Note 13 – Net Income (Loss) Per Share
Basic earnings per common share is calculated by dividing net income (loss) attributable to common shareholders by the weighted average common shares outstanding during the period. Diluted earnings per share is calculated by dividing net income attributable to common shareholders by the weighted-average number of shares outstanding plus the dilutive impact of all potential dilutive common shares, consisting of stock options and warrants using the treasury stock method, and convertible debt and preferred stock using the if-converted method.
The Company considered the two-class method in calculating the basic and diluted earnings per share, however, it was determined that there was no impact to the calculation of basic and diluted net income (loss) per share attributable to common stockholders as Class A and Class B common stock share in the same earnings and profits, thus, having no impact on the calculation.
The Company has calculated the basic and diluted earnings per share during the years ended December 31, 2024 and 2023 as follows (in thousands, except per share data):
| | | | | | | | | | | |
| Years Ended December 31, |
| 2024 | | 2023 |
| Numerator: | | | |
| Net loss attributable to CaliberCos Inc. | $ | (19,777) | | | $ | (12,703) | |
| | | |
| Convertible debt interest | 82 | | | 88 | |
| Net loss attributable to common shareholders of CaliberCos Inc. | $ | (19,695) | | | $ | (12,615) | |
| Denominator: | | | |
| Weighted average shares outstanding - basic | 21,986 | | 20,087 |
| Dilutive shares - options, net | — | | — |
| Dilutive shares - warrants, net | — | | — |
| Dilutive shares - preferred shares | — | | — |
| Dilutive shares - convertible debt, net | — | | — |
| Weighted average shares outstanding - diluted | 21,986 | | 20,087 |
| | | |
| Basic net loss per share attributable to common shareholders | $ | (0.90) | | | $ | (0.63) | |
| Diluted net loss per share attributable to common shareholders | $ | (0.90) | | | $ | (0.63) | |
The number of antidilutive shares consisted of the potential exercise of stock options and potential conversion of convertible debt. The following table summarizes these potential exercises and conversions during the years ended December 31, 2024 and 2023, which have been excluded from the computation of diluted earnings per share attributable to common shareholders (in thousands):
| | | | | | | | | | | |
| Years Ended December 31, |
| 2024 | | 2023 |
| | | |
| Additional common shares, if stock options were exercised | 2,537 | | 2,267 |
| Additional common shares, if warrants were exercised | 12 | | — |
| Additional common shares, if preferred shares were converted | 2,507 | | — |
| Additional common shares, if convertible debt were converted | 139 | | 175 |
| 5,195 | | 2,442 |
About Earnings Per Share Disclosures
The earnings per share disclosure breaks down the calculation from net income to both basic and diluted EPS, revealing the full impact of a company's capital structure on per-share economics. The reconciliation between basic and diluted share counts exposes how many stock options, RSUs, convertible securities, and warrants are potentially dilutive to existing shareholders.
Key signals: a widening gap between basic and diluted shares indicates growing dilution from equity compensation or convertible instruments. Anti-dilutive securities excluded from the diluted calculation deserve attention — they represent latent dilution that will materialize if the stock price rises. Watch for the effect of share buybacks on per-share metrics: EPS growth driven primarily by repurchases rather than income growth signals weakening fundamentals. Compare year-over-year changes in the diluted share count against equity compensation expense to assess whether management is effectively managing dilution.