8-K


 
 
 
 
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
 
 
 
 
FORM 8-K
 
 
 
 
 
 

 CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES AND EXCHANGE ACT OF 1934
Date of report (date of earliest event reported): September 2, 2015 
 
 
 
 
 
 

WHEELER REAL ESTATE INVESTMENT TRUST, INC.
(Exact name of registrant as specified in its charter)  
 
 
 
 
 
 
 
 
 
 
Maryland
 
001-35713
 
45-2681082
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
2529 Virginia Beach Blvd., Suite 200
Virginia Beach, VA 23452
Registrant’s telephone number, including area code: (757) 627-9088 
 
 
 
 
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 
 





ITEM 8.01 OTHER EVENTS.
On September 2, 2015, the Registrant, through WHLR-Jenks, LLC, a Delaware limited liability company (“WHLR-Jenks”) and a wholly-owned subsidiary of Wheeler REIT, L.P., a Virginia limited partnership of which the Registrant is the sole general partner, entered into an Agreement for Purchase and Sale of Real Property (the “Sale Agreement”) as seller, with Ladder Capital Finance, LLC and/or its assignee as buyer (the “Buyer”), for the sale of a property located in Jenks, OK, commonly known as Jenks Reasors (the "Property"), for the sales price of Twelve Million One Hundred Sixty Thousand and 00/100 Dollars ($12,160,000).

Closing of the Property is subject to customary due diligence procedures.

No director, officer or affiliate of the Registrant is affiliated with the Buyer.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.    
 
(a)
Financial statement of businesses acquired.
Not applicable.
 
(b)
Pro forma financial information.
Not applicable.
 
(c)
Shell company transactions.
Not Applicable.
 
(d)
Exhibits.
99.1
Sale Agreement, dated September 2, 2015, by and between WHLR-Jenks and the Buyer.





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/ Jon S. Wheeler
 
 
Jon S. Wheeler
 
 
Chairman and Chief Executive Officer
Dated: September 8, 2015




EXHIBIT INDEX
Number
Description of Exhibit
 
 
 
99.1
Sale Agreement, dated September 2, 2015, by and between WHLR-Jenks and the Buyer.