Wheeler Real Estate Investment Trust, Inc., Announces Details of Planned Modified Dutch Auction Tender Offer

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[{"type":"text","content":"--News Direct--Wheeler Real Estate Investment Trust, Inc., (the “Company”) (NASDAQ: WHLR) today announced that it plans to commence on December 23, 2020 a “modified Dutch auction” tender offer to purchase up to $19 million in value of its outstanding Series D Cumulative Convertible Preferred Stock, no par value per share (the “Series D Shares”), at a price per Series D Share of not less than $15.50 and not greater than $18.00. The tender offer will commence upon the filing by the Company of a tender offer statement on Schedule TO.Modified Dutch Auction Tender Offer DetailsThe Company plans to commence an offer to purchase up to $19 million in value of Series D Shares at a price per Series D Share of not less than $15.50 and not greater than $18.00. The closing price of the Series D Shares on the Nasdaq Stock Market on December 22, 2020, the last full trading day before the planned commencement of the tender offer, was $17.35 per Series D Share. The “modified Dutch auction” tender offer is expected to commence on December 23, 2020, and is intended to expire at 12:00 midnight, New York City time, at the end of Monday, January 25, 2021, unless the offer is extended. Tenders of Series D Shares must be made prior to the expiration of the tender offer and may be withdrawn at any time prior to the expiration time, in each case, in accordance with the procedures described in the tender offer materials. The Company intends to pay for the shares repurchased in the tender offer with available cash.A “modified Dutch auction” tender offer allows stockholders to indicate how much stock and at what price within the specified offer range they wish to tender their stock. Based on the number of Series D Shares tendered and the prices specified by the tendering stockholders, The Company will determine the lowest price per Series D Share within the specified range that will enable it to purchase $19 million of Series D Shares at such price, or such lesser number of Series D Shares that are tendered and not withdrawn (the “Final Purchase Price”), subject to the terms of the tender offer. All Series D Shares purchased by the Company in the tender offer will be purchased at the same price.If, based on the Final Purchase Price, more than $19 million in value of Series D Shares (or such greater number of Series D Shares as the Company may choose to purc...

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