EX-99.1 2 cwd-er_q22025.htm EX-99.1 Document



Exhibit 99.1
caliberlogoprospectus.jpg

CALIBER REPORTS SECOND QUARTER 2025 RESULTS

Company remains on track for its goal of achieving platform adjusted EBITDA profitability in the second half of 2025

SCOTTSDALE, Ariz., August 13, 2025 (GLOBE NEWSWIRE) – Caliber (NASDAQ: CWD; “CaliberCos Inc.”), a real estate investor, developer, and asset manager, today reported results for the second quarter ended on June 30, 2025.

Second Quarter 2025 Platform Financial Highlights (compared to Second Quarter 2024)

•Platform revenue of $4.1 million, compared to $4.2 million
◦Asset management revenue of $4.1 million drove the stated results
◦No significant performance allocations were earned, compared to prior period
•Platform net loss of $4.9 million, or $3.87 per diluted share, compared to Platform net loss of $4.6 million, or $4.25 per diluted share
•Platform Adjusted EBITDA loss of $0.1 million, compared to Platform Adjusted EBITDA loss of $2.5 million

Management Commentary

“The second quarter results were another positive step in our previously announced plan to achieve platform adjusted EBITDA profitability in the second half of 2025”, said Chris Loeffler, CEO of Caliber. “We have reduced corporate overhead, narrowed our focus on hospitality, multifamily, multi-tenant industrial real estate, and opportunistic strategies to enhance the platform. We expect this focus to continue to generate positive momentum in many of our projects, which sets up Caliber for a solid second half of 2025. Also, we are encouraged by the recent passage of the BBB, which resulted in making the opportunity zone program permanent, driving forward Caliber's largest and most successful investment fund strategy.”

Business Update

The following are key milestones completed during the second quarter ended June 30, 2025.

•On April 22, 2025, Caliber announced the recent Phoenix City Council’s unanimous approval of the Company’s Canyon Village redevelopment project, a retrofit of a distressed +300,000 square foot office building to a 376-unit rental multifamily residential building. The project also benefits from opportunity zone tax incentives.


•On May 8, 2025, Caliber announced that its joint venture development, PURE Pickleball & Padel™ has gained Design Review approval from the Salt River Pima-Maricopa Indian Community (SRPMIC) Planning Department. This approval positions the project to seek a building permit once final construction documents are complete, with a planned ground-breaking shortly after receiving the permit.

•On May 21, 2025, Caliber announced the successful closing of a $22.5 million refinance for the Doubletree by Hilton Hotel in Tucson, AZ. The property is held within Caliber’s Tax Advantaged Opportunity Zone Fund. Citi provided the funding and Arriba Capital served as the financial advisor on the cash-out refinance.

Second Quarter 2025 Consolidated Financial Results (compared to Second Quarter 2024)

•Total consolidated revenue of $5.1 million, compared to $8.2 million reflecting the deconsolidation of Caliber Hospitality Trust, Caliber Hospitality, LP, Elliot, DT Mesa, and Caliber Fixed Income Fund III, LLC (“CFIF III”) in 2024
•Consolidated net loss attributable to Caliber of $5.3 million, or $4.15 per diluted share, compared to net loss attributable to Caliber of $4.7 million or $4.34 per diluted share
•Consolidated Adjusted EBITDA of $0.1 million, compared to Consolidated Adjusted EBITDA loss of $1.0 million

Conference Call Information

Caliber will host a conference call today, Wednesday, August 13, 2025, at 5:00 p.m. Eastern Time (ET) to discuss its second quarter 2025 financial results and business outlook.

To access this call, investors and interested parties can access the live earnings call by dialing (800) 715-9871 (domestic) or (646) 307-1963 (international) and ask to join the Caliber call or use conference ID 7312901.

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.

Platform Financial Highlights

Within this earnings release, we refer to performance results of the ‘Platform’. Platform refers to the performance of CWD itself, excluding the performance of any assets and funds that are included in our consolidated results, as required by the United States generally accepted accounting principles (“GAAP”). Management believes that Platform performance offers the most meaningful information needed to understand the value of CWD. The assets and funds that are consolidated into our GAAP presentation are included because Caliber is a guarantor of debt held by these assets and funds.

While GAAP consolidation rules require CWD to include the performance and cash flows of these assets and funds in our consolidated financial information, CWD does not benefit from the performance of those assets and funds, except to the extent that CWD earns fees from managing the assets and funds (which are included in the Platform results). Management believes presenting
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Platform results, which exclude consolidated assets, directly shows the business performance that CWD stockholders benefit from.

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

With over $2.8 billion of managed assets, including estimated costs to complete assets under development, Caliber’s 16-year track record of managing and developing real estate is built on a singular goal: to make money in all market conditions, specializing in hospitality, multi-family residential, and multi-tenant industrial. Our growth is fueled by performance and a key competitive advantage: we invest in projects, strategies, and geographies that global real estate institutions often overlook. Integral to this advantage is our in-house shared services group, which gives Caliber greater control over our real estate and enhanced 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,” “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, 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 Investor Relations:
Ilya Grozovsky
+1 480-214-1915
Ilya@caliberco.com
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NON-GAAP RECONCILIATIONS

The following information reconciles the performance of the Platform to the consolidated GAAP presentation. Management believes that the Platform view of Caliber’s performance is more meaningful to a CWD shareholder as it includes all revenues and expenses generated by Caliber and its wholly-owned subsidiaries.

ASSET MANAGEMENT PLATFORM(1)
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)

Three Months Ended June 30, 2025
PlatformImpact of Consolidated Funds and EliminationsConsolidated
Revenues
Asset management$4,103 $(357)$3,746 
Performance allocations23 (1)22 
Consolidated funds – hospitality revenue— 1,138 1,138 
Consolidated funds – other revenue— 167 167 
Total revenues4,126 947 5,073 
Expenses
Operating costs3,841 (170)3,671 
General and administrative1,183 (10)1,173 
Marketing and advertising147 — 147 
Depreciation and amortization174 (8)166 
Consolidated funds – hospitality expenses— 1,278 1,278 
Consolidated funds – other expenses— 466 466 
Total expenses5,345 1,556 6,901 
Other loss, net(2,014)(150)(2,164)
Interest income30 — 30 
Interest expense(1,738)— (1,738)
Net loss before income taxes$(4,941)$(759)$(5,700)
Provision for income taxes— — — 
Net loss(4,941)(759)(5,700)
Net loss attributable to noncontrolling interests— (401)(401)
Net loss attributable to CaliberCos Inc.$(4,941)$(358)$(5,299)
Basic and Diluted Platform loss per share$(3.87)$(4.15)
Weighted average common shares outstanding:
Basic and Diluted1,2781,278
(1) Represents the results of our asset management platform, which are presented on a basis that deconsolidates our consolidated funds (intercompany eliminations) and eliminate noncontrolling interest.

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Three Months Ended June 30, 2024
PlatformImpact of Consolidated Funds and EliminationsConsolidated
Revenues
Asset management$4,179 $(953)$3,226 
Performance allocations33 (17)16 
Consolidated funds – hospitality revenue— 2,894 2,894 
Consolidated funds – other revenue— 2,043 2,043 
Total revenues4,212 3,967 8,179 
Expenses
Operating costs5,760 (225)5,535 
General and administrative2,091 (12)2,079 
Marketing and advertising227 — 227 
Depreciation and amortization119 25 144 
Consolidated funds – hospitality expenses— 3,312 3,312 
Consolidated funds – other expenses— 1,358 1,358 
Total expenses8,197 4,458 12,655 
Other income (loss), net490 (172)318 
Interest income170 (13)157 
Interest expense(1,315)— (1,315)
Net loss before income taxes$(4,640)$(676)$(5,316)
Provision for income taxes— — — 
Net loss(4,640)(676)(5,316)
Net loss attributable to noncontrolling interests— (586)(586)
Net loss attributable to CaliberCos Inc.$(4,640)$(90)$(4,730)
Basic and Diluted Platform loss per share$(4.25)$(4.34)
Weighted average common shares outstanding:
Basic and diluted1,0911,091
(1) Represents the results of our asset management platform, which are presented on a basis that deconsolidates our consolidated funds (intercompany eliminations) and eliminate noncontrolling interest.










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


Three Months Ended June 30,
20252024
Fund management fees2,739 3,330 
Financing fees292 80 
Development and construction fees979 328 
Brokerage fees93 441 
Total asset management4,103 4,179 
Performance allocations23 33 
Total revenue$4,126 $4,212 
___________________________________________
(1) Represents the results of our asset management platform, which are presented on a basis that deconsolidates our consolidated funds (intercompany eliminations) and eliminates noncontrolling interest.


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FV AUM and Managed Capital (UNAUDITED)

The following information summarizes management’s estimates of fair value related to the entire portfolio of investments that Caliber manages and the total amount of capital that is being managed across the portfolio. The fair value of our AUM conveys an indication of the overall health of our investments and potentially how much performance allocation Caliber would earn if those assets were sold. Managed Capital is used to evaluate, among other things, the amount of asset management fees we generate from the portfolio.

FV AUM
(AMOUNTS IN THOUSANDS) (UNAUDITED)


Balances as of December 31, 2024$794,923 
Assets acquired10,300 
Construction and net market appreciation25,800 
Credit(1)
379 
Other(2) 
(644)
Balances as of March 31, 2025830,758 
Construction and net market depreciation(25,313)
Assets sold or disposed(1,487)
Credit(1)
627 
Other(2) 
(1,409)
Balances as of June 30, 2025$803,176 


FV AUM, by asset class
(AMOUNTS IN THOUSANDS) (UNAUDITED)
June 30, 2025December 31, 2024
Real Estate
Hospitality$61,200 $68,500 
Caliber Hospitality Trust217,300 236,800 
Residential170,400 161,700 
Commercial277,000 249,600 
Total Real Estate725,900 716,600 
Credit(1)
73,357 72,351 
Other(2)
3,919 5,972 
Total$803,176 $794,923 
___________________________________________
(1)     Credit FV AUM represents loans made to Caliber’s investment funds by our diversified credit fund.
(2)     Other FV AUM represents undeployed capital held in our diversified funds.


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MANAGED CAPITAL
(AMOUNTS IN THOUSANDS) (UNAUDITED)


Balance as of December 31, 2024$492,542 
Originations2,990 
Return of capital(315)
Balance as of March 31, 2025495,217 
Originations4,226 
Return of capital(876)
Balances as of June 30, 2025$498,567 
June 30, 2025December 31, 2024
Real Estate
Hospitality$49,260 $49,260 
Caliber Hospitality Trust(1)
97,207 97,414 
Residential98,682 96,687 
Commercial176,142 170,858 
Total Real Estate(2)
421,291 414,219 
Credit(3)
73,357 72,351 
Other(4)
3,919 5,972 
Total$498,567 $492,542 
_________________________________________
(1) The Company earns a fund management fee of 0.70% of the Caliber Hospitality Trust’s enterprise value and is reimbursed for certain costs incurred on behalf of the Caliber Hospitality Trust.
(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 June 30, 2025 and December 31, 2024, the Company had invested $12.3 million and $20.4 million, respectively, in our funds.
(3) Credit managed capital represents loans made to Caliber’s investment funds by the Company and our diversified funds. As of June 30, 2025 and December 31, 2024, the Company had loaned $0.9 million to our funds.
(4) Other managed capital represents unemployed capital held in our diversified funds.

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Consolidated GAAP Results

The following information presents our consolidated GAAP results which includes the performance of certain entities we manage where Caliber is the guarantor of debt owed by those entities, despite not having significant equity at risk. As a result of these guarantor commitments, Caliber is required under GAAP to include the assets, liabilities, revenues and expenses of those entities even though a shareholder of CWD stock is neither entitled to nor exposed by those entities’ benefits or obligations. This accounting outcome also removes revenues that we earn from those entities, which a shareholder of CWD stock would be entitled to. See discussion elsewhere related to CWD’s Platform performance.

CALIBERCOS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA)

Three Months Ended June 30,
20252024
(unaudited)
Revenues
Asset management revenues$3,746 $3,226 
Performance allocations22 16 
Consolidated funds – hospitality revenues1,138 2,894 
Consolidated funds – other revenues167 2,043 
Total revenues5,073 8,179 
Expenses
Operating costs3,671 5,535 
General and administrative1,173 2,079 
Marketing and advertising147 227 
Depreciation and amortization166 144 
Consolidated funds – hospitality expenses1,278 3,312 
Consolidated funds – other expenses466 1,358 
Total expenses6,901 12,655 
Other (loss) income, net(2,164)318 
Interest income30 157 
Interest expense(1,738)(1,315)
Net loss before income taxes(5,700)(5,316)
Benefit from income taxes— — 
Net loss(5,700)(5,316)
Net loss attributable to noncontrolling interests(401)(586)
Net loss attributable to CaliberCos Inc.$(5,299)$(4,730)
Basic and diluted net loss per share attributable to common stockholders$(4.15)$(4.34)
Weighted average common shares outstanding:
Basic and diluted1,2781,091
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CALIBERCOS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS, EXCEPT FOR SHARE AND PER SHARE DATA)
June 30, 2025December 31, 2024
(unaudited)
Assets
Cash$586 $1,766 
Restricted cash2,559 2,582 
Real estate investments, net21,714 21,572 
Notes receivable - related parties, allowance of $296 and zero, respectively
384 105 
Due from related parties, allowance of $4,098 and $3,985, respectively7,092 6,965 
Investments in unconsolidated entities12,212 15,643 
Operating lease - right of use assets123 147 
Prepaid and other assets2,708 3,501 
Assets of consolidated funds
Cash97 549 
Restricted cash209 — 
Real estate investments, net10,397 45,090 
Notes receivable - related parties994 6,848 
Due from related parties, allowance of zero and $28, respectively
157 320 
Prepaid and other assets28 447 
Total assets
$59,260 $105,535 
Liabilities and Stockholders’ (Deficit) Equity
Notes payable, net$50,518 $50,450 
Accounts payable and accrued expenses9,652 9,532 
Series AA cumulative redeemable preferred stock, net of issuance costs, $25.00 per share stated value, 800,000 shares authorized, 36,770 and zero shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively843 — 
Due to related parties479 313 
Operating lease liabilities79 93 
Other liabilities1,049 750 
Liabilities of consolidated funds
Notes payable, net11,631 29,172 
Notes payable - related parties2,183 2,047 
Accounts payable and accrued expenses375 1,207 
Due to related parties1 79 
Other liabilities54 639 
Total liabilities76,864 94,282 
Commitments and Contingencies (Note 11)
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CALIBERCOS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS, EXCEPT FOR SHARE AND PER SHARE DATA)
June 30, 2025December 31, 2024
Series A non-cumulative convertible preferred stock, $0.001 par value; 22,500,000 shares authorized, and 5,875 and 5,000 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively
— — 
Common stock Class A, $0.001 par value; 100,000,000 shares authorized, 951,386 and 759,370 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively1 1 
Common stock Class B, $0.001 par value; 15,000,000 shares authorized, 370,822 shares issued and outstanding as June 30, 2025 and December 31, 2024— — 
Paid-in capital46,462 44,017 
Accumulated deficit(66,313)(56,607)
Stockholders’ deficit attributable to CaliberCos Inc.(19,850)(12,589)
Stockholders’ equity attributable to noncontrolling interests2,246 23,842 
Total stockholders’ (deficit) equity(17,604)11,253 
Total liabilities and stockholders’ (deficit) equity$59,260 $105,535 

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Definitions

Assets Under Management

AUM refers to the assets we manage or sponsor. We monitor two types of information with regard to our AUM:

i.Managed Capital – we define this as the total capital we fundraise from our customers as investments in our funds. It also includes fundraising into our corporate note program, the proceeds of which were used, in part, to invest in or loan 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.

ii.Fair Value (“FV”) AUM – we define this is as the aggregate fair value of the real estate assets we manage and from which we derive management fees, performance revenues and other fees and expense reimbursements. We estimate the value of these assets quarterly to help make sale and hold decisions and to evaluate whether an existing asset would benefit from refinancing or recapitalization. This also gives us insight into the value of our carried interest at any point in time. We also utilize FV AUM to predict the percentage of our portfolio which may need development services in a given year, fund management services (such as refinance), and brokerage services. As we control the decision to hire for these services, our service income is generally predictable based upon our current portfolio AUM and our expectations for AUM growth in the year forecasted.

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 provide 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.



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Asset Management Platform or Platform

Platform refers to the performance of the Caliber asset management platform, which generates revenues and expenses from managing our investment portfolio, which does not include any consolidated assets or funds. These activities include asset management, transaction services, and performance allocations. Management believes that this is an important view of the Company because it communicates performance of the Company that would be most useful for understanding the value of CWD.

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, 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.

Platform Earnings

Platform Earnings represents the performance of our asset management platform, which generates revenues and expenses from managing our investment portfolio, excluding any consolidated assets or funds.

Platform Earnings per Share

Platform Earnings per Share is calculated as Platform Earnings divided by weighted average CWD common shares outstanding.







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Platform Adjusted EBITDA

Platform Adjusted EBITDA represents our Distributable Earnings adjusted for interest expense, other income (expense), and provision for income taxes 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 the Platform 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, 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.





























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NON-GAAP ADJUSTED EBITDA
(AMOUNTS IN THOUSANDS) (UNAUDITED)

Three Months Ended June 30,
20252024
Net loss attributable to CaliberCos Inc.$(5,299)$(4,730)
Net loss attributable to noncontrolling interests(401)(586)
Net loss(5,700)(5,316)
Provision for income taxes— — 
Net loss before income taxes(5,700)(5,316)
Depreciation and amortization174 119 
Consolidated funds' impact on fee-related earnings609 491 
Stock-based compensation369 584 
Severance454 171 
Performance allocations(22)(16)
Other income, net(783)(318)
Investments impairment2,037 — 
Bad debt expense106 — 
Interest expense, net1,708 1,145 
Fee-related earnings(1,048)(3,140)
Performance allocations22 16 
Interest expense, net(1,708)(1,145)
Provision for income taxes— — 
Distributable earnings(2,734)(4,269)
Interest expense1,738 1,315 
Other income, net783 318 
Provision for income taxes— — 
Consolidated funds' impact on Platform adjusted EBITDA159 185 
Platform adjusted EBITDA(54)(2,451)
Consolidated funds' EBITDA adjustments111 1,485 
Consolidated adjusted EBITDA$57 $(966)







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