SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (date of earliest event reported): December 27, 2016 (December 21, 2016)
WHEELER REAL ESTATE INVESTMENT TRUST, INC.
(Exact name of registrant as specified in its charter)
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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:
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¨ | 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 December 21, 2016, Wheeler Real Estate Investment Trust, Inc. (the "Registrant"), through WHLR-Rivergate, LLC, a wholly-owned subsidiary of Wheeler REIT, L.P., a Virginia limited partnership of which the Registrant is the sole general partner, acquired a retail shopping center located in Macon, Georgia, commonly known as Rivergate Shopping Center, for the sales price of Thirty Seven Million Two Hundred Fifty Thousand and 00/100 Dollars ($37,250,000) from Macon Station, LLC, a Delaware limited liability company (the “Seller”).
No director, officer or affiliate of the Registrant is affiliated with the Seller.
On December 27, 2016, the Registrant filed a press release announcing the acquisition of Rivergate Shopping Center, which is filed as Exhibit 99.1 to this Form 8-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
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(a) | Financial statement of businesses acquired. |
The Registrant will file requisite financial information for Rivergate no later than 71 calendar days after the initial filing on this Current Report on Form 8-K.
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(b) | Pro forma financial information. |
Not applicable.
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(c) | Shell company transactions. |
Not Applicable.
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99.1 | Press release, dated December 27, 2016, announcing the completion of the acquisition of Rivergate. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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WHEELER REAL ESTATE INVESTMENT TRUST, INC. |
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By: | | /s/ Jon S. Wheeler |
| | Jon S. Wheeler |
| | Chairman and Chief Executive Officer |
Dated: December 27, 2016
EXHIBIT INDEX
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Number | | Description of Exhibit |
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99.1 | | Press release, dated December 27, 2016, announcing the completion of the acquisition of Rivergate. |