Wheeler Real Estate Investment Trust, Inc. (WHLR) Form 8-K — Oct 13, 2026
Wheeler REIT entered a Note Purchase Agreement on October 13, 2026 to issue and sell a $1,000,000 promissory note to an unaffiliated investor, with agreements allowing additional notes up to a $25,000,000 maximum aggregate principal amount. The notes bear 0% interest, mature 18 months after issuance, and are repaid through daily amortization payments equal to 0.4% of original principal, made in common stock at the prior day's closing price, with a $0.25 floor price below which payments must be made in cash. Investors pay for the notes by surrendering Series D Cumulative Convertible Preferred Stock valued at its $25.00 liquidation preference.
Key figures
- Debt Amount
- 1000000
- Interest Rate
- 0
- Maturity Date
- 18 months from issuance date
- Floor price
- $0.25 per share
- Amortization rate
- 0.4% of original principal per trading day (adjustable 0.2%-0.6%)
- Initial note principal
- $1,000,000.00
- Maximum aggregate principal
- $25,000,000.00
- Registration filing deadline
- 60 days following Stockholder Approval
- Stockholder approval threshold
- 19.99% of outstanding common stock (Nasdaq Rule 5635(d))
- Series d liquidation preference
- $25.00 per share
AI analysis
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