Ex991HistoricalFinancialsBeaverRuinVillageII

We have audited the accompanying statement of revenues and certain operating expenses (the “Statement”) of Beaver Ruin Village II (the “Property”) for the year ended December 31, 2014.

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, 2014 in conformity with accounting principles generally accepted in the United States of America.

As further discussed in Note 1, on July 1, 2015, 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. Our opinion is not modified with respect to this matter.



		Three Months Ended March 31, 2015		Year Ended December 31, 2014
		(unaudited)
REVENUES:
	Rental revenues	$	103,788	$	415,153
	Tenant reimbursements and other revenues	29,668		88,888

	Total Revenues	133,456		504,041

CERTAIN OPERATING EXPENSES:
	Property operating	24,256		84,561
	Real estate taxes	7,491		29,965
	Repairs and maintenance	7,374		2,713

	Total Certain Operating Expenses	39,121		117,239

	Excess of Revenues Over Certain Operating Expenses	$	94,335	$	386,802

On March 26, 2015, Wheeler Real Estate Investment Trust, Inc., through its subsidiary of Wheeler Real Estate Investment Trust, L.P. (the “Operating Partnership”), entered into a Purchase and Sales Agreement (the “Agreement”) to acquire Beaver Ruin Village II (the “Property”), a 34,925 square foot shopping center located in Lilburn, Georgia for a purchase price of approximately $4.4 million. On July 1, 2015, the Operating Partnership completed the acquisition. The Property is 100% occupied and is anchored by AutoZone, which occupies approximately 80% of the total rentable square feet of the center through a lease which expires in September 2023.

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 March 31, 2015 (unaudited) and December 31, 2014:

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 March 31, 2015 (unaudited) and December 31, 2014.

Beaver Ruin Village II

Notes to Statements of Revenues and Certain Operating Expenses

For the Three Months Ended March 31, 2015 (unaudited) and the Year Ended December 31, 2014

(continued)

The weighted average remaining lease terms for tenants at the property was 7.30 years as of March 31, 2015 (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 March 31, 2015 (unaudited) and December 31, 2014 were as follows:



	Twelve Months Ending March 31,		Years Ending December 31,
	Twelve Months Ending March 31,		Years Ending December 31,
	(unaudited)
2015	—		$	404,948
2016	405,719		400,909
2017	378,785		307,676
2018	304,032		316,158
2019	323,265		333,112
2020	333,331		313,388
Thereafter	1,064,332		834,295

	$	2,809,464	$	2,910,486



Tenant	March 31, 2015		December 31, 2014
AutoZone	69.8	%	69.8	%
Agavero Cantina	18.6	%	18.6	%