NEW YORK, Nov. 14, 2019 /PRNewswire/ -- The Stilwell
Group, the largest shareholder of Wheeler Real Estate Investment
Trust, Inc. (the "Company")(NASDAQ:WHLR), today announced that it
delivered an open letter to shareholders of the Company.
The full text of the letter follows:
November 14,
2019
Dear Fellow WHLR Owner,
We've finally heard from our Company in its November 8th letter to shareholders.
It's no surprise to see misleading information.
During the 2018 quarterly earnings calls, WHLR CEO, Dave Kelly, seemed to re-read a script when
addressing WHLR's suspension of dividend payments;
First Quarter:
"And for our shareholders, we want to return to a dividend-paying
REIT. All of which are ways to establish our primary goal:
maximizing shareholder value....Suspending the dividend was a
difficult decision, but it was a necessary step to maintain the
cash we need to shore up our balance sheet."
Third
Quarter: "And for our shareholders, we want to
return to a dividend-paying REIT, all of which are ways to
establish our primary goal: maximizing shareholder value. While we
intend to return to being a dividend-paying REIT, we will not do so
until we can demonstrate sustainable cash flows that support a
consistent dividend."
Fourth Quarter:
"As we've consistently stated in the past, our objective is to be a
grocery-anchored dividend-paying REIT. We believe that this is the
surest path to restoring shareholder value. While we intend to
return to being a dividend-paying REIT, we will not do so until we
can demonstrate sustainable cash flows that support a consistent
dividend."
…and then he suspended the
earnings calls.1
Mr. Kelly is now being equally misleading about the meeting at
our office on October
8th. Having personally attended the
meeting, I can attest to what really happened.
Joe Stilwell did not end the meeting
until Dave Kelly threatened Joe "if
he persisted with the proxy contest." The truth is, we came
to a verbal agreement with WHLR (over the summer!) to cancel this
contest in exchange for three WHLR board seats and to work to
maximize shareholder value. Joe signed the final, negotiated
written agreement in August. Instead of countersigning, Mr. Kelly
spent two more months trying to keep the largest WHLR shareholder
out of the boardroom.
To boot, WHLR is stonewalling us in our attempt to gather
information on the rather rotten situation at Sea Turtle. We
recently had to go to court just to obtain documents that we, as
shareholders, are rightfully entitled to. Given the substantial
efforts undertaken and expenses incurred by the Company just to
prevent us from exercising our rights under the law, we can only
imagine everything Dave Kelly is
hiding on the Sea Turtle fiasco!
Mr. Kelly seems to have a tenuous relationship with the truth.
Unfortunately, we've all suffered. Please vote the GREEN
card TODAY to take Dave Kelly
off the WHLR board and begin to maximize shareholder value.
Sincerely,
Megan Parisi
917-881-8076
mparisi@stilwellgroup.com
You can vote by telephone, online or by signing
and dating the enclosed GREEN proxy card and
returning it in the postage-paid envelope.
If you have any questions, require assistance
in voting your GREEN proxy card,
or need additional copies of our proxy materials, please
contact us or Okapi Partners at the phone numbers or
email listed below.
Okapi Partners LLC
1212 Avenue of the Americas,
24th Floor
New York, New York 10036
+ 1 (212) 297-0720 (Main)
+ 1 (877) 869-0171 (Toll-Free)
Email: info@okapipartners.com
1 See Exhibit 99.3 of WHLR's Form 8-K,
filed with the SEC on May 1, 2019, p.
1.
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SOURCE The Stilwell Group