Caliber Announces Conversion of $15.9 Million of Preferred Equity into Common Stock

Caliber (Nasdaq: CWD) announced on March 30, 2026 that an institutional holder converted approximately $15.9 million of perpetual Series B preferred equity into common stock.

Rhea-AI Summary

Caliber (Nasdaq: CWD) announced on March 30, 2026 that an institutional holder converted approximately $15.9 million of perpetual Series B preferred equity into common stock. The holder converted 15,868 preferred shares at $1,000 each into 63,472 common shares at a $250 conversion price.

The transaction removes about $15.9 million of preferred equity from the capital structure, replaces it with common equity, reduces capital senior to common stock, and streamlines capitalization. The conversion had been previously disclosed in the company’s Form 10-K filed March 25, 2026.

Positive

• Removes $15.9 million of preferred equity from capital structure
• Issues 63,472 new common shares, increasing common equity
• Reduces capital senior to common stock, potentially simplifying governance

Negative

• Conversion dilutes existing common shareholders by issuance of 63,472 shares
• Increases outstanding common equity without cash proceeds, no fresh capital raised

Argus Mar 31 session

+8.49% close to close Open Argus

Details

News Market Reaction – CWD

On Mar 31, the first trading day after this news, CWD closed 8.49% above the previous close.

Data tracked by StockTitan Argus for the Mar 31 session.

Key Figures

Preferred equity converted: $15.9 million Series B preferred shares: 15,868 shares Preferred purchase price: $1,000 per share +4 more

Preferred equity converted

$15.9 million

Perpetual convertible preferred equity exchanged into common stock

Series B preferred shares

15,868 shares

Original Series B Preferred Stock issued at $1,000 per share

Preferred purchase price

$1,000 per share

Original Series B Preferred Stock purchase price

Preferred gross proceeds

$15,868,000

Gross proceeds from original preferred equity issuance

Conversion price

$250 per share

Price used to convert preferred equity into common stock

Common shares issued

63,472 shares

New common stock issued upon conversion of preferred

Preferred dividend rate

No dividend

Perpetual preferred equity carried no dividend obligation

Historical Context

5 past events · Latest: Mar 25

5 events

1. Mar 25

   Earnings and guidance

   24h Move

   -9.2%

   Weak 2025 results and guidance update led to a sharp share price decline.

2. Mar 13

   Earnings call date

   24h Move

   +0.1%

   Scheduling of Q4 2025 results and call produced little immediate price impact.

3. Feb 27

   Asset sale

   24h Move

   -6.2%

   Sale of Holiday Inn Ocotillo and growth plans for Caliber Hospitality Trust.

4. Dec 16

   Crypto custody move

   24h Move

   +1.2%

   Selection of StoneX to support the company’s Digital Asset Treasury strategy.

5. Dec 11

   LINK staking

   24h Move

   -1.1%

   Initiation of LINK staking in support of Chainlink network and DAT strategy.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

perpetual convertible preferred equity, series b preferred stock, conversion right

3 terms

perpetual convertible preferred equity financial

"an institutional investor elected to convert approximately $15.9 million of perpetual convertible preferred equity"

A perpetual convertible preferred equity is a class of stock that pays regular, typically fixed, payments indefinitely and does not mature like a bond, while also carrying an option to convert into ordinary shares under predefined terms. It sits above common stock for payments and in a breakup, so it behaves like a steady-income instrument yet can turn into ownership stake, affecting potential upside and diluting existing shareholders — important for investors balancing income, risk and future share value.

series b preferred stock financial

"Caliber issued 15,868 shares of Series B Preferred Stock at a purchase price of $1,000 per share"

Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.

conversion right financial

"The holder has exercised its conversion right at a price of $250 per share"

A conversion right is an option built into certain financial instruments that lets the owner exchange that instrument for another type of security, most often swapping a bond or preferred share for common stock. Think of it like a coupon that can be redeemed to turn one thing into another; it matters to investors because exercising it can unlock upside if the stock rises, but it can also dilute existing shareholders and change a company’s ownership mix.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SCOTTSDALE, Ariz., March 30, 2026 (GLOBE NEWSWIRE) -- Caliber (Nasdaq CWD), a diversified real estate and digital asset management platform, today announced that an institutional investor elected to convert approximately $15.9 million of perpetual convertible preferred equity into shares of the Company’s common stock.

Under the original investment, Caliber issued 15,868 shares of Series B Preferred Stock at a purchase price of $1,000 per share, resulting in gross proceeds of $15,868,000. The holder has exercised its conversion right at a price of $250 per share, resulting in the issuance of 63,472 shares of common stock.

The preferred equity carried no dividend and was perpetual in nature.

The transaction removes approximately $15.9 million of preferred equity from the Company’s capital structure and replaces it with common equity. As a result, the conversion reduces the amount of capital senior to the Company’s common stock and streamlines the Company’s capital structure.

A summary of the Company’s capitalization before and after the conversion is set forth below.

The Company previously disclosed the conversion in its Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission on March 25, 2026.

About Caliber (CaliberCos Inc.)

Caliber (Nasdaq: CWD) is a real estate-focused alternative asset manager with over $2.6 billion in Managed Assets and a 17-year track record investing in middle-market hospitality and multifamily real estate. The Company operates an institutional-quality asset management platform paired with a boutique, hands-on investment approach focused on value creation in underserved market segments. In 2025, Caliber integrated digital asset infrastructure into its platform by investing in LINK, the token underlying Chainlink, a key technology enabling real estate fund tokenization, and is implementing blockchain and tokenization strategies across its investment platform to enhance how assets are financed, owned, and accessed. Investors can participate in Caliber through its publicly traded equity (Nasdaq: CWD), which provides exposure to both its real estate platform and digital asset holdings, and through its private real estate investment funds for accredited investors and financial professionals.

CONTACTS:
Caliber Investor Relations:
Ilya Grozovsky
+1 480-214-1915
Ilya@CaliberCo.com

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/bc03a5d7-31ef-43c7-a64f-25dd7b1979b8

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Caliber (CWD) announce on March 30, 2026 about preferred conversion?

Caliber announced an institutional holder converted about $15.9 million of Series B preferred into common stock. According to the company, 15,868 preferred shares were converted into 63,472 common shares at a $250 conversion price.

How many common shares did Caliber (CWD) issue in the March 30, 2026 conversion?

Caliber issued 63,472 common shares as part of the conversion. According to the company, the conversion resulted from 15,868 preferred shares converted at a $250 per-share conversion price.

What is the financial effect of the $15.9 million preferred conversion on Caliber (CWD)?

The conversion removes approximately $15.9 million of preferred equity and replaces it with common equity. According to the company, this reduces capital senior to common stock and streamlines the capital structure without adding cash.

Does the March 30, 2026 conversion of Caliber (CWD) preferred shares change dividends?

The converted Series B preferred carried no dividend, so there is no change in dividend obligations from that instrument. According to the company, the perpetual preferred had no dividend prior to conversion.

Was the Caliber (CWD) preferred conversion previously disclosed to investors?

Yes — the company previously disclosed the conversion in its Annual Report on Form 10-K filed March 25, 2026. According to the company, the conversion was included in that filing prior to the March 30, 2026 announcement.