” in the final prospectus related to the Company’s public offering filed with the SEC and other reports filed with the SEC thereafter. Forward-looking statements contained in this announcement are made as of this date, and the Company undertakes no duty to update such information except as required under applicable law.

CONTACTS:

Caliber:
Victoria Rotondo
+1 480-295-7600
Victoria.Rotondo@caliberco.com

Investor Relations:
Lisa Fortuna, Financial Profiles
+1 310-622-8234
ir@caliberco.com

Media Relations:
Kelly McAndrew, Financial Profiles
+1 203-613-1552
KMcAndrew@finprofiles.com

4


CALIBERCOS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA)
Three Months Ended December 31, Year Ended December 31,
2023 2022 2023 2022
(unaudited)
Revenues
Asset management revenues $ 4,325  $ 4,035  $ 10,571  $ 15,344 
Performance allocations 1,165  35  3,639  2,543 
Consolidated funds – hospitality revenues 16,897  15,763  68,905  59,564 
Consolidated funds – other revenues 1,558  1,634  7,822  6,505 
Total revenues 23,945  21,467  90,937  83,956 
Expenses
Operating costs 5,106  6,188  21,311  14,609 
General and administrative 1,856  1,290  6,770  6,679 
Marketing and advertising 164  (114) 1,052  1,179 
Depreciation and amortization 141  35  550  58 
Consolidated funds – hospitality expenses
20,993  15,881  80,669  60,667 
Consolidated funds – other expenses
2,405  3,067  9,162  9,213 
Total expenses 30,665  26,347  119,514  92,405 
Consolidated funds - gain on sale of real estate investments 4,976  —  4,976  21,530 
Other (loss) income, net (1,105) 85  374  326 
Gain on extinguishment of debt —  —  —  1,421 
Interest income 71  66  350  178 
Interest expense (1,309) (370) (4,717) (1,055)
Net (loss) income before income taxes (4,087) (5,099) (27,594) 13,951 
Benefit from income taxes —  —  —  — 
Net (loss) income (4,087) (5,099) (27,594) 13,951 
Net (loss) income attributable to noncontrolling interests (1,726) (2,630) (14,891) 11,931 
Net (loss) income attributable to CaliberCos Inc. (2,361) (2,469) (12,703) 2,020 
Basic net (loss) income per share attributable to common stockholders $ (0.11) $ (0.14) $ (0.63) $ 0.11 
Diluted net (loss) income per share attributable to common stockholders $ (0.11) $ (0.14) $ (0.63) $ 0.11 
Weighted average common shares outstanding:
Basic 21,270 18,213 20,087 18,003
Diluted 21,270 18,213 20,087 19,822
5


CALIBERCOS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS, EXCEPT FOR SHARE AND PER SHARE DATA)
December 31, 2023 December 31, 2022
Assets
Cash $ 940  $ 1,921 
Restricted cash 2,569  23 
Real estate investments, net 21,492  2,065 
Due from related parties 9,759  9,646 
Investments in unconsolidated entities 3,338  3,156 
Operating lease - right of use assets 193  1,411 
Prepaid and other assets 2,781  5,861 
Assets of consolidated funds
Cash 2,865  5,736 
Restricted cash 11,266  8,254 
Real estate investments, net 185,636  196,177 
Accounts receivable, net 1,978  2,228 
Notes receivable - related parties 34,620  28,229 
Operating lease - right of use assets 10,318  8,769 
Prepaid and other assets 11,677  5,358 
Total assets
$ 299,432  $ 278,834 

6


CALIBERCOS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS, EXCEPT FOR SHARE AND PER SHARE DATA)
December 31, 2023 December 31, 2022
Liabilities and Stockholders’ Equity
Notes payable $ 53,799  $ 14,653 
Notes payable - related parties —  365 
Accounts payable and accrued expenses 8,886  6,374 
Buyback obligation —  12,391 
Due to related parties 257  171 
Operating lease liabilities 119  1,587 
Other liabilities 420  64 
Liabilities of consolidated funds
Notes payable, net 129,684  134,256 
Notes payable - related parties 12,055  6,973 
Accounts payable and accrued expenses 11,736  9,252 
Due to related parties 101  68 
Operating lease liabilities 13,957  12,461 
Other liabilities 2,400  3,030 
Total liabilities 233,414  201,645 
Commitments and Contingencies
Preferred stock, $0.001 par value; 22,500,000 authorized and no shares issued and outstanding as of December 31, 2023 and 12,500,000 shares authorized and 1,651,302 shares of Series B Preferred Stock issued and outstanding as of December 31, 2022
—  — 
Common stock Class A, $0.001 par value; 100,000,000 shares authorized, 13,872,671 and 10,790,787 shares issued and outstanding as of December 31, 2023 and December 31, 2022, respectively
14  11 
Common stock Class B, $0.001 par value; 15,000,000 shares authorized, 7,416,414 shares issued and outstanding as December 31, 2023 and December 31, 2022
Paid-in capital 39,432  33,108 
Less treasury stock, at cost, 277,342 shares repurchased and 3,432,351 forward repurchase shares as of December 31, 2022. As of December 31, 2023, there was no treasury stock or forward repurchase shares
—  (13,626)
Accumulated deficit (36,830) (22,709)
Stockholders’ equity (deficit) attributable to CaliberCos Inc. 2,623  (3,209)
Stockholders’ equity attributable to noncontrolling interests 63,395  80,398 
Total stockholders’ equity 66,018  77,189 
Total liabilities and stockholders’ equity $ 299,432  $ 278,834 

7


Non-GAAP Measures

We use non-GAAP financial measures to evaluate operating performance, identify trends, formulate financial projections, make strategic decisions, and for other discretionary purposes. We believe that these measures enhance the understanding of ongoing operations and comparability of current results to prior periods and may be useful for investors to analyze our financial performance because they provides investors a view of the performance attributable to CaliberCos Inc. When analyzing our operating performance, investors should use these measures in addition to, and not as an alternative for, their most directly comparable financial measure calculated and presented in accordance with U.S. GAAP. Our presentation of non-GAAP measures may not be comparable to similarly identified measures of other companies because not all companies use the same calculations. These measures may also differ from the amounts calculated under similarly titled definitions in our debt instruments, which amounts are further adjusted to reflect certain other cash and non-cash charges and are used by us to determine compliance with financial covenants therein and our ability to engage in certain activities, such as incurring additional debt and making certain restricted payments.

Fee-Related Earnings and Related Components

Fee-Related Earnings is a supplemental non-GAAP performance measure used to assess our ability to generate profits from fee-based revenues, focusing on whether our core revenue streams, are sufficient to cover our core operating expenses. Fee- Related Earnings represents the Company’s net income (loss) before income taxes adjusted to exclude depreciation and amortization, stock-based compensation, interest expense and extraordinary or non-recurring revenue and expenses, including performance allocation revenue and gain (loss) on extinguishment of debt, public registration direct costs related to aborted or delayed offerings and our Reg A+ offering, the share repurchase costs related to the Company’s Buyback Program, litigation settlements, and expenses recorded to earnings relating to investment deals which were abandoned or closed. Fee-Related Earnings is presented on a basis that deconsolidates our consolidated funds (intercompany eliminations) and eliminates noncontrolling interest. Eliminating the impact of consolidated funds and noncontrolling interest provides investors a view of the performance attributable to CaliberCos Inc. and is consistent with performance models and analysis used by management.

Distributable Earnings

Distributable Earnings is a supplemental non-GAAP performance measure equal to Fee-Related Earnings plus performance allocation revenue and less interest expenses and provision for income taxes. We believe that Distributable Earnings can be useful as a supplemental performance measure to our GAAP results assessing the amount of earnings available for distribution.

8


Caliber Adjusted EBITDA

Caliber Adjusted EBITDA represents the Company’s Distributable Earnings adjusted for interest expense, the share repurchase costs related to the Company’s Buyback Program, other income (expense), and provision for income taxes on a basis that deconsolidates our consolidated funds (intercompany eliminations), Loss on CRAF Investment Redemption, Gain on extinguishment of Payroll Protection Program loans, and eliminates noncontrolling interest. Eliminating the impact of consolidated funds and noncontrolling interest provides investors a view of the performance attributable to CaliberCos Inc. and is consistent with performance models and analysis used by management.

Consolidated Adjusted EBITDA

Consolidated Adjusted EBITDA represents the Company’s and the consolidated funds’ earnings before net interest expense, income taxes, depreciation and amortization, further adjusted to exclude stock-based compensation, transaction fees, expenses and other public registration direct costs related to aborted or delayed offerings and our Reg A+ offering, the share repurchase costs related to the Company’s Buyback Program, litigation settlements, expenses recorded to earnings relating to investment deals which were abandoned or closed, any other non-cash expenses or losses, as further adjusted for extraordinary or non-recurring items.


























9



NON-GAAP RECONCILIATIONS
(AMOUNTS IN THOUSANDS) (UNAUDITED)

Three Months Ended December 31, Years Ended December 31,
2023 2022 2023 2022
Net income (loss) attributable to CaliberCos Inc. $ (2,361) $ (2,469) $ (12,703) $ 2,020 
Net income (loss) attributable to noncontrolling interests (1,726) (2,630) (14,891) 11,931 
Net income (loss) (4,087) (5,099) (27,594) 13,951 
Provision for income taxes —  —  —  — 
Net income (loss) before income taxes (4,087) (5,099) (27,594) 13,951 
Depreciation and amortization 142  21  551  58 
Consolidated funds' impact on fee-related earnings 1,552  2,865  14,020  (11,551)
Stock-based compensation 709  89  3,726  460 
Severance —  —  19  — 
Legal costs —  —  —  525 
Public registration costs —  —  —  779 
Performance allocations (1,165) (35) (3,639) (2,543)
Other expenses (income), net 1,105  (85) (374) (326)
Gain on extinguishment of debt —  —  —  (1,421)
Interest expense, net 1,238  304  4,367  877 
Fee-related earnings (506) (1,940) (8,924) 809 
Performance allocations 1,165  35  3,639  2,543 
Interest expense, net (1,238) (304) (4,367) (877)
Provision for income taxes —  —  —  — 
Distributable earnings (579) (2,209) (9,652) 2,475 
Interest expense 1,309  370  4,717  1,055 
Share buy-back —  78  183  313 
Other expenses (income), net (1,105) 85  374  326 
Provision for income taxes —  —  —  — 
Loss on CRAF Investment Redemption 1,339  —  1,339  — 
Gain on extinguishment of PPP loans —  —  —  1,421 
Consolidated funds' impact on Caliber adjusted EBITDA 589  (90) 1,788  (71)
Caliber adjusted EBITDA 1,553  (1,766) (1,251) 5,519 
Consolidated funds' EBITDA adjustments 4,944  2,382  11,419  31,220 
Consolidated adjusted EBITDA $ 6,497  $ 616  $ 10,168  $ 36,739 









10



ASSET MANAGEMENT PLATFORM SEGMENT(1)
(AMOUNTS IN THOUSANDS) (UNAUDITED)


Year Ended December 31, 2023 Year Ended December 31, 2022
Unconsolidated (Wholly - Owned Impact of Consolidated Fund and Eliminations Consolidated Unconsolidated (Wholly - Owned Impact of Consolidated Fund and Eliminations Consolidated
Revenues
Asset management $ 16,982  $ (6,411) $ 10,571  $ 21,575  $ (6,231) $ 15,344 
Performance allocations 3,656  (17) 3,639  2,543  —  2,543 
Consolidated funds – hospitality revenue —  68,905  68,905  —  59,564  59,564 
Consolidated funds – other revenue —  7,822  7,822  —  6,505  6,505 
Total revenues 20,638  70,299  90,937  24,118  59,838  83,956 
Expenses
Operating costs 21,808  (497) 21,311  14,609  —  14,609 
General and administrative 6,807  (37) 6,770  6,742  (63) 6,679 
Marketing and advertising 1,053  (1) 1,052  1,179  —  1,179 
Depreciation and amortization 551  (1) 550  44  14  58 
Consolidated funds – hospitality expenses —  80,669  80,669  —  60,667  60,667 
Consolidated funds – other expenses —  9,162  9,162  —  9,213  9,213 
Total expenses 30,219  89,295  119,514  22,574  69,831  92,405 
Consolidated funds - other - gain on sale of real estate investments —  4,976  4,976  —  21,530  21,530 
Other income (expenses), net 649  (275) 374  256  70  326 
Interest income 1,863  (1,513) 350  177  178 
Interest expense (4,716) (1) (4,717) (1,056) (1,055)
Gain on extinguishment of debt —  —  —  1,421  —  1,421 
Net (loss) income $ (11,785) $ (15,809) $ (27,594) $ 2,342  $ 11,609  $ 13,951 
___________________________________________
(1) Represents the results of our asset management platform segment, which are presented on a basis that deconsolidates our consolidated funds (intercompany eliminations) and eliminate noncontrolling interest.





11



ASSET MANAGEMENT PLATFORM SEGMENT(1)
(AMOUNTS IN THOUSANDS) (UNAUDITED)

Three Months Ended December 31,
2023 2022
Revenues
Asset management fees $ 6,005  $ 5,387 
Performance allocations 1,182  35 
Consolidated funds – hospitality revenue —  — 
Consolidated funds – other revenue —  — 
Total revenues 7,187  5,422 
Expenses
Operating costs 5,314  6,168 
General and administrative 1,865  1,362 
Marketing and advertising 165  (114)
Depreciation and amortization 34  21 
Consolidated funds – hospitality expenses —  — 
Consolidated funds – other expenses —  — 
Total expenses 7,378  7,437 
Consolidated funds - gain on sale of real estate investments —  — 
Other income (expenses), net (830)
Interest income 383  65 
Interest expense (1,307) (370)
Gain on extinguishment of debt —  — 
Net income $ (1,945) $ (2,316)
___________________________________________
(1) Represents the results of our asset management platform segment, which are presented on a basis that deconsolidates our consolidated funds (intercompany eliminations) and eliminate noncontrolling interest.









12


REVENUE(1)
(AMOUNTS IN THOUSANDS) (UNAUDITED)


Years Ended December 31,
2023 2022
Fund set-up fees $ 523  $ 6,160 
Fund management fees 9,597  8,347 
Financing fees 629  1,128 
Development and construction fees 4,984  3,492 
Brokerage fees 1,249  2,448 
Total asset management 16,982  21,575 
Performance allocations 3,656  2,543 
Total revenue $ 20,638  $ 24,118 
___________________________________________
(1) Represents the results of our asset management platform segment, which are presented on a basis that deconsolidates our consolidated funds (intercompany eliminations) and eliminate noncontrolling interest.

FV AUM
(AMOUNTS IN THOUSANDS) (UNAUDITED)


Balances as of December 31, 2022 $ 745,514 
Assets acquired(1)
29,384 
Construction and net market depreciation 9,129 
Asset sold or disposed(2)
(52,710)
Credit(3)
9,822 
Other(4)
51 
Balances as of December 31, 2023 $ 741,190 
December 31,
2023 2022
Real Estate
Hospitality $ 268,800  $ 319,300 
Residential $ 138,000  $ 86,900 
Commercial $ 240,400  $ 255,197 
Total Real Estate $ 647,200  $ 661,397 
Credit(1)
$ 84,588  $ 74,766 
Other(2)
$ 9,402  $ 9,351 
Total $ 741,190  $ 745,514 
___________________________________________
(1) Assets acquired during the year ended December 31, 2023 include one development asset in Colorado, our headquarters office building, and two multi-family residential assets in Arizona
(2) Assets sold during the year ended December 31, 2023 include lot sales related to a development asset in Colorado, nine homes from our residential fund, and one commercial asset in Arizona
(3) Credit FV AUM represents loans made to Caliber’s investment funds by our diversified credit fund
(4) Other FV AUM represents undeployed capital held in our diversified funds (1) Other represents the inclusion of an investment of one of our funds upon the completion of an equity swap during the year ended December 31, 2023.

13




MANAGED CAPITAL
(AMOUNTS IN THOUSANDS) (UNAUDITED)


Managed Capital
Balances as of December 31, 2022 $ 383,189 
Originations 74,857 
Redemptions (22,962)
Other(1)
2,541 
Balances as of December 31, 2023 $ 437,625 
December 31, 2023 December 31, 2022
Real Estate
Hospitality $ 114,407  $ 102,071 
Residential 74,224  62,819 
Commercial 155,004  128,210 
Total Real Estate(2)
343,635  293,100 
Credit(3)
84,588  74,766 
Other(4)
9,402  15,323 
Total $ 437,625  $ 383,189 
_________________________________________
(2) Beginning during the year ended December 31, 2023, the Company includes capital raised from investors in CaliberCos Inc. through corporate note issuances that was further invested in our funds in Managed Capital. As of December 31, 2023 and December 31, 2022, the Company had invested $18.3 million and $5.4 million, respectively, in our funds.
(3) Credit managed capital represents loans made to Caliber’s investment funds by the Company and our diversified credit fund. As of December 31, 2023, the Company had loaned $8.5 million to our funds. As of December 31, 2022, no amounts had been loaned to our funds from the Company.
(4) Other managed capital represents undeployed capital held in our diversified funds.

14
EX-99.2 3 caliber4q23earningssuppl.htm EX-99.2 caliber4q23earningssuppl
Caliber (Nasdaq: CWD) Reports Fourth Quarter and Fiscal Year 2023 Results Date: April 15, 2024 Conference Call Information: The conference call will be broadcast live on the Investor Relations section of Caliber’s website at https://ir.caliberco.com/ or at https://viavid.webcasts.com/starthere.jsp?ei=1664257&tp_key=24fa2e5b4e The conference call can also be accessed by dialing: 1-888-886-7786 or 1-416-764-8658 An archived replay will be available for 14 days by dialing: 1-844-512-2921 or 1-412-317-6671. The webcast replay will be available on the Investor Relations section of Caliber’s website under “Financial Results.” Caliber: Victoria Rotondo +1 480-295-7600 Victoria.rotondo@caliberco.com Investor Relations: Lisa Fortuna, Financial Profiles +1 310-622-8251 ir@caliberco.com Media Relations: Kelly McAndrew, Financial Profiles +1 203-613-1552 KMcAndrew@finprofiles.com


 
4Q and FY23 Earnings Supplemental ©2024 Caliber Building on a 15-year track record of profitable growth and success


 
Forward-Looking Statements This presentation includes statements concerning CaliberCos Inc.’s (the “Company,” or “Caliber”) expectations, beliefs, plans, objectives, goals, strategies, assumptions of future events, future financial performance, or growth and other statements that are not historical facts. These statements are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, readers and the audience can identify these forward-looking statements through the use of words or phrases such as "estimate,“ "expect," "anticipate," "intend," "plan," "project," "believe," "forecast," "should," "could," and other similar expressions. Forward-looking statements involve risks and uncertainties that may cause actual results or outcomes to differ materially from those included in the forward-looking statements. The Company's expectations, beliefs, and projections are expressed in good faith and are believed by the Company to have a reasonable basis, but there can be no assurance that management's expectations, beliefs, or projections will be achieved or accomplished. Factors that may cause actual results to differ materially from those included in the forward-looking statements include, but are not limited to, factors affecting the Company’s ability to successfully operate and manage its business, including, among others, title disputes, weather conditions, shortages, delays, or unavailability of equipment and services, property management, brokerage, investment and fund operations, the need to obtain governmental approvals and permits, and compliance with environmental laws and regulations; changes in costs of operations; loss of markets; volatility of asset prices; imprecision of asset valuations; environmental risks; competition; inability to access sufficient capital; general economic conditions; litigation; changes in regulation and legislation; economic disruptions or uninsured losses resulting from major accidents, fires, severe weather, natural disasters, terrorist activities, acts of war, cyber attacks, or pest infestation; increasing costs of insurance, changes in coverage and the ability to obtain insurance; and other presently unknown or unforeseen factors. Other risk factors are detailed from time to time in the Company's reports filed with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update the information contained in any forward-looking statements to reflect developments or circumstances occurring after the statement is made or to reflect the occurrence of unanticipated events. Past performance is not indicative of future results. There is no guarantee that any specific outcome will be achieved. Investment may be speculative and illiquid and there is a total risk of loss. There is no guarantee that any specific investment will be suitable or profitable. This presentation does not constitute an offering of, nor does it constitute the solicitation of an offer to buy, securities of the Company. This presentation is provided solely to introduce the Company to the recipient and to determine whether the recipient would like additional information regarding the Company and its anticipated plans. Any investment in the Company or sale of its securities will only take place pursuant to an appropriate, private placement memorandum and a detailed subscription agreement. Some of the information contained herein is confidential and proprietary to the Company and the presentation is provided to the recipient with the express understanding that without the prior written permission of the Issuer, such recipient will not distribute or release the information contained herein, make reproductions of, or use it for any purpose other than determining whether the recipient wishes additional information regarding the Company or its plans. By accepting delivery of this presentation, the recipient agrees to return same to the Company if the recipient does not wish to receive any further information regarding the Company. We have filed a registration statement (including a preliminary prospectus) with the SEC for the offering to which this communication relates. The registration statement has not yet become effective. Before you invest, you should read the preliminary prospectus in that registration statement (including the risk factors described therein) and other documents that we have filed with the SEC for more complete information. You may access these documents for free by visiting Edgar on the SEC website at httpp://www.sec.gov CALIBERCO.COM | 8901 E MOUNTAIN VIEW RD, STE 150, SCOTTSDALE, AZ 85258 | 480.295.7600 3 T H E W E A L T H D E V E L O P M E N T C O M P A N Y Disclaimers


 
Today’s Speakers 4T H E W E A L T H D E V E L O P M E N T C O M P A N Y Chris Loeffler CHIEF EXECUTIVE OFFICER Jade Leung CHIEF FINANCIAL OFFICER Chris Loeffler has served as the CEO and Chairman of Caliber’s Board of Directors since its inception. As CEO, Chris directs and executes global strategy, oversees investments and fund management, and contributes to private and public capital formation. As a Co-Founder Chris took an early role forming the Company’s financial and operational infrastructure and navigating the vertical integration of all real estate and investment services. Jade Leung is Caliber’s CFO and corporate secretary. As CFO, Jade oversees all aspects of accounting and controllership, financial planning and analysis, tax, financial reporting, and treasury functions at Caliber. Jade is also responsible for the strategic direction of Caliber’s information technology and data security initiatives. Prior to joining Caliber, Jade spent 12 years with PwC, where he managed audit and accounting advisory services. Notably, Jade participated in over $1 billion of public market transactions and financing arrangements for companies.


 
CEO Commentary 5T H E W E A L T H D E V E L O P M E N T C O M P A N Y


 
1. 15-year history of growth across market cycles with $3.1 billion pool of assets under management and under development 2. Demonstrated track record of delivering unlevered annualized gross internal rate of return (IRR) of 19% on investments sold 3. Large and growing market opportunity with investment in alternative assets forecasted to increase 50% from 2023 to 20281 4. Sizable and loyal customer base with estimated $13 billion in net worth; successful track record of fundraising over $660 million since inception 5. Fit for purpose business model with distinct competitive advantages including in-house services model and focus on underserved, complex, middle-market real estate in the Western U.S. 6. Poised for next level of growth with scalable infrastructure and focused value-creation model 7. Experienced, cycle tested management team with significant insider ownership Why Invest in Caliber (Nasdaq: CWD)? 6T H E W E A L T H D E V E L O P M E N T C O M P A N Y (1) Preqin Future of Alternatives 2028 report, October 2023


 
Caliber… In Three Numbers 7T H E W E A L T H D E V E L O P M E N T C O M P A N Y 15yrs 19% IRR $3.1 Billion


 
Publicly Traded Parent Operates Investment Funds 8T H E W E A L T H D E V E L O P M E N T C O M P A N Y Caliber Nasdaq: CWD RE Fund 1 RE Fund 2 Hotel UPREIT


 
9 BEHAVIORAL HEALTH HOSPITAL HOSPITALITY/HOTEL MULTI-FAMILY HOUSING OPPORTUNITY ZONE ASSETS We Invest in Real Estate Where Most Others… Don’t


 
10T H E W E A L T H D E V E L O P M E N T C O M P A N Y The Best Opportunities are in the Middle-Market Middle-Market Assets • $5 to $50 million per project • Large opportunity set • Highly-fragmented market • Less competition • Caliber’s in-house services model enables access Middle Market Geographies • Demonstrated Population & Job Growth • Underserved in terms of financing options • Opportunity Zone tax incentives • Local tax incentives • Trends post-pandemic


 
11T H E W E A L T H D E V E L O P M E N T C O M P A N Y Income Lending, CORE Plus, Value Add Growth Distressed and Special Situations, Adaptive Re-Use & Development Tax Planning/Reduction Opportunity Zone Funds, 1031 Investments We Solve Our Clients’ Financial Needs Desired Outcome Caliber Product Our Job Is Simple: Deliver Returns Clients Expect In All Market Conditions Clients who invest in Caliber’s Funds seek three primary outcomes:


 
Our Market Is Growing Dramatically 12T H E W E A L T H D E V E L O P M E N T C O M P A N Y Source: Preqin Future of Alternatives 2028 report, October 2023 *Forecast 10.1 16.3 24.5 0 5 10 15 20 25 30 2019 2023* 2028* A ss et s U n d er M an ag em en t ($ tr ill io n ) $24.5 Trillion in Global Alternative AUM Forecasted by 2028 CAGR: 10.3%


 
Performance Allocations Asset Management Revenue We Have Multiple Revenue Streams 13T H E W E A L T H D E V E L O P M E N T C O M P A N Y Note: asset services performed in-house at market rates.


 
Increasing The Money We Manage/Invest Is A Core Growth Driver 14T H E W E A L T H D E V E L O P M E N T C O M P A N Y High Net-Worth Investors Registered Investment Advisors & Independent Broker-Dealers Family Offices Boutique Institutions Caliber Private Client Sales Caliber Wholesale Caliber Institutional


 
Caliber Hospitality Trust – Another Path To Revenue Growth 15T H E W E A L T H D E V E L O P M E N T C O M P A N Y Using the Caliber infrastructure to launch public investment products


 
Consistent Growth – A Model We’ve Succeeded With For 15 Years 16T H E W E A L T H D E V E L O P M E N T C O M P A N Y Raise Capital Grow Assets Under Management Grow Revenue


 
Source: Caliber’s estimates and internal research reviewing comparable business models Caliber Earns More Per Dollar in AUM 17T H E W E A L T H D E V E L O P M E N T C O M P A N Y Caliber’s In-House Services Model: Increased Control & Multiple Revenue Streams Traditional Asset Managers: Lower Control & Fewer Revenue Opportunities Fund Management Fees Performance Allocations (Carried Interest) Fund Set-Up Fees Financing Fees Real Estate Development Fees Brokerage Fees Low-Margin, High-Volume Services In-House Revenues Outsourced Asset Management Performance Fees (Carried Interest) All Additional Services Outsourced In-House Revenues Caliber has optimized in-house and third-party services to maximize control and profitability


 
2026 Financial Targets* 18T H E W E A L T H D E V E L O P M E N T C O M P A N Y Cumulative Fundraising of $750M Annualized Platform Revenue of $50M Assets Under Management (AUM) of $3B * End of 2026


 
Path Forward for Enterprise Value Growth 19T H E W E A L T H D E V E L O P M E N T C O M P A N Y Fundraising Product Innovation Acquisitions


 
Our Interests Are Aligned – Insiders Own ~50% Of Our Stock 20T H E W E A L T H D E V E L O P M E N T C O M P A N Y The people who built Caliber, still manage Caliber Chris Loeffler CHIEF EXECUTIVE OFFICER Jennifer Schrader PRESIDENT Jade Leung CHIEF FINANCIAL OFFICER Roy Bade CHIEF DEVELOPMENT OFFICER With a growing team of talented executives Ignacio Martinez CHIEF OPERATING OFFICER George Pace EVP FUNDRAISING Yaron Ashkenazi HEAD OF HOSPITALITY John Hartman CHIEF INVESTMENT OFFICER


 
Independent Board Committed to Strong Corporate Governance 21T H E W E A L T H D E V E L O P M E N T C O M P A N Y • Chris Loeffler – Chief Executive Officer & Co-Founder • Jennifer Schrader – President & Co-Founder • Dan Hansen – Lead Independent Director • William J. Gerber – Director • Michael Trzupek – Director • Lawrence X. Taylor – Director Commitment to Corporate Governance  5+ year history of public company reporting; Big 4 auditor  Established Board Committees and Charters  Commitment to sustainable business practices Public Company, Asset Management, Real Estate and Public Company Experience Our Directors


 
4Q and FY 2023 Financial Highlights 22T H E W E A L T H D E V E L O P M E N T C O M P A N Y


 
4th Quarter – Summary Highlights 23T H E W E A L T H D E V E L O P M E N T C O M P A N Y • Fair value assets under management of $741.2 million • Managed capital of $437.6 million • Total revenues of $23.9 million • Platform revenue of $7.2 million • Platform asset management revenue of $6.0 million • Performance allocations of $1.2 million • Net loss attributable to Caliber of $2.4 million, or $0.11 per diluted share • Caliber Adjusted EBITDA of $1.6 million Financial Measures Metrics Corporate • Sold Northsight Crossing Retail Center for $27.4 million, resulting in net cash proceeds of ~$12.2 million, a gain on the sale of real estate of ~$5.0 million, and a loss on the extinguishment of debt of ~$0.2 million. Originally purchased in January 2022 for $21.1 million. • Signed 26 selling agreements with regional broker dealers and registered investment advisors for investments in Caliber-sponsored products. In total, these partners have approximately 381 representatives and represent $3.4 billion of accessible AUM. • March 7, 2024, CHT acquired the Holiday Inn Newport News located in Newport News, Virginia. This is the first of nine hotel assets included in the previously announced contribution agreement with L.T.D. Hospitality. In total, the portfolio of nine assets represents a contribution value of $224 million, which will bolster Caliber’s AUM, upon transaction closing.


 
$21,467 $23,945 $- $5,000 $10,000 $15,000 $20,000 $25,000 Q4'22 Q4'23 (0 0 0 s) Total Consolidated Revenue 4th Quarter Summary Results 24T H E W E A L T H D E V E L O P M E N T C O M P A N Y Source: Caliber reports Net Income (Loss) (per common share) $(0.14) Q4’22 $(0.11) Q4’23 $5,422 $7,187 $- $2,000 $4,000 $6,000 $8,000 $10,000 Q4'22 Q4'23 (0 0 0 s) Total Platform Revenue Asset Mgmt Fees Performance Allocations Caliber Adj. EBITDA (Loss) (000’s) $(1,766) Q4’22 $1,553 Q4’23


 
4th Quarter – Historical Summary Results 25T H E W E A L T H D E V E L O P M E N T C O M P A N Y $24,302 $18,681 $19,506 $21,467 $29,522 $20,445 $17,025 $23,945 $- $10,000 $20,000 $30,000 $40,000 1Q22 2Q22 3Q22 4Q22 1Q23 2Q23 3Q23 4Q23 (0 0 0 s) Total Consolidated Revenue $2,155 $(529) $5,659 $(1,766) $1,034 $(2,327) $(1,511) $1,553 $(3,000) $(2,000) $(1,000) $- $1,000 $2,000 $3,000 $4,000 $5,000 $6,000 $7,000 1Q22 2Q22 3Q22 4Q22 1Q23 2Q23 3Q23 4Q23 (0 0 0 s) Adjusted EBITDA $5,915 $4,382 $8,399 $5,422 $6,350 $3,373 $3,728 $7,187 $- $2,000 $4,000 $6,000 $8,000 $10,000 1Q22 2Q22 3Q22 4Q22 1Q23 2Q23 3Q23 4Q23 (0 0 0 s) Total Platform Revenue Asset Mgmt Performance $619 $638 $686 $746 $807 $825 $823 $741 $- $100 $200 $300 $400 $500 $600 $700 $800 $900 1Q22 2Q22 3Q22 4Q22 1Q23 2Q23 3Q23 4Q23 (0 0 0 s) FV AUM


 
$83,956 $90,937 $- $20,000 $40,000 $60,000 $80,000 $100,000 $120,000 FY'22 FY'23 (0 0 0 s) Total Consolidated Revenue FY 2023 Summary Results 26T H E W E A L T H D E V E L O P M E N T C O M P A N Y Source: Caliber reports Net Income (Loss) (per common share) $0.11 FY’22 $(0.63) FY’23 $24,118 $20,638 $- $5,000 $10,000 $15,000 $20,000 $25,000 $30,000 FY'22 FY'23 (0 0 0 s) Total Platform Revenue Asset Mgmt Performance Allocations Caliber Adj. EBITDA (Loss) (000’s) $5,519 FY’22 $(1,251) FY’23


 
4Q and FY 2023 Financial Review 27T H E W E A L T H D E V E L O P M E N T C O M P A N Y


 
GAAP Income Statement 28T H E W E A L T H D E V E L O P M E N T C O M P A N Y CALIBERCOS INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA) Three Months Ended December 31, Year Ended December 31, 2023 2022 2023 2022 Revenues Asset management revenues $ 4,325 $ 4,035 $ 10,571 $ 15,344 Performance allocations 1,165 35 3,639 2,543 Consolidated funds – hospitality revenues 16,897 15,763 68,905 59,564 Consolidated funds – other revenues 1,558 1,634 7,822 6,505 Total revenues 23,945 21,467 90,937 83,956 Expenses Operating costs 5,106 6,188 21,311 14,609 General and administrative 1,856 1,290 6,770 6,679 Marketing and advertising 164 (114) 1,052 1,179 Depreciation and amortization 141 35 550 58 Consolidated funds – hospitality expenses 20,993 15,881 80,669 60,667 Consolidated funds – other expenses 2,405 3,067 9,162 9,213 Total expenses 30,665 26,347 119,514 92,405


 
GAAP Income Statement (cont.) 29T H E W E A L T H D E V E L O P M E N T C O M P A N Y CALIBERCOS INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA) Consolidated funds - gain on sale of real estate investments 4,976 — 4,976 21,530 Other (loss) income, net (1,105) 85 374 326 Gain on extinguishment of debt — — — 1,421 Interest income 71 66 350 178 Interest expense (1,309) (370) (4,717) (1,055) Net (loss) income before income taxes (4,087) (5,099) (27,594) 13,951 Benefit from income taxes — — — — Net (loss) income (4,087) (5,099) (27,594) 13,951 Net (loss) income attributable to noncontrolling interests (1,726) (2,630) (14,891) 11,931 Net (loss) income attributable to CaliberCos Inc. (2,361) (2,469) (12,703) 2,020 Basic net (loss) income per share attributable to common stockholders $ (0.11) $ (0.14) $ (0.63) $ 0.11 Diluted net (loss) income per share attributable to common stockholders $ (0.11) $ (0.14) $ (0.63) $ 0.11 Weighted average common shares outstanding: Basic 21,270 18,213 20,087 18,003 Diluted 21,270 18,213 20,087 19,822


 
GAAP Balance Sheet 30T H E W E A L T H D E V E L O P M E N T C O M P A N Y CALIBERCOS INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (AMOUNTS IN THOUSANDS, EXCEPT FOR SHARE AND PER SHARE DATA) December 31, 2023 December 31, 2022 Assets Cash $ 940 $ 1,921 Restricted cash 2,569 23 Real estate investments, net 21,492 2,065 Due from related parties 9,759 9,646 Investments in unconsolidated entities 3,338 3,156 Operating lease - right of use assets 193 1,411 Prepaid and other assets 2,781 5,861 Assets of consolidated funds Cash 2,865 5,736 Restricted cash 11,266 8,254 Real estate investments, net 185,636 196,177 Accounts receivable, net 1,978 2,228 Notes receivable - related parties 34,620 28,229 Operating lease - right of use assets 10,318 8,769 Prepaid and other assets 11,677 5,358 Total assets $ 299,432 $ 278,834


 
GAAP Balance Sheet (cont.) 31T H E W E A L T H D E V E L O P M E N T C O M P A N Y CALIBERCOS INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (AMOUNTS IN THOUSANDS, EXCEPT FOR SHARE AND PER SHARE DATA) December 31, 2023 December 31, 2022 Liabilities and Stockholders’ Equity Notes payable $ 53,799 $ 14,653 Notes payable - related parties — 365 Accounts payable and accrued expenses 8,886 6,374 Buyback obligation — 12,391 Due to related parties 257 171 Operating lease liabilities 119 1,587 Other liabilities 420 64 Liabilities of consolidated funds Notes payable, net 129,684 134,256 Notes payable - related parties 12,055 6,973 Accounts payable and accrued expenses 11,736 9,252 Due to related parties 101 68 Operating lease liabilities 13,957 12,461 Other liabilities 2,400 3,030 Total liabilities 233,414 201,645


 
GAAP Balance Sheet (cont.) 32T H E W E A L T H D E V E L O P M E N T C O M P A N Y CALIBERCOS INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (AMOUNTS IN THOUSANDS, EXCEPT FOR SHARE AND PER SHARE DATA) Commitments and Contingencies Preferred stock, $0.001 par value; 22,500,000 authorized and no shares issued and outstanding as of December 31, 2023 and 12,500,000 shares authorized and 1,651,302 shares of Series B Preferred Stock issued and outstanding as of December 31, 2022 — — Common stock Class A, $0.001 par value; 100,000,000 shares authorized, 13,872,671 and 10,790,787 shares issued and outstanding as of December 31, 2023 and December 31, 2022, respectively 14 11 Common stock Class B, $0.001 par value; 15,000,000 shares authorized, 7,416,414 shares issued and outstanding as December 31, 2023 and December 31, 2022 7 7 Paid-in capital 39,432 33,108 Less treasury stock, at cost, 277,342 shares repurchased and 3,432,351 forward repurchase shares as of December 31, 2022. As of December 31, 2023, there was no treasury stock or forward repurchase shares — (13,626) Accumulated deficit (36,830) (22,709) Stockholders’ equity (deficit) attributable to CaliberCos Inc. 2,623 (3,209) Stockholders’ equity attributable to noncontrolling interests 63,395 80,398 Total stockholders’ equity 66,018 77,189 Total liabilities and stockholders’ equity $ 299,432 $ 278,834


 
https://www.caliberco.com/ CaliberCos NASDAQ: CWD Contacts: Chris Loeffler, CEO Chris.Loeffler@CaliberCo.com Lisa Fortuna, Investor Relations, Financial Profiles lfortuna@finprofiles.com


 
Appendix 34T H E W E A L T H D E V E L O P M E N T C O M P A N Y


 
35T H E W E A L T H D E V E L O P M E N T C O M P A N Y Non-GAAP Measures We use non-GAAP financial measures to evaluate operating performance, identify trends, formulate financial projections, make strategic decisions, and for other discretionary purposes. We believe that these measures enhance the understanding of ongoing operations and comparability of current results to prior periods and may be useful for investors to analyze our financial performance because they provides investors a view of the performance attributable to CaliberCos Inc. When analyzing our operating performance, investors should use these measures in addition to, and not as an alternative for, their most directly comparable financial measure calculated and presented in accordance with U.S. GAAP. Our presentation of non- GAAP measures may not be comparable to similarly identified measures of other companies because not all companies use the same calculations. These measures may also differ from the amounts calculated under similarly titled definitions in our debt instruments, which amounts are further adjusted to reflect certain other cash and non-cash charges and are used by us to determine compliance with financial covenants therein and our ability to engage in certain activities, such as incurring additional debt and making certain restricted payments. Fee-Related Earnings and Related Components Fee-Related Earnings is a supplemental non-GAAP performance measure used to assess our ability to generate profits from fee-based revenues, focusing on whether our core revenue streams, are sufficient to cover our core operating expenses. Fee-Related Earnings represents the Company’s net income (loss) before income taxes adjusted to exclude depreciation and amortization, stock-based compensation, interest expense and extraordinary or non-recurring revenue and expenses, including performance allocation revenue and gain (loss) on extinguishment of debt, public registration direct costs related to aborted or delayed offerings and our Reg A+ offering, the share repurchase costs related to the Company’s Buyback Program, litigation settlements, and expenses recorded to earnings relating to investment deals which were abandoned or closed. Fee-Related Earnings is presented on a basis that deconsolidates our consolidated funds (intercompany eliminations) and eliminates noncontrolling interest. Eliminating the impact of consolidated funds and noncontrolling interest provides investors a view of the performance attributable to CaliberCos Inc. and is consistent with performance models and analysis used by management. Distributable Earnings Distributable Earnings is a supplemental non-GAAP performance measure equal to Fee-Related Earnings plus performance allocation revenue and less interest expenses and provision for income taxes. We believe that Distributable Earnings can be useful as a supplemental performance measure to our GAAP results assessing the amount of earnings available for distribution. Caliber Adjusted EBITDA Caliber Adjusted EBITDA represents the Company’s Distributable Earnings adjusted for interest expense, the share repurchase costs related to the Company’s Buyback Program, other income (expense), and provision for income taxes on a basis that deconsolidates our consolidated funds (intercompany eliminations), Loss on CRAF Investment Redemption, Gain on extinguishment of Payroll Protection Program loans, and eliminates noncontrolling interest. Eliminating the impact of consolidated funds and noncontrolling interest provides investors a view of the performance attributable to CaliberCos Inc. and is consistent with performance models and analysis used by management. NON-GAAP Measures


 
36T H E W E A L T H D E V E L O P M E N T C O M P A N Y Consolidated Adjusted EBITDA Consolidated Adjusted EBITDA represents the Company’s and the consolidated funds’ earnings before net interest expense, income taxes, depreciation and amortization, further adjusted to exclude stock-based compensation, transaction fees, expenses and other public registration direct costs related to aborted or delayed offerings and our Reg A+ offering, the share repurchase costs related to the Company’s Buyback Program, litigation settlements, expenses recorded to earnings relating to investment deals which were abandoned or closed, any other non-cash expenses or losses, as further adjusted for extraordinary or non-recurring items. The following tables presents a reconciliation of net (loss) income attributable to CaliberCos Inc. to Fee-Related Earnings, Distributable Earnings, Caliber Adjusted EBITDA, and Consolidated Adjusted EBITDA for the years ended December 31, 2023 and 2022 (in thousands): NON-GAAP Measures


 
NON-GAAP Reconciliation 37T H E W E A L T H D E V E L O P M E N T C O M P A N Y NON-GAAP RECONCILIATION (AMOUNTS IN THOUSANDS) (UNAUDITED)


 
NON-GAAP Reconciliation 38T H E W E A L T H D E V E L O P M E N T C O M P A N Y ASSET MANAGEMENT PLATFORM SEGMENT(1) (AMOUNTS IN THOUSANDS) (UNAUDITED)


 
NON-GAAP Reconciliation 39T H E W E A L T H D E V E L O P M E N T C O M P A N Y ASSET MANAGEMENT PLATFORM SEGMENT(1) (AMOUNTS IN THOUSANDS) (UNAUDITED)


 
NON-GAAP Reconciliation 40T H E W E A L T H D E V E L O P M E N T C O M P A N Y ASSET MANAGEMENT PLATFORM SEGMENT(1) (AMOUNTS IN THOUSANDS) (UNAUDITED)


 
NON-GAAP Reconciliation 41T H E W E A L T H D E V E L O P M E N T C O M P A N Y MANAGED CAPITAL (AMOUNTS IN THOUSANDS) (UNAUDITED) Managed Capital Balances as of December 31, 2022 $ 383,189 Originations 74,857 Redemptions (22,962) Other(1) 2,541 Balances as of December 31, 2023 $ 437,625 December 31, 2023 December 31, 2022 Real Estate Hospitality $ 114,407 $ 102,071 Residential 74,224 62,819 Commercial 155,004 128,210 Total Real Estate(2) 343,635 293,100 Credit(3) 84,588 74,766 Other(4) 9,402 15,323 Total $ 437,625 $ 383,189 _________________________________________ (1) Other represents the inclusion of an investment of one of our funds upon the completion of an equity swap during the year ended December 31, 2023. (2) Beginning during the year ended December 31, 2023, the Company includes capital raised from investors in CaliberCos Inc. through corporate note issuances that was further invested in our funds in Managed Capital. As of December 31, 2023 and December 31, 2022, the Company had invested $18.3 million and $5.4 million, respectively, in our funds. (3) Credit managed capital represents loans made to Caliber’s investment funds by the Company and our diversified credit fund. As of December 31, 2023, the Company had loaned $8.5 million to our funds. As of December 31, 2022, no amounts had been loaned to our funds from the Company. (4) Other managed capital represents undeployed capital held in our diversified funds.


 
NON-GAAP Reconciliation 42T H E W E A L T H D E V E L O P M E N T C O M P A N Y FV AUM (AMOUNTS IN THOUSANDS) (UNAUDITED) Balances as of December 31, 2022 $ 745,514 Assets acquired(1) 29,384 Construction and net market depreciation 9,129 Asset sold or disposed(2) (52,710) Credit(3) 9,822 Other(4) 51 Balances as of December 31, 2023 $ 741,190 December 31, 2023 2022 Real Estate Hospitality $ 268,800 $ 319,300 Residential $ 138,000 $ 86,900 Commercial $ 240,400 $ 255,197 Total Real Estate $ 647,200 $ 661,397 Credit(1) $ 84,588 $ 74,766 Other(2) $ 9,402 $ 9,351 Total $ 741,190 $ 745,514 ___________________________________________ (1) Assets acquired during the year ended December 31, 2023 include one development asset in Colorado, our headquarters office building, and two multi-family residential assets in Arizona (2) Assets sold during the year ended December 31, 2023 include lot sales related to a development asset in Colorado, nine homes from our residential fund, and one commercial asset in Arizona (3) Credit FV AUM represents loans made to Caliber’s investment funds by our diversified credit fund (4) Other FV AUM represents undeployed capital held in our diversified funds