Wheeler Real Estate Investment Trust, Inc. current report, 06 July 2022

Business Context and Reporting Period

This Form 8-K filing by Wheeler Real Estate Investment Trust, Inc. (WHLR) reports a material definitive agreement entered into on July 6, 2022. The Company, a Maryland corporation, operates through its Operating Partnership, Wheeler REIT, L.P.

Key Financial Metrics and Transaction Details

  • New Debt: Entered into a Loan Agreement for a principal amount of $60,000,000.
  • Lender: Citi Real Estate Funding Inc.
  • Interest Rate: Fixed at 5.31%.
  • Maturity Date: July 6, 2032 (10-year term).
  • Repayment Terms: Interest-only payments in arrears commencing August 6, 2022; full principal due at maturity.
  • Collateral: Secured by customary mortgage-level collateral.
  • Guarantor: The Operating Partnership serves as a guarantor.

Material Changes and Debt Refinancing

The new $60 million loan defeased three existing loans with a combined principal balance of $56.5 million. This transaction represents a refinancing activity that extends the maturity profile of the debt and establishes a new fixed interest rate of 5.31%.

Outlook, Risks, and Management Commentary

The filing confirms no material relationship between the Company and the Lender. The full text of the Loan Agreement is attached as Exhibit 10.1. The filing does not provide specific forward-looking guidance, risk factors, or management commentary beyond the terms of the loan agreement itself.

Investor Verification Checklist

  • Verify the specific properties securing the $60 million loan via the attached Exhibit 10.1.
  • Confirm the impact of the 5.31% interest rate on the Company's overall weighted average cost of debt.
  • Review the Company's liquidity position to ensure coverage of the new monthly interest payments starting August 6, 2022.
  • Assess the net cash proceeds from the transaction ($3.5 million difference between new loan and defeased debt) and their intended use.