Wheeler Real Estate Investment Trust, Inc. Announces Pricing of Expected $18 Million Financing of Series B Preferred Stock & ...
September 12 2014 - 8:30AM
Business Wire
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
720,000 shares of its Series B Convertible Preferred Stock, without
par value per share (“Preferred Stock”) and Warrants (the
“Warrants”) to purchase an aggregate of 864,000 shares of its
common stock, $0.01 par value per share (the “Common Stock”). This
excludes the 108,000 shares of Preferred Stock and/or the 129,600
Warrants the underwriters may purchase to cover
over-allotments.
The offering consists of 144,000 units priced at $125.00 per
unit, which will immediately separate into five shares of Preferred
Stock and six Warrants that permit investors to purchase one share
of Common Stock at an exercise price of $5.50 per share, subject to
adjustment. The Preferred Stock will bear an interest rate of 9%
per annum and will have a conversion price of $5.00 per share of
common stock, subject to adjustment. The Preferred Stock will
automatically convert into shares of the Company’s common stock if
the 20-day volume weighted adjusted closing price of the Company’s
common stock exceeds $7.25 per share on the Nasdaq Capital Market.
The Warrants will expire on April 29, 2019.
Maxim Group LLC and Newbridge Securities Corporation are acting
as joint book-running managers of the offering. National Securities
Corporation and MLV & Co. are acting as lead managers with
Capitol Securities Management, Inc. and I-Bankers Securities, Inc.
listed as the co-managers of the offering.
A copy of the prospectus relating to the offering may be
obtained via the SEC’s website at www.sec.gov.
Copies of the final prospectus, when available, may also be
obtained by mail to Maxim Group LLC, Prospectus Department, 405
Lexington Avenue, New York, NY, 10022, or toll-free by telephone at
1(800)724-0761 or from Newbridge Securities Corporation, 1451 West
Cypress Creek Road, Suite 204, Fort Lauderdale, FL 33309 or
toll-free by telephone at 1(877) 447-9625.
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.
Additional information about Wheeler Real Estate Investment
Trust, Inc. can be found at the Company’s corporate website:
www.whlr.us.
Forward-looking
statement
This press release includes forward-looking statements regarding
the financing plans of the Company, including statements related to
Wheeler's offering of Preferred Stock and Warrants. Any statement
describing the Company’s expectations, financial or other
projections is a forward-looking statement and should be considered
an at-risk statement. Such statements are subject to certain risks
and uncertainties. Wheeler’s forward-looking statements also
involve assumptions that, if they never materialize or prove
correct, could cause results to differ materially from those
expressed or implied by such forward-looking statements. These
forward-looking statements are not historical facts but are the
intent, belief or current expectations of management based on its
knowledge and understanding of the business and industry. As a
result, investors are cautioned not to rely on these
forward-looking statements. These and other risks concerning
Wheeler are described in additional detail in the Company’s annual
report on Form 10-K for the year ended December 31, 2013, which is
on file with the SEC. Copies of these and other documents are
available from the Company.
Wheeler Real Estate Investment Trust
Inc.Robin Hanisch, Corporate Secretary, (757)
627-9088robin@whlr.usorLaura Nguyen, Director of Marketing, (757)
627-9088lnguyen@whlr.usorINVESTOR RELATIONSThe Equity Group Inc.Terry Downs,
Associate, (212) 836-9615tdowns@equityny.comorAdam Prior, Senior
Vice-President, (212) 836-9606aprior@equityny.com
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