Ex991HistoricalFinancialsGraystoneCrossing

We have audited the accompanying statement of revenues and certain operating expenses (the “Statement”) of Graystone Crossing (the “Property”) for the year ended December 31, 2013.

Management is responsible for the preparation and fair presentation of this Statement, in accordance with accounting principles generally accepted in the United States of America, that is free from material misstatement, whether due to fraud or error.

Our responsibility is to express an opinion on this Statement based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the Statement is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Statement. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the Statement, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the Statement in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the Statement.

In our opinion, the Statement referred to above presents fairly, in all material respects, the revenue and certain operating expenses of the Property for the year ended December 31, 2013 in conformity with accounting principles generally accepted in the United States of America.

As further discussed in Note 1, on September 26, 2014, Wheeler Real Estate Investment Trust, Inc., through its subsidiary of Wheeler REIT, L.P., completed the acquisition of the Property.

The accompanying Statement was prepared as described in Note 2, for the purpose of complying with the rules and regulations of the Securities and Exchange Commission and is not intended to be a complete presentation of the Property’s revenue and expenses.



		Six Months Ended June 30, 2014		Year Ended December 31, 2013
		(unaudited)
REVENUES:
	Rental income	$	243,860	$	460,469
	Tenant reimbursements and other income	66,849		117,905

	Total Revenues	310,709		578,374

CERTAIN OPERATING EXPENSES:
	Property operating	34,083		67,219
	Real estate taxes	38,391		76,783
	Repairs and maintenance	5,026		11,541
	Other	901		792

	Total Certain Operating Expenses	78,401		156,335

	Excess of Revenues Over Certain Operating Expenses	$	232,308	$	422,039

On September 26, 2014, Wheeler Real Estate Investment Trust, Inc., through its subsidiary of Wheeler Real Estate Investment Trust, L.P. (the “Operating Partnership”), assumed from Wheeler Interests, LLC (“Wheeler Interests”) the Purchase and Sales Agreement (the “Agreement”) to acquire Graystone Crossing (the “Property”), a 21,997 square foot strip center located in Tega Cay, South Carolina for a purchase price of approximately $5.40 million. On September 26, 2014, the Operating Partnership completed the acquisition. The Property is 100% occupied and is occupied by established tenants including Tropical Smoothie Cafe and T-Mobile through various leases which expire through June 2020.

The Statements of Revenues and Certain Operating Expenses (the “Statements”) have been prepared for the purpose of complying with Rule 3-14 of Regulation S-X, promulgated by the Securities and Exchange Commission, and are not intended to be a complete presentation of the Property’s revenues and expenses. Certain operating expenses include only those expenses expected to be comparable to the proposed future operations of the Property. Expenses such as depreciation and amortization are excluded from the accompanying Statements. The Statements have been prepared on the accrual basis of accounting which requires management to make estimates and assumptions that affect the reported amounts of the revenues and expenses during the reporting periods. Actual results may differ from those estimates.

The Property leases retail space under various lease agreements with its tenants. All leases are accounted for as noncancelable operating leases. The leases include provisions under which the Property is reimbursed for common area maintenance, real estate taxes and insurance costs. Pursuant to the lease agreements, income related to these reimbursed costs is recognized in the period the applicable costs are incurred. Certain leases contain renewal options at various periods at various rental rates.

The following table lists the tenants whose annualized rental income on a straight-line basis represented greater than 10% of total annualized rental income for all tenants on a straight line basis as of June 30, 2014 (unaudited) and December 31, 2013:



Tenant	June 30, 2014		December 31, 2013
Dental Works	21.8	%	20.0	%
Smile Cleaners	11.2	%	10.3	%
Tae Kwon Do	11.1	%	10.2	%
Yoga & Massage	10.4	%	9.5	%
T-Mobile	10.3	%	9.4	%

The termination, delinquency or nonrenewal of one of the above tenants may have a material adverse effect on revenues. No other tenant represents more than 10% of annualized rental income as of June 30, 2014 (unaudited) and December 31, 2013.

Graystone Crossing

Notes to Statements of Revenues and Certain Operating Expenses

For the Six Months Ended June 30, 2014 (unaudited) and the Year Ended December 31, 2013

(continued)

The weighted average remaining lease terms for tenants at the property was 5.21 years as of June 30, 2014 (unaudited). Future minimum rentals to be received under noncancelable tenant operating leases for each of the next five years and thereafter, excluding CAM and percentage rent based on tenant sales volume, as of June 30, 2014 (unaudited) and December 31, 2013 were as follows:



			Years Ending December 31,
	Twelve Months Ending June 30,		Years Ending December 31,
	(unaudited)
2014	—		$	480,773
2015	490,367		454,649
2016	429,980		431,230
2017	404,152		377,133
2018	375,590		355,374
2019	311,181		285,863
Thereafter	852,951		708,662

	$	2,864,221	$	3,093,684