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Wheeler Real Estate Investment Trust, Inc. (WHLR) Form 424B3 — Oct 23, 2026

$WHLRForm 424B3Filed Oct 23, 2026, 3:18 PM ET0001213900-26-112058Original filing

Wheeler REIT filed Prospectus Supplement No. 23 incorporating its annual meeting proxy statement, headlined by a proposal to approve issuance of more than 19.9% of outstanding shares to repay up to $25 million of 0% promissory notes.

Key figures

Debt Amount
$25,000,000 maximum aggregate principal of Promissory Notes
Interest Rate
0
Maturity Date
18 months from note issuance date
Shares Offered
up to 100,090,365 (registered under the prospectus)
Shares Outstanding
1460799
Floor price
$0.25 per share
Amortization rate
0.4% of original principal per trading day (adjustable 0.2%-0.6%)
Ceo 2025 total comp
727872
Reverse split ratio range
1-for-2 to 1-for-100
Magnetar beneficial ownership
45.0%
Note share issuance threshold
more than 19.9% of outstanding common stock
Stilwell beneficial ownership
49.99%
Completed reverse splits since may 2024
15
Series d shares redeemed as of oct 5 2026
1832678
Common shares issued for redemptions as of oct 5 2026
99000

AI analysis

Red flags9 · Pro

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AI-generated analysis of a public disclosure. Not investment advice; verify against the original document.