Ex991HistoricalFinancialsChesapeakeSquare

We have audited the accompanying statements of revenues and certain operating expenses (the “Statements”) of Chesapeake Square (the “Property”) for the years ended December 31, 2014 and 2013.

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

Our responsibility is to express an opinion on these Statements based on our audits. We conducted our audits 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 Statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the Statements, 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 Statements 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 Statements.

In our opinion, the Statements referred to above present fairly, in all material respects, the revenue and certain operating expenses of the Property for the years ended December 31, 2014 and 2013 in conformity with accounting principles generally accepted in the United States of America.

As further discussed in Note 1, on July 10, 2015, Wheeler Real Estate Investment Trust, Inc., through its subsidiary of Wheeler REIT, L.P., completed the acquisition of the Property.

The accompanying Statements were prepared as described in Note 2, for the purpose of complying with the rules and regulations of the Securities and Exchange Commission and are 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,		Years Ended December 31,
		2015		2014		2013
		(unaudited)
REVENUES:
	Rental income	$	164,179	$	657,935	$	675,732
	Tenant reimbursements and other income	18,374		92,489		103,072

	Total Revenues	182,553		750,424		778,804

CERTAIN OPERATING EXPENSES:
	Property operating	23,112		109,769		94,807
	Real estate taxes	7,683		30,733		28,084
	Repairs and maintenance	9,112		49,943		51,542
	Other	14,384		23,769		24,706

	Total Certain Operating Expenses	54,291		214,214		199,139

	Excess of Revenues Over Certain Operating Expenses	$	128,262	$	536,210	$	579,665

Chesapeake Square

Notes to Statements of Revenues and Certain Operating Expenses

For the Three Months Ended March 31, 2015 (unaudited) and the Years Ended December 31, 2014 and 2013

On July 10, 2015, Wheeler Real Estate Investment Trust, Inc., through its subsidiary of Wheeler Real Estate Investment Trust, L.P. (the “Operating Partnership”), entered into a Contribution and Assumption Agreement (the “Agreement”) to acquire the membership interests of Chesapeake Square (the “Property”), a 99,848 square foot shopping center located in Onley, Virginia for a purchase price of approximately $6.34 million. On July 10, 2015, the Operating Partnership completed the acquisition. The Property is 76% occupied and is anchored by Food Lion, which occupies approximately 35% of the total rentable square feet of the center through a lease which expires in December 2017.

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 and 2013:

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 and 2013.

Chesapeake Square

Notes to Statements of Revenues and Certain Operating Expenses

For the Three Months Ended March 31, 2015 (unaudited) and the Years Ended December 31, 2014 and 2013

(continued)

The weighted average remaining lease terms for tenants at the property was 2.12 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:



			Years Ending December 31,
	Twelve Months Ending March 31,		Years Ending December 31,
	(unaudited)
2015	—		621,549
2016	605,447		552,660
2017	521,252		438,014
2018	331,686		33,432
2019	26,041		18,809
Thereafter	17,325		3,150

	$	1,501,751	$	1,667,614

The Property has entered into agreements with Wheeler Real Estate, LLC ("Wheeler Real Estate") and Wheeler Interests, LLC ("Wheeler Interests"), affiliates of the Operating Partnership, in connection with the management of the rental operations and management of the Property. The Property's management fees are 3% of monthly gross receipts and the asset management fees are 2% of monthly gross receipts. Property and asset management fees for the three months ended March 31, 2015 (unaudited) and the years ended December 31, 2014 and 2013 were as follows:

On May 6, 2015, RTO, Inc. ("RTO") signed a Lease Termination Agreement with the Property, whereby RTO paid the Property $15,000 to be released from their lease effective July 15, 2015. The Statements and Notes to the Statements have been adjusted to reflect this event.

Management has evaluated all events and transactions that occurred after December 31, 2014 up through July 17, 2015, the date the financial statements were available to be issued, and are not aware of any other events that have occurred subsequent to December 31, 2014 that would require additional adjustments to or disclosures in the Statements.



Tenant	March 31, 2015		December 31, 2014		December 31, 2013
Food Lion	43.4	%	43.6	%	42.3	%
Rite Aid	13.6	%	13.6	%	13.2	%



Three Months Ended		Years Ended
March 31, 2015		December 31, 2014		December 31, 2013
(unaudited)
$	8,584	$	37,800	$	39,310