CaliberCos Inc. Files 2023 Annual Report on Form 10-K

TL;DR

<b>CaliberCos Inc. has filed its 2023 annual report (10-K) detailing its financial performance and business operations.</b>

AI Summary

CaliberCos Inc. (CWD) filed a Annual Report (10-K) with the SEC on April 16, 2024. CaliberCos Inc. filed its annual report on Form 10-K for the fiscal year ended December 31, 2023. The filing covers the period from January 1, 2023, to December 31, 2023. The company's principal business address is 8901 E. Mountain View Rd., Suite 150, Scottsdale, AZ 85258. CaliberCos Inc. was formerly known as CaliberCo Inc., with a name change effective December 5, 2014. The filing includes data related to consolidated entities, variable interest entities, and preferred stock.

Why It Matters

For investors and stakeholders tracking CaliberCos Inc., this filing contains several important signals. This 10-K filing provides a comprehensive overview of CaliberCos Inc.'s financial health, operational activities, and strategic direction for the fiscal year 2023, which is crucial for investors to assess the company's performance and future prospects. The detailed financial data and risk factors disclosed in this report are essential for stakeholders to understand the company's market position, potential challenges, and investment risks.

Risk Assessment

Risk Level: medium — CaliberCos Inc. shows moderate risk based on this filing. The company's financial performance and future outlook are subject to various risks inherent in the real estate and investment management sectors, as detailed in the 10-K filing.

Analyst Insight

Investors should review the detailed financial statements and risk factors in the 10-K to make informed investment decisions regarding CaliberCos Inc.

Key Numbers

• 2023-12-31 — Fiscal Year End (The report covers the fiscal year ending on this date.)
• 2024-04-16 — Filing Date (The date the 10-K report was filed with the SEC.)
• 001-41703 — SEC File Number (The SEC file number associated with CaliberCos Inc.)
• 6500 — SIC Code (Standard Industrial Classification code for Real Estate.)

Key Players & Entities

• CaliberCos Inc. (company) — Filer name and subject of the 10-K filing.
• CaliberCo Inc. (company) — Former name of CaliberCos Inc.
• 2023-12-31 (date) — Fiscal year end date for the 10-K report.
• 2024-04-16 (date) — Filing date of the 10-K report.
• Scottsdale, AZ (location) — Location of the company's business and mailing address.

FAQ

Risk Factors

• Financial Performance Risks [medium — financial]: The company's financial results are subject to market fluctuations and economic conditions affecting the real estate and investment sectors.
• Operational Risks [medium — operational]: Operational challenges may arise from managing diverse real estate assets and investment portfolios.
• Regulatory Compliance [low — regulatory]: Compliance with various real estate and financial regulations is critical and may pose risks if not managed effectively.

Key Dates

• 2023-12-31: Fiscal Year End — Marks the end of the reporting period for the 10-K.
• 2024-04-16: 10-K Filing Date — The date the annual report was officially submitted to the SEC.

Key Financial Figures

• $0.001 — hich registered: Class A common stock, $0.001 par value per share CWD Nasdaq Capital
• $3.1 billion — set management firm, managing more than $3.1 billion in assets under management ("AUM") and
• $5.0 million — ly projects that range in value between $5.0 million and $50.0 million, and (iii) an integra
• $50.0 m — range in value between $5.0 million and $50.0 million, and (iii) an integrated executio
• $2.3 b — uch projects by us or a third party, is $2.3 billion, which we expect would be funded

Filing Documents

• cwd-20231231.htm (10-K) — 2244KB
• exhibit41-descriptionofsec.htm (EX-4.1) — 23KB
• exhibit141-codeofethics.htm (EX-14.1) — 8KB
• exhibit191-insidertradingp.htm (EX-19.1) — 131KB
• exhibit211-listofsubsidiar.htm (EX-21.1) — 41KB
• exhibit231-auditorconsent.htm (EX-23.1) — 2KB
• cwd-ex311_q42023.htm (EX-31.1) — 11KB
• cwd-ex312_q42023.htm (EX-31.2) — 11KB
• cwd-ex321_q42023.htm (EX-32.1) — 6KB
• cwd-ex322_q42023.htm (EX-32.2) — 6KB
• exhibit971-clawbackpolicy.htm (EX-97.1) — 56KB
• 0001627282-24-000039.txt (&nbsp;) — 12116KB
• cwd-20231231.xsd (EX-101.SCH) — 80KB
• cwd-20231231_cal.xml (EX-101.CAL) — 104KB
• cwd-20231231_def.xml (EX-101.DEF) — 615KB
• cwd-20231231_lab.xml (EX-101.LAB) — 818KB
• cwd-20231231_pre.xml (EX-101.PRE) — 717KB
• cwd-20231231_htm.xml (XML) — 1780KB

Forward-Looking Statements

Forward-Looking Statements 2 PART I

Risk Factors

Item 1A. Risk Factors 9

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments 27

Cybersecurity

Item 1C. Cybersecurity 27

Properties

Item 2. Properties 29

Legal Proce eding s

Item 3. Legal Proce eding s 29

Mine Safety Disclosures

Item 4. Mine Safety Disclosures 29 PART II

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 30

Reserved

Item 6. Reserved 30

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 31

Quantitative and Qualitative Disclosures About Market Risk

Item 7A. Quantitative and Qualitative Disclosures About Market Risk 51

Financial Statements and Supplementary Data

Item 8. Financial Statements and Supplementary Data 51

Changes in and Disagreements With Accountants on Accounting and Financial Disclosures

Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosures 51

Controls and Procedures

Item 9A. Controls and Procedures 52

Other Information

Item 9B. Other Information 52

Disclosure Regarding Foreign Jurisdiction That Prevent Inspections

Item 9C. Disclosure Regarding Foreign Jurisdiction That Prevent Inspections 52 PART III

Directors, Executive Officers and Corporate Governance

Item 10. Directors, Executive Officers and Corporate Governance 53

Executive Compensation

Item 11. Executive Compensation 53

Security Ownership of Certain Beneficial Owner and Management and Related Stockholder Matters

Item 12. Security Ownership of Certain Beneficial Owner and Management and Related Stockholder Matters 53

Certain Relationships and Related Transactions, and Director Independence

Item 13. Certain Relationships and Related Transactions, and Director Independence 53

Principal Accounting Fees and Services

Item 14. Principal Accounting Fees and Services 53 PART IV

Exhibits, Financial Statement Schedules

Item 15. Exhibits, Financial Statement Schedules 54

Form 10-K Summary

Item 16. Form 10-K Summary 55

Signatures

Signatures 56 Index to Consolidated Financial Statements F- 1 1 Table of Contents

Forward-Looking Statements

Forward-Looking Statements In this report, the term "Company" refers to CaliberCos Inc. and its wholly-owned subsidiaries. The "Consolidated Funds" refers to the Companies consolidated variable interest entities. The "Consolidated Company", "Caliber", "we", "us", and "our" refers to the Company and the Consolidated Funds collectively. This annual report on Form 10-K includes forward-looking statements within the meaning of the federal securities laws. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends affecting the operating results and financial condition of our business. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time those statements are made and/or management's good faith belief as of that time with respect to future events and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause such differences include, but are not limited to, statements about: estimates of our expenses, future revenues, capital requirements and our needs for additional financing; our estimates of the size of our market opportunities; our ability to effectively manage our growth; our ability to successfully enter new markets, manage our growth expansion and comply with any applicable laws and regulations; the effects of increased competition from our market competitors; significant disruption in, or breach in security of, our information technology systems and resultant interruptions in service and any related impact on our reputation; the attraction and retention of qualified employees and key p

Business

Item 1. Business General Over the past 15 years, Caliber has grown into a leading diversified alternative asset management firm, managing more than $3.1 billion in assets under management ("AUM") and assets under development ("AUD"). Caliber's primary goal is to enhance the wealth of accredited investors seeking to make investments in middle-market assets. We strive to build wealth for our clients by creating, managing, and servicing middle-market investment funds, private syndications, and direct investments. Through our funds, we invest primarily in real estate, private equity, and debt facilities. We market and fundraise to private investors, family offices, and institutions ("Direct Channel") and to registered investment advisers and independent broker-dealers ("Wholesale Channel"). We believe that we provide investors attractive risk-adjusted returns by offering a balance of (i) structured offerings and ease of ownership, (ii) a pipeline of investment opportunities, primarily projects that range in value between $5.0 million and $50.0 million, and (iii) an integrated execution and processing platform. Our investment strategy leverages the local market intelligence and real-time data we gain from our operations to evaluate current investments, generate proprietary transaction flow, and implement various asset management strategies. As an alternative asset manager, we offer a full suite of support services and employ a vertically integrated approach to investment management. Our asset management activities are complemented with transaction and advisory services, including development and construction management, acquisition and disposition expertise, and fund formation, which we believe differentiate us from other asset management firms. We earn the following fees from providing these services under our asset management platform: Fund set-up fees are a one-time fee for the initial formation, administration, and set-up of fund products we distribute and man

View Full Filing

View this 10-K filing on SEC EDGAR