Wheeler Real Estate Investment Trust, Inc. Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

Equity and Mezzanine Equity (Tables)

Equity and Mezzanine Equity (Tables)

12 Months Ended

Dec. 31, 2018

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

As of December 31, 2018, 2017 and 2016, the below shares are able to be converted to Common Stock. The common units, convertible preferred stock, cumulative convertible preferred stock, and warrants have been excluded from the Company’s diluted earnings per share calculation because their inclusion would be antidilutive. In addition to the below, 750,000 shares of the Company's Common Stock may be issued upon exercise of a warrant, solely in the event of a default under a loan agreement in which we serve as a guarantor.



	December 31, 2018		December 31, 2017		December 31, 2016
	Outstanding shares	Potential Dilutive Shares	Outstanding shares	Potential Dilutive Shares	Outstanding shares	Potential Dilutive Shares

Common units	235,032	235,032	635,018	635,018	761,954	506,911
Series B Preferred Stock	1,875,748	1,172,343	1,875,848	1,172,405	1,871,244	1,169,528
Series D Preferred Stock	3,600,636	5,307,541	2,237,000	3,297,465	2,237,000	3,297,465
Warrants to purchase Common Stock		276,746		329,378		329,378
Senior Convertible Notes					2,509	2,509

Schedule of Dividends Declared

Dividends declared to holders of common units, common shares and preferred shares are as follows (in thousands):



	Years Ended December 31,
	2018		2017		2016
Common unit and common shareholders	$	—	$	13,477	$	15,328
Preferred shareholders	9,790		9,969		4,713
Total	$	9,790	$	23,446	$	20,041

Dividends declared per share type are as follows:



	Years Ended December 31,
	2018		2017		2016

Dividends declared per common share	$	—	$	1.44	$	1.68
Dividends declared per Series A Preferred share	$	67.50	$	90.00	$	90.00
Dividends declared per Series B Preferred share	$	1.69	$	2.25	$	2.25
Dividends declared per Series D Preferred share	$	1.64	$	2.19	$	0.61

Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan [Table Text Block]

On June 15, 2016, the Company's shareholders approved the 2016 Long-Term Incentive Plan (the "2016 Incentive Plan"). The 2016 Incentive Plan allows for issuance of up to 625,000 shares of the Company's Common Stock to employees, directors, officers and consultants for services rendered to the Company.



For the Years Ended December 31,	Shares Issued	Market Value
		(in thousands)
2018	206,358	$	1,057
2017	99,527	1,261
2016	4,601	60

On June 4, 2015, the Company's shareholders approved the 2015 Long-Term Incentive Plan (the "2015 Incentive Plan"). The 2015 Incentive Plan allows for issuance of up to 125,000 shares of the Company's Common Stock to employees, directors, officers and consultants for services rendered to the Company. The 2015 Incentive Plan replaced the 2012 Stock Incentive Plan ("Stock Incentive Plan").



For the Years Ended December 31,	Shares Issued	Market Value
		(in thousands)
2018	—	$	—
2017	11,464	155
2016	42,070	519