Acquired a 75,000 square foot 100% leased freestanding grocery store located in the Bixby Commons shopping center in Bixby, Oklahoma for a purchase price of approximately $10.6 million.

At June 30, 2013, portfolio consists of twelve properties, including seven retail shopping centers, four free-standing retail properties, and one office property, totaling 545,350 net rentable square feet.

95.1% of portfolio was leased as of June 30, 2013.

For the three month period, the Company’s Board of Directors declared monthly cash dividends of approximately $0.035 per a share.

Property Overview (at 6/30/2013)

Property

Amscot Building

Bixby Commons

Harps Food Store

Lumber River Village

Monarch Bank

Perimeter Square

Riversedge North

Shoppes at TJ Maxx

Surrey Plaza

The Shoppes at Eagle Harbor

Twin City Crossing

Walnut Hill Plaza

Totals

For the six months ended June 30, 2013, Wheeler signed four renewal leases totaling approximately 13,739 square feet with an average weighted increase of $0.31 per square foot. The Company entered into one relocation and expansion agreement that resulted in a $1.76 decrease in the tenants’ rent per square foot but will amount to a $17,000 annual increase for the property.

Approximately 6.63% of Wheeler’s gross leasable area is subject to leases that expire during the twelve months ending June 30, 2014. Based on recent market trends, the Company believes that these leases will be renewed at amounts and terms comparable to existing lease agreements.

The Company’s fixed-rate mortgage total was $39.9 million at June 30, 2013, compared to $31.8 million on December 31, 2012. Wheeler’s weighted average interest rate and term of the Company’s fixed-rate debt was 4.56% and 4.31 years, respectively, at June 30, 2013.

Wheeler reported Funds from Operations (“FFO”) for the three month period ended June 30, 2013 of negative $697,653, or negative $0.21 per basic and diluted share, compared to $74,324, or $0.02 per basic and diluted share, in the prior year period. For the six months ended June 30, 2013, FFO was negative $528,859 or negative $0.16 per basic and diluted share. Wheeler’s reported results for the three and six month period included additional general and administrative expenses related to the Company’s property acquisitions, legal matters, professional fees and added cost of operating as a public company. Excluding the impact of acquisition and legal related costs, total FFO for the three and six months ended June 30, 2013 would have been approximately $287,000 and $456,000, respectively.

Total revenue for the second quarter of 2013 was $1.6 million, compared to $485,815 in the prior year period. For the six months ended June 30, 2013, total revenue increased to $3.2 million from $1.0 million in the prior year period.

Property net operating income (“NOI”) was $1.3 million for the quarter ended June 30, 2013, compared to $386,170 in the prior year period. For the six months ended June 30, 2013, property NOI was $2.7 million, compared to $800,936 in the prior year period. The three and six months ended June 30, 2013 represented full periods of operations reported for the properties acquired as part of the Company’s November 2012 formation and those acquired during December 2012, while only a partial month of operations is included for the June 2013 acquisition of Bixby Commons.

Net loss attributable to Wheeler REIT for common stockholders for the second quarter 2013 was $1.3 million, or $0.39 per basic and diluted share, compared to a net loss of $259,232, or $0.08 per basic and diluted share. For the six months ended June 30, 2013, net loss attributable to Wheeler REIT for common stockholders was $1.7 million, or $0.52 per basic and diluted share, compared to a net loss of $399,383, or $0.12 per basic and diluted share, during the prior year period.

the imposition of federal taxes if the Company fails to qualify as a REIT in any taxable year or opts to forego an opportunity to ensure REIT status;

uncertainties related to the national economy, the real estate industry in general and in our specific markets;

legislative or regulatory changes, including changes to laws governing REITs;

adverse economic or real estate developments in Virginia, Florida, Georgia, South Carolina, North Carolina, New Jersey, Tennessee, Oklahoma or Pennsylvania;

increases in interest rates and operating costs;

inability to obtain necessary outside financing;

litigation risks;

lease-up risks;

inability to obtain new tenants upon the expiration of existing leases;

inability to generate sufficient cash flows due to market conditions, competition, uninsured losses, changes in tax or other applicable laws; and

the need to fund tenant improvements or other capital expenditures out of operating cash flow.

REVENUE:

Rental revenues

Other revenues

Total Revenue

OPERATING EXPENSES:

Property operations

Depreciation and amortization

Provision for credit losses

Corporate general & administrative

Total Operating Expenses

Operating Loss

Interest expense

Net Loss

Less: Net loss attributable to noncontrolling interests

Net Loss Attributable to Wheeler REIT

Preferred stock dividends

Net Loss Attributable to Wheeler REIT Common Shareholders

Loss per share:

Basic and Diluted

Weighted-average number of shares:

Basic and Diluted

ASSETS:

Investment properties, at cost

Less accumulated depreciation and amortization

Cash and cash equivalents

Rents and other tenant receivables, net

Deferred costs and other assets

Total Assets

LIABILITIES:

Mortgages and other indebtedness

Below market lease intangible, net

Accounts payable, accrued expenses and other liabilities

Series A convertible preferred stock (no par value, 500,000 shares authorized, 4,500 and no shares issued and outstanding, respectively)

Total Liabilities

Commitments and contingencies

EQUITY:

Common stock ($0.01 par value, 75,000,000 shares authorized, 3,301,502 and 3,301,502 shares issued and outstanding, respectively)

Additional paid-in capital

Accumulated deficit

Total Shareholders’ Equity

Noncontrolling interests

Total Equity

Total Liabilities and Equity

Net income (loss)

Depreciation of real estate assets

Total FFO

Net income (loss)

Depreciation of real estate assets

Total FFO