Chris Loeffler
Analyst · Sidoti. Please go ahead
Thank you, Lisa. And thank you to all of our investors, employees and participating call attendees, today. One of Caliber's core value pairings is vision and agility. We think these two values are intertwined. It is Caliber's purpose as a real estate asset manager, to have the vision to see what is coming, and the agility to adapt our business and our strategies to change. 2024 was a year of adapting to an environment, where commercial real estate values have been falling, financing costs had remained high, and financing was difficult to obtain. This environment has delayed some of our plans to increase revenue and grow our managed assets. To display agility, Caliber adapted to these market conditions by first, reducing operating costs in May of 2024, and continuing with cost containment to drive Caliber back to profitability in 2025. Second, waiting to reenter the real estate market, until such a time that we saw value declines flattening, and values beginning to grow again. This is the environment, we have begun to see in real-time. Third, launching new financing vehicles, to increase our access to capital, and ability to grow and refinance debt. Beyond market conditions, experience also drove Caliber's decisions in 2024. Now in our 16th year, Caliber's team has entered 2025, with a leaner structure and a more narrowly defined objectives. Those objectives include, number one, focusing on three key asset classes going forward, and selling assets that do not meet these three categories. Number two growing assets under management, or AUM with income producing assets, and reducing our development footprint, by completing existing projects, selling early stage developments, and limiting future development commitments. And number three, embracing our unique abilities and competitive advantage between tax advantaged real estate investing, the innovative Caliber Hospitality Trust, and the moment in time we find ourselves in, to acquire distressed real estate at a discount to its inherent value. And number four, enhancing Caliber's access to capital, with growth in wholesale fundraising and the introduction of several Caliber level corporate financings, which Jade will touch on in his section. Allow me to provide a few more details, as we look back over the prior year. In May of 2024, we began implementing reductions in our operating expenses, to align our cost structure with current market dynamics. Our target was to reduce annualized operating expenses, by $6 million and we're pleased to report that, we began to achieve those reductions in the second half of the year, completing in Q3, 2024, our first profitable quarter since we went public. We expect to realize the full benefits of our expense reduction efforts in 2025. While the road to consistent profitability may not be completely linear, as evidenced by our fourth quarter results, we believe we are moving in the right direction to make 2025 profitable for the full year. A key component to accelerate Caliber's path to profitability, is our decision to narrow our investment focus to the three real estate asset classes we find most attractive multifamily residential, hospitality and multi-tenant industrial. In these three asset classes, we are continuing to focus on middle market projects where local knowledge, is key and larger institutions may not have a competitive advantage, as Caliber does. Caliber is committed long-term to these three key asset classes, and to aligning our team of experts within them. We're excited to reenter multifamily investment in a more meaningful way, now that valuations have begun to drop from their peak. As you may recall, Caliber sold most of its multifamily assets while valuations were elevated, and did not reinvest at the same level. We now see opportunity as multifamily real estate, is the second most distressed asset class behind office nationwide. Distress in our business carries, with it the opportunity to buy assets at a potentially favorable price, and produce potentially attractive risk adjusted returns. You've heard me speak in detail about hospitality, so I'll only reaffirm our commitment to the sector, and to the opportunity we see in it. The pandemic caused hotels not to be overbuilt in the last development cycle, while simultaneously reducing existing hotel supply through conversions of hotels to other uses. This unique setup reduces supply with demand returning, and creates an excellent opportunity for acquiring existing assets, and selectively developing new ones. We are building a growing track record of success in smaller multi-tenant industrial assets. I'd like to share with you why we believe that it's an excellent time, to invest in this asset class, which includes assets from self-storage, manufacturing and local warehousing. First, sometimes it's a little easier to say what we are doing, by stating what we're not doing. We are not investing in large million plus square foot industrial assets, with single tenants. This is a space well covered by our institutional competitors, and a space we do not believe we can gain a competitive advantage in, as compared to the middle market assets we focus on. We see that the industrial sector, is benefiting from a durable trend of companies throughout the world returning to build and manufacture in the United States. As an example, in Phoenix, Arizona, our most active market, we have seen this trend in action with Intel and TSMC, recently investing approximately $100 billion in semiconductor manufacturing facilities. In addition, during the first quarter of 2025, TSMC announced plans for another $100 billion of investment in their facilities. These two large companies have driven the geographic expansion, and formation of hundreds of smaller companies that supply or otherwise support Intel and TSMC manufacturing. Caliber expects, we will have a role to play in investing in, and developing the infrastructure necessary for the middle market participants in this industry. As I stated, we are prioritizing income producing assets, and reducing our development footprint, to 30% or less of our asset portfolio. To do this, we expect to sell parcels throughout our projects in Johnstown, Colorado as the infrastructure on that land is completed. For projects that are in an earlier stage, we have chosen to sell the project, if it does not meet one of our three asset classes. Caliber's plans allow us to sharpen our focus on fewer priorities, which further allows us to focus our team's time, and increases our results with a lower overall cost structure. They also align our business with the opportunities we see in the market today, moving away from a traditional development cycle and towards a cycle like the one we experienced in our first five years in business. Given our 16 years of experience, we know what to do in real estate cycles such as this, and how to help investors take advantage of it. Continuing with some business updates, we launched 2 new programs during the fourth quarter that, target accredited investors who are seeking tax efficient investment opportunities. In October, Caliber launched our innovative Qualified Opportunity Zone Fund Roll Up program, offering a potential solution for investors who have not been able to realize the benefits of these complex investment vehicles. At that time, we completed our first merger with a third-party fund resulting in a $14 million increase in managed capital in Caliber's existing Qualified Opportunity Zone Fund, the Caliber Tax Advantage Qualified Opportunity Zone Fund LP or CTAF-1, as we call it, and this capital has already been successfully deployed into new projects. We are actively seeking additional opportunities for the Opportunity Zone Fund Roll Up Program, which includes investors with un-deployed capital in their personal funds, and projects that may be attractive acquisitions or joint ventures. The second program, we launched is the Caliber 1031 exchange program, an elevated experience for 1031 exchange investors, who are seeking quality income from generating assets. Investors seeking to complete a 1031 know that they are often faced with two choices. Number one, hire brokers and buy a new asset on their own or number two, invest in a highly structured financial product called a DST. The first choice requires the investor to become a real estate expert, and create their own deal flow on attractive assets, all within 45 days of the sale date of their property. The second choice typically comes with upfront fees that reduce the investor's capital by 7% to 10%, and require the investor to buy a new asset that, may be priced close to market value. Caliber's program offers a third way forward, combining the benefits of low fee structure with Caliber's ability to acquire assets at potentially below market prices. The program also positions Caliber, to act as an asset manager helping alleviate the challenges investors face, with day-to-day real estate ownership. Since Caliber launched the program, we have seen robust lead flow of interested parties and we are in the process of learning what each investor needs and matching them to our pipeline. We hope this program will also support our growth in the wholesale fundraising, making Caliber a unique provider of tax solutions to investment professionals. Last week we announced the completion of our first 1031 transaction, a $10 million acquisition of a 602 unit self-storage facility in Rifle, Colorado. This acquisition was made on behalf of a group of investors through a Tenant in Common or TIC arrangement. We will oversee all third-party relationships in connection with managing the property and the planned construction of additional climate controlled storage units. Moving on from business updates to project updates within our portfolio of managed funds. As we mentioned last quarter, in September we acquired the Canyon Corporate Plaza in Phoenix, which has over 300,000 square feet of Class A office space and two parking garages. This is our first distressed acquisition since the 2012, era of distressed assets. Our plan is to renovate the two buildings, into at least 400 apartment units with the potential to go up to 700 units throughout the site. We recently received the density waiver we needed for this project, and we are on track now to finalize our plans and set a date to commence construction of Phase 1. Considering this, we plan to raise another round of capital on the project that, combined with the construction loan will fully fund Phase 1. We are also making good progress on our SP10 project, which is the conversion of a hotel into a multifamily development. Permitting has been approved, and the demolition of the tower is complete. While construction of Phase 1 has started, we have chosen to move from a phased project plan, to completing the entire plan in a single phase. In light of that, we are in the market to refinance our Phase 1 construction loan, and complete phases 1, 2 and 3 together. This is driven by our view that we will save on overall project costs in a single phase, and the fact that the construction financing environment has improved since we placed the first loan. Our Pure Pickleball and Padel project at Riverwalk in Scottsdale, Arizona is also moving forward. As a reminder, the project entails building a state-of-the-art Pickleball and Padel facility including 50 courts for daily open play as well as large tournaments, a clubhouse, fitness center, pro shop, team room, office, restaurant, cafe and locker rooms. The project plans are nearly complete, and presuming we received an approval from the Salt River Pima Maricopa Indian Community, we will seek to place a construction loan and commence construction soon. Moving on to the Caliber Hospitality Trust or CHT, which is Caliber's strategy to rapidly grow AUM, by acquiring quality income producing hotels nationwide. I have several updates to share. In October, we reached a definitive agreement with the Satori Collective, to contribute seven hotels to the Trust. These properties include a mix of middle market, full service and select service, and extended state hotels in the Midwestern and Southern U.S. that are branded by Marriott, Hilton and IHG. We are currently modifying the terms of the Satori agreement, and now expect eight hotels to be contributed instead of seven, as initially announced. Following this modification, we expect to move toward an efficient closing with the institutional investors we had previously identified. In contrast, our contribution agreement with L.T.D. is no longer expected to close, in the state that we previously announced. CHT had agreed to acquire nine hotels from L.T.D., and after closing on the first asset, the Trust had been progressing steadily to acquire the remaining eight hotels, in a single closing towards the end of 2024. In the fourth quarter of 2024, the eight hotels experienced a decline in their expected operating performance, which we attributed to the level of exposure, the portfolio has to military and federal government driven spending, and the government's desire to reduce its spending. While we were disappointed that we could not find a revised structure to complete the L.T.D. acquisition, we believe the decision to pause and move on to other assets is a good example of our discipline, and our stewardship of capital. We simply do not know how governmental spending will evolve, and if the L.T.D. portfolio would achieve its targeted performance. Under the terms of the prior contribution agreement, the portfolio did not make sense, and in light of its performance, Caliber is only willing to invest in assets that are accretive to both CHT and to Caliber. Market conditions for hotel owners are changing. Brands like Marriott, Hilton and IHG are all requiring their hotels, to be renovated and owners are not likely to be able to borrow money, to satisfy the brand's demands, with interest rates remaining elevated. Many of those same hotel owners, saw their cash reserves depleted during the pandemic years, and are faced with a challenging capital stack, on assets that are now operating profitably again. In our eyes, these conditions make CHT's offering stronger, than any other point in time. The ability for hotel owners to roll up assets, on a tax deferred exchange and use the power of the combined portfolio, to solve for renovation and refinance requirements may well offer the only viable alternative to a sale of that owner's assets, and a potentially disappointing financial and tax result. Considering this, we have aggressively moved to structure contracts going forward in a manner that allows the transaction to close easily, and allows the investors in those hotels to benefit when their portfolios are driving performance. I am pleased to report, we have seen our pipeline of potential contributors grow by three new parties, since January of 2025, and we expect this trend to continue. Moving on to our 2026 targets, based on the change in direction with L.T.D., and the impact on it on CHT's timeline overall. We are currently evaluating how that will impact our AUM target of $3 billion, by the end of 2026 and we will keep everybody informed as we complete that analysis. From a fundraising perspective, the fundraising environment remains challenging and not surprisingly the fourth quarter was disappointing, due to the disruption around the election and the L.T.D. result that I just mentioned. For the fourth quarter, we were - for the first quarter we are experiencing some ongoing softness, but we're pleased to see that the wholesale channel is picking up something we'd been anticipating, and expect to see continue. As our fundraising can be event driven. The movement of timelines of L.T.D. Satori and the subsequent planned CHT roll ups has shifted results. We are also happy to share from a regulatory development earlier this month, the SEC issued new guidance on the use of general solicitation, and private placements under Rule 506 (c), making it simpler to qualify investors. Issuers like Caliber will now be able to satisfy the verification requirements of Rule 506 (c) by relying on minimum investment amounts, including uncalled capital commitments, and related representations from investors. This is great news for Caliber, because it significantly reduces the administrative burden of qualifying investors, and will make the process of investing with Caliber more seamless. Finally, as we've discussed before, we continue to strive for ways to help investors more effectively understand, analyze and value Caliber's performance. To do so, in the first quarter, we published a financial supplement providing visibility, to what we call our platform performance. These results exclude the impact of consolidation, which we are required to report under GAAP. The supplement is available on our website, and it contains results from 2019 through 2024, to provide investors with the necessary information to measure changes and compare prior periods of our platform performance. This supplement will be updated each quarter, and will remain available to investors on our Investor Relations section of our website. Additionally, we're pleased to share that today we have introduced a new disclosure in our 10-K that provides shareholders with a better understanding, of the value of the assets in our funds, including the estimated value of Caliber's performance allocations. As of year-end 2024, performance allocations were estimated to be $89 million. Performance allocations are commonly referred to as carried interest, or promote in our industry and they are not included on our balance sheet. We hope that sharing this estimate, will assist investors in evaluating Caliber's net worth, or book value as performance allocations are not included on the balance sheet. We expect to regularly update this estimate as Caliber grows AUM, and expect us to grow our performance allocations. I'll now turn the call over to Jade, who will provide additional details on this disclosure, as well as our fourth quarter and full year results.