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Wheeler Real Estate Investment Trust reported a change in how it will pay interest on its 7.00% Subordinated Convertible Notes due 2031. The interest payable on June 30, 2026 to holders of record at 5:00 p.m. New York City time on June 1, 2026 will be paid in the form of the company’s Series D Cumulative Convertible Preferred Stock rather than as a standard cash payment.
Wheeler Real Estate Investment Trust, Inc. (WHLR): This Amendment No. 13 reports that the Reporting Persons may be deemed to beneficially own 1,195,354 shares of Common Stock, equal to 45% of the shares calculated under the Investor Excepted Holder Limits, as of March 31, 2026. The 1,195,354 share figure consists of 145,069 currently held shares and 1,050,285 shares issuable upon hypothetical conversion of the Notes, Series D Preferred Stock and Series B Preferred Stock, subject to the Excepted Holder Agreement. The Reporting Persons state the 45% cap arises from an Excepted Holder Agreement dated February 19, 2026 that permits higher ownership limits (up to 45% of outstanding Common Stock and 19% of total capital stock value) than the Issuer's charter limits. The 45% denominator (2,656,343 shares) was calculated using: 1,433,983 shares outstanding as of March 24, 2026, 172,075 shares issued on March 24, 2026 upon exercise of warrants, plus the hypothetical conversion amount of 1,050,285 shares. The filing is a joint Schedule 13G/A amendment by Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC and David J. Snyderman.
Wheeler Real Estate Investment Trust, Inc. reported first quarter 2026 results showing stronger property operations alongside a GAAP loss. Net loss attributable to common shareholders was $5.3 million, or $(14.55) per share, while AFFO rose to $2.2 million, or $5.97 per share.
Same-Property NOI increased 7.9%, driven by higher property revenues and modestly higher expenses. Portfolio performance was solid, with the combined portfolio 94.6% leased and 94.0% occupied, and renewal rent spreads of 9.0% at WHLR and 27.3% at Cedar.
The Company continued to reshape its balance sheet, with total debt of $475.2 million (80.0% of total assets) and real estate, net, of $480.2 million. Management highlighted property sales, term-loan paydowns, warrant exercises, and preferred stock exchanges as steps intended to reduce leverage and future dividend obligations.
Wheeler Real Estate Investment Trust, Inc. files a Prospectus Supplement registering up to 673,971 shares of its Common Stock to be issued from time to time. This Prospectus Supplement, dated May 8, 2026, also incorporates by reference the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 as Appendix A. The Form 10-Q discloses condensed consolidated financials showing total assets of $594,007 (in thousands) and a net (loss) of $(1,171) for the quarter. Shares outstanding were 1,042,613 as of May 6, 2026.
Wheeler Real Estate Investment Trust, Inc. filed Prospectus Supplement No. 36 to its June 5, 2025 Prospectus to include its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026. The supplement restates the prospectus offering capacity to issue up to 100,043,323 shares of Common Stock.
The Form 10-Q reports total assets of $594,007 and loans payable, net of $461,068 (table amounts). The company recorded a consolidated net loss attributable to common shareholders of $5,266 for the three months ended March 31, 2026, and cumulative undeclared Series D Preferred Stock dividends in arrears of $26.3 million.
Wheeler Real Estate Investment Trust, Inc. files Prospectus Supplement No. 43 to its July 22, 2021 Prospectus to include its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, which is attached as Appendix A. The supplement relates to issuance from time to time of Series B Convertible Preferred Stock and Series D Cumulative Convertible Preferred Stock as interest payment on the 7.00% Subordinated Convertible Notes due 2031.
The Form 10-Q discloses condensed consolidated financial statements, portfolio and financing updates, recent asset dispositions and capital-structure activity including reverse stock splits, warrant amendments and exchanges/redemptions of preferred securities.
Wheeler Real Estate Investment Trust reported Q1 2026 revenue of $24.0 million, slightly below $24.4 million a year earlier, and a net loss attributable to common shareholders of $5.3 million versus a $6.9 million loss in Q1 2025.
Operating income was $10.2 million, helped by property sales that generated $2.6 million of gains. Same-property NOI rose to $15.0 million, up 7.9%, as rent spreads on renewals and new leases were positive. AFFO improved to $2.2 million, turning positive from $0.4 million.
Total assets were $594.0 million and loans payable, net, were $461.1 million. Shareholders’ equity showed a $4.3 million deficit, while total equity including noncontrolling interests was $24.1 million. The company continued asset sales and debt paydowns, redeemed and exchanged Series D preferred shares into common stock, and ended the quarter with $26.3 million of cumulative undeclared Series D dividends.
Wheeler Real Estate Investment Trust, Inc. files a Prospectus Supplement registering up to 673,971 shares of Common Stock issuable upon exercise of warrants by selling stockholders. The supplement attaches a Form 8-K reporting recent private exchanges where Preferred Stock was surrendered and retired in exchange for Common Stock.
The Form 8-K describes four exchange dates in which the company issued specified Common Stock shares in non‑cash exchanges: 25,000 shares (April 20, 2026), 13,000 shares (April 24, 2026), an aggregate of 33,516 shares (May 1, 2026), and 65,000 shares (May 4, 2026). The exchanged Preferred Stock shares were retired and cancelled; no cash proceeds were received. The company relied on Section 3(a)(9) of the Securities Act for the exchanges.
Wheeler Real Estate Investment Trust, Inc. filed Prospectus Supplement No. 35 updating its Prospectus to permit the issuance from time to time of up to 100,043,323 shares of common stock. The supplement attaches a Form 8‑K reporting a series of private exchanges in April–May 2026 in which the company issued common stock in exchange for Series B and Series D preferred shares.
The Form 8‑K describes four exchange transactions: on April 20, 2026 (25,000 shares issued), April 24, 2026 (13,000 shares issued), May 1, 2026 (33,516 shares issued), and May 4, 2026 (65,000 shares issued). The exchanges followed fixed ratios of common shares per preferred share, involved no cash proceeds, and the surrendered preferred shares were retired and cancelled.
Wheeler Real Estate Investment Trust, Inc. agreed to issue common stock in a series of private exchanges for outstanding preferred shares, issuing 25,000, 13,000, 33,516 and 65,000 shares on April 20, April 24, May 1 and May 4, 2026, respectively.
The exchanges used fixed swap ratios (e.g., 25–28 shares of Common Stock per combination of two Series B and one Series D Preferred described by date), produced no cash proceeds, and the exchanged Series B and Series D preferred shares were retired and cancelled. The company states these issuances relied on the exemption in Section 3(a)(9) of the Securities Act.