Wheeler Real Estate announces 1-for-5 reverse stock split effective March 26, 2025

Wheeler Real Estate Investment Trust, Inc.

Reverse split effective 5:00 p.m. ET March 26; par value reduced to $0.01 per share.
No fractional shares; stockholders receive cash in lieu based on March 26 closing price.
Conversion rate on 7.00% subordinated convertible notes reduced from 27.41 to 5.48 shares per $25.
Series B preferred conversion price increases from $1,152,000 to $5,760,000 per common share.
New CUSIP 963025820; trading symbol WHLR unchanged.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Wheeler Real Estate Investment Trust, Inc.: Filed two Articles of Amendment to effect a one-for-five reverse stock split and reduce par value from $0.05 to $0.01 per share (effective 2025-03-26).

Change: charter amendment
Effective: 2025-03-26

Exact text from the filing

On March 21, 2025, in connection with a one-for-five reverse stock split (the “ Reverse Stock Split ”) of the common stock, $0.01 par value per share (the “ Common Stock ”) of Wheeler Real Estate Investment Trust, Inc. (the “ Company ”), to be effective on March 21, 2025, the Company filed two Articles of Amendment to its charter with the State Department of Assessments and Taxation of Maryland that provide for: i. a one-for-five Reverse Stock Split of the Common Stock, to be effective at 5:00 p.m. Eastern Time (the “ Effective Time ”) on March 26, 2025 (the “ First Amendment ”); and ii. the par value of the Common Stock to be decreased from $0.05 per share (as a result of the one-for-five Reverse Stock Split) to $0.01 per share, to be effective at 5:01 p.m. Eastern Time on March 26, 2025 (the “ Second Amendment ”).

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Source: SEC EDGAR

accession 0001527541-25-000061

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