Wheeler Real Estate Investment Trust, Inc. Prices Series D Convertible Preferred Stock Follow-On Offering
December 01 2016 - 7:30AM
Wheeler Real Estate Investment Trust, Inc.
(NASDAQ:WHLR) (“Wheeler” or the “Company”), a company specializing
in owning, acquiring, financing, developing, renovating, leasing
and managing income-producing assets, such as community centers,
neighborhood centers, strip centers and free-standing retail
properties, announced today the pricing of a public offering and
sale of 637,000 shares of its 8.75% Series D Cumulative Convertible
Preferred Stock, liquidation preference of $25.00 per share (the
“Series D Preferred Stock”), at a public offering price of $24.00
per share, for total net proceeds of approximately $14.5 million
after deducting underwriting discounts, commissions, and estimated
offering expenses payable by the Company. The Company has granted
the underwriters a 30-day option to purchase up to 95,550
additional shares to cover overallotments, if any. The offering is
expected to close on or about December 6, 2016, subject to the
satisfaction of customary closing conditions.
The Company’s Series D Preferred Stock is listed
on the Nasdaq Capital Market under the symbol “WHLRD.” Shares of
the Company’s common stock, $0.01 par value per share (the “Common
Stock”), also trade on the Nasdaq Capital Market under the symbol
“WHLR.”
The Company intends to use the net proceeds from
this offering for future acquisitions and investments in mainly
grocery-anchored retail properties and for general corporate
purposes.
Compass Point Research & Trading, LLC,
Ladenburg Thalmann & Co. Inc. and Wunderlich Securities, Inc.
are serving as book-running managers for the offering.
The offering is being made pursuant to the
Company’s shelf registration statement, which was declared
effective by the U.S. Securities and Exchange Commission (“SEC”) on
September 6, 2016. A preliminary prospectus supplement related to
the offering has been filed with the SEC and is available on the
SEC's website located at http://www.sec.gov. Copies of the
preliminary prospectus supplement and the accompanying prospectus
may also be obtained from: Compass Point Research & Trading,
LLC, Attention: Equity Syndicate, 1055 Thomas Jefferson Street
N.W., Suite 303, Washington, DC 20007 or by email:
syndicate@compasspointllc.com; Ladenburg Thalmann & Co. Inc.,
Attention: Equity Syndicate, 570 Lexington Avenue, 12th Floor, New
York, NY 10022 or by email: syndicate@ladenburg.com; or Wunderlich
Securities, Inc., Attention: Equity Syndicate, 6000 Poplar Avenue,
Suite 150, Memphis, Tennessee 38119, or by email at
syndicate@wundernet.com.
This press release shall not constitute an offer
to sell or a solicitation of an offer to buy these securities, nor
shall there be any sale of these securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of such state or jurisdiction.
About Wheeler Real Estate Investment
Trust Inc.Headquartered in Virginia Beach, VA, Wheeler
Real Estate Investment Trust, Inc. specializes in owning,
acquiring, financing, developing, renovating, leasing and managing
income-producing assets, such as community centers, neighborhood
centers, strip centers and free-standing retail properties.
Wheeler’s portfolio contains strategically selected properties,
primarily leased by nationally and regionally recognized retailers
of consumer goods and located in the Northeast, Mid-Atlantic,
Southeast and Southwest regions of the United States.
Forward-looking StatementsThis
press release contains “forward-looking” statements as defined in
the Private Securities Litigation Reform Act of 1995. When the
Company uses words such as “may,” “will,” “intend,” “should,”
“believe,” “expect,” “anticipate,” “project,” “estimate” or similar
expressions that do not relate solely to historical matters, it is
making forward-looking statements. Forward-looking statements
are not guarantees of future performance and involve risks and
uncertainties that may cause the actual results to differ
materially from the Company’s expectations discussed in the
forward-looking statements. The Company’s expected results
may not be achieved, and actual results may differ materially from
expectations. Specifically, the Company’s statements regarding the
completion of the proposed public offering of Series D Preferred
Stock on the terms described, or at all, and the Company's proposed
use of net proceeds are forward-looking statements. These
statements are not guarantees of future performance and are subject
to risks, uncertainties and other factors, some of which are beyond
our control, are difficult to predict and could cause actual
results to differ materially from those expressed or forecasted in
the forward-looking statements. For these reasons, among others,
investors are cautioned not to place undue reliance upon any
forward-looking statements in this press release. Additional
factors that could cause actual results to differ materially from
those expressed or forecasted in the forward-looking statements are
discussed in the Company's filings with the SEC, which are
available for review at www.sec.gov. The Company undertakes no
obligation to publicly revise these forward‐looking statements to
reflect events or circumstances that arise after the date
hereof.
CONTACT:
Wheeler Real Estate Investment Trust, Inc.
Wilkes Graham
Chief Financial Officer
(757) 627-9088
wilkes@whlr.us
Laura Nguyen
Director of Capital Markets
(757) 627-9088
lnguyen@whlr.us
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