Wheeler Real Estate Investment Trust, Inc 8-K, filed Oct 13, 2021
Wheeler Real Estate Investment Trust, Inc. (WHLR)
About this 8-K
Wheeler Real Estate Investment Trust, Inc filed this 8-K on October 13, 2021, reporting on events of October 12, 2021.
Items reported
- Item 8.01: Other events
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
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| ITEM 8.01 | OTHER EVENTS. |
On October 12, 2021, certain holders of the Company’s warrants elected to exercise their “accordion right” in full and purchased from the Company $3,000,000 in aggregate principal amount of the Company’s 7.00% Senior Subordinated Convertible Notes due 2031 (the “Notes”).
This “accordion right” was granted under the terms of the Company’s registration rights agreement, dated as of March 12, 2021, that was entered into concurrently with the financing agreement, by and among the Company, as borrower, certain subsidiaries of the Company from time to time party thereto, the lenders from time to time party thereto, and Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent.
The “accordion right” allowed those holders to elect during the sixty days following the consummation of the Company’s Rights Offering (which expired on August 13, 2021) to purchase an additional amount of Notes (on the same terms as those offered in the Rights Offering) in the aggregate principal amount of up to 10% of the aggregate principal amount of the Notes offered in the Rights Offering.
The information in this Form 8-K filed pursuant to Item 8.01 does not constitute an offer to sell or a solicitation of an offer to buy the Notes described herein, nor shall there be any sale of these Notes in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| WHEELER
REAL ESTATE INVESTMENT TRUST, INC. | ||
| By: | /s/ M. Andrew Franklin | |
| Name: | M. Andrew Franklin | |
| Title: | Chief Executive Officer and President | |
Dated: October 13, 2021
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