Caliber Announces Sale of $15.9 Million Perpetual Convertible Preferred and Activation of ATM Program

Rhea-AI Summary

Caliber (NASDAQ: CWD), a real estate and digital asset management platform, has secured significant capital through two initiatives. The company closed a $15.9 million perpetual convertible preferred equity sale with an institutional investor, issuing 15,868 shares of Series B Preferred Stock at $1,000 per share. The preferred stock is convertible to common shares at $250 per share.

Additionally, Caliber activated an At-The-Market (ATM) equity program with approximately $10.3 million initial availability under its existing $50 million shelf registration. The company plans to use these funds to support its Digital Asset Treasury (DAT) strategy, particularly for accumulating Chainlink (LINK) tokens, making it the first Nasdaq-listed company to publicly announce a LINK-focused treasury strategy.

Positive

• Secured $15.9 million through preferred stock sale at $1,000 per share
• Activated ATM program with $10.3 million initial availability under $50 million shelf registration
• Preferred stock conversion price set at premium of $250 per share
• First Nasdaq-listed company to implement Chainlink (LINK) treasury strategy

Negative

• Potential dilution from preferred stock conversion and ATM program
• New preferred stock ranks senior to common stock, affecting shareholder hierarchy
• Exposure to cryptocurrency market volatility through LINK token strategy

Insights

Financial Strategy Analyst

Caliber's $15.9M preferred equity sale and ATM activation bolster its digital asset strategy with favorable conversion terms.

Caliber has secured $15.9 million through a perpetual convertible preferred equity sale to an institutional investor, pricing each preferred share at $1,000 with a conversion option at $250 per common share. This conversion price represents a significant premium to current trading levels, indicating strong investor confidence in Caliber's digital asset strategy.

The perpetual preferred structure is particularly noteworthy - it carries no voting rights, pays no dividends, and has no maturity date, making it a relatively low-cost capital source for Caliber. The $250 conversion price effectively establishes a price target that the institutional investor believes Caliber could reach, warranting the upfront investment.

Simultaneously, Caliber has activated an At-The-Market (ATM) program with $10.3 million initial availability under its broader $50 million shelf registration. The ATM provides flexible, opportunistic access to capital without the fixed timing constraints of traditional offerings.

Both capital-raising mechanisms directly support Caliber's Digital Asset Treasury (DAT) strategy focused on accumulating Chainlink (LINK) tokens. As the first Nasdaq-listed company publicly building a LINK-based treasury, Caliber is creating a unique investment vehicle that bridges traditional real estate assets with digital infrastructure exposure.

This transaction demonstrates institutional appetite for structured exposure to the digital asset ecosystem through regulated, publicly-traded vehicles. The capital infusion strengthens Caliber's balance sheet while providing dedicated funding for its digital asset accumulation strategy, potentially accelerating its positioning at the intersection of real and digital asset infrastructure.

Access to additional capital further strengthens Digital Asset Treasury execution strategy

Preferred converts to common stock at $250 per Caliber share

SCOTTSDALE, Ariz., Sept. 17, 2025 (GLOBE NEWSWIRE) -- Caliber (NASDAQ: CWD), a diversified real estate and digital asset management platform, today announced that it has closed a securities purchase agreement with an institutional investor for the sale of $15.9 million of perpetual convertible preferred equity and, separately, has established and activated an At-The-Market (ATM) equity program.

Under the preferred 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 Series B Preferred Stock is convertible, at the holder’s option, into Caliber common shares at $250 per share. The security carries no voting rights, pays no dividends or interest, and is ranked senior to Caliber’s Class A and Class B common stock, but junior to the Company’s Series A and Series AA Preferred Stock.

The Company also announced that it has filed a prospectus supplement with the U.S. Securities and Exchange Commission (“SEC”) to activate an ATM program further to which sales are to be made further to the Company’s existing $50 million shelf registration statement. At the outset, the Company has approximately $10.3 million of availability under the program. The ATM will provide Caliber with the ability to issue and sell shares of common stock from time to time, at prevailing market prices, in order to opportunistically raise capital to support its business initiatives, including the continued accumulation of Chainlink (LINK) tokens under its Digital Asset Treasury (DAT) strategy.

Lafferty & Co. is serving as lead sales agent for the ATM program, with Benchmark Company acting as co-manager.

“This perpetual preferred investment, paired with the flexibility of our new ATM program, strengthens Caliber’s balance sheet and provides us with capital to continue executing our strategy,” said Chris Loeffler, Chief Executive Officer of Caliber. “The terms of this preferred equity as a perpetual preferred with an attractive $250 per share conversion price highlights the strength and enthusiasm behind our move to build our LINK DAT.”

Caliber is the first Nasdaq-listed company to publicly announce the adoption of a treasury strategy anchored in Chainlink (LINK). Through this initiative, Caliber provides its shareholders with transparent, mark-to-market exposure to LINK while positioning itself at the intersection of real asset infrastructure and digital asset infrastructure.

About Caliber (CaliberCos Inc.)

Caliber (Nasdaq: CWD) is a diversified alternative asset manager with over $2.9 billion in Managed Assets. For more than 16 years, Caliber has delivered value across market cycles with its private equity real estate investment platform, specializing in hospitality, multi-family residential, and industrial real estate. This includes the formation, operation and management of investment vehicles that acquire, develop, hold, and manage the servicing of commercial and residential real estate services. In 2025, Caliber launched a Digital Asset Treasury strategy anchored in Chainlink (LINK). This initiative bridges real and digital asset investing, offering investors access through both publicly traded equity (Nasdaq: CWD) and Caliber’s private equity real estate 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. 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

FAQ

What is the size of Caliber's (CWD) recent preferred stock offering?

Caliber raised $15.9 million by issuing 15,868 shares of Series B Preferred Stock at $1,000 per share.

What is the conversion price for Caliber's new preferred stock?

The Series B Preferred Stock is convertible into Caliber common shares at $250 per share.

How much funding is available under Caliber's new ATM program?

Caliber has approximately $10.3 million initial availability under the ATM program, which is part of a $50 million shelf registration statement.

What is unique about Caliber's Digital Asset Treasury strategy?

Caliber is the first Nasdaq-listed company to publicly announce a treasury strategy focused on accumulating Chainlink (LINK) tokens.

What are the terms of Caliber's Series B Preferred Stock?

The Series B Preferred Stock carries no voting rights, pays no dividends or interest, and ranks senior to common stock but junior to Series A and Series AA Preferred Stock.