Wheeler Real Estate Investment Trust, Inc. · NASDAQ:WHLR
Wheeler Real Estate Investment Trust — IPO Roadshow (November 2016)
26 slides from Wheeler Real Estate Investment Trust's IPO roadshow presentation, Nov 28, 2016
Slide 1: Series D Preferred Stock Follow-On Offering
November 2016 Series D Preferred Stock Follow-On Offering Issuer Free Writing Prospectus Dated November 28, 2016 Filed Pursuant to Rule 433 Relating to Preliminary Prospectus Supplement dated November 28, 2016 to Prospectus dated September 6, 2016 Registration No. 333-213294
Slide 2: Safe Harbor
SAFE HARBOR Wheeler Real Estate Investment Trust, Inc. (the “Company”) believes this presentation may contain “forward-looking” statements as defined in the Private Securities Litigation Reform Act of 1995. When the Company uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “
Slide 3: Offering Terms
OFFERING TERMS 3 Issuer Wheeler Real Estate Investment Trust, Inc. (NASDAQ: WHLR) Security Series D Cumulative Convertible Preferred Stock Shares Offered 870,0001 Shares Outstanding Post-Offering 2,600,0001,2 Liquidation Preference $25.00 per Share Overallotment Option 130,000 Shares Preferred Divid
Slide 4: Company Overview
COMPANY OVERVIEW Current portfolio of 65 properties with approximately 3.8 million square feet of Gross Leasable Area (“GLA”)1 55 shopping center / retail properties, 8 undeveloped land parcels, one redevelopment property and one self-occupied office building1 Approximately 90% of centers are anchor
Slide 5: Investment Highlights
INVESTMENT HIGHLIGHTS Occupancy rate of approximately 93.9%, as of September 30, 2016 National and Regional merchants represent majority of Wheeler’s tenants Predominately grocery-anchored portfolio, located throughout the Southeast Robust pipeline of attractive properties including 5 under contract
Slide 6: Management team
Wilkes Graham Chief Financial Officer Over 17 years of experience in the real estate and financial services industries Previously served as Director of Research and as a Senior Sell-Side Equity Research Analyst at Compass Point Research & Trading, LLC As a Real Estate Analyst, he has forecasted earn
Slide 7: Stable Portfolio Focused on Necessity-Based Shopping
STABLE PORTFOLIO FOCUSED ON NECESSITY-BASED SHOPPING Predominantly Grocery-Anchored Portfolio2 Strong Grocer Rent to Sales3 68% of grocery store GLA with a rent/sales ratio below 3% Company believes necessity-based shopping centers are resistant to economic downturns. In our view, Necessity = Stabil
Slide 8: Solid Tenants Focused on Necessity-Based Retail
Majority of Wheeler’s anchor and junior anchor tenants focus on ‘necessity-based’ products or services that are less likely to be impacted by E-commerce business and fluctuations in the economy than other products or services From 2012-2013, Wheeler’s anchor and junior anchor tenants reported a 2.3%
Slide 9: Tenant Overview
Type GLA % of GLA % of Annualized Base Rent Grocery 469,998 12.53 13.95 Grocery 325,576 8.68 7.86 Grocery 136,343 3.63 3.96 Grocery 179,175 4.78 3.61 Retail 114,298 3.05 1.97 Grocery 39,946 1.06 1.69 Retail 75,791 2.02 1.59 Grocery 84,938 2.26 1.56 Retail 56,343 1.50 1.37 Retail 51,974 1.39 1.13 Tot
Slide 10: Integrated Platform, Proven Success
Integrated Platform, Proven Success Wheeler has acquisition, leasing, property management, development and re-development services all in–house and maintains a scalable, manageable platform Over 50 associates between the Company’s headquarters in Virginia Beach and Charleston regional office Develop
Slide 11: Pipeline of Accretive Assets
PIPELINE OF ACCRETIVE ASSETS Butler Square 11 The Company currently has 5 assets under contract totaling $93.4 million with an average cap rate of approximately 8% utilizing approximately 65% LTV Subsequent to the end of the third quarter, the Company closed on 4 properties with total purchase price
Slide 12: Lease Expiration Schedule
LEASE EXPIRATION SCHEDULE1 Approximately 70% of total leased square footage beyond two years Weighted average remaining lease term of 3.92 years Weighted average remaining lease term for grocery anchor tenants is 4.75 years As of September 30, 2016 % of Total Leased Square Footage1
Slide 13: Strong Leasing Trends
STRONG LEASING TRENDS Wheeler has maintained stable occupancy rates – average of 94.6% since the Company’s IPO For the three months ended September 30, 2016, approximately 41,374 square feet was renewed at an average weighted increase of 7.5% over prior rates As of September 30, 2016, average occupa
Slide 14: Strength in Income Metrics
STRENGTH IN INCOME METRICS Butler Square Adjusted EBITDA / Interest Expense1,3 Adjusted EBITDA / Fixed Charges1,3 AFFO before Pref. Dividends / Pref. Dividends1,3 Annualized AFFO per Share1 For a definition of AFFO, Adjusted EBITDA and other Non-GAAP measures and a reconciliation to GAAP measures, p
Slide 15: Strength in Balance Sheet Metrics
STRENGTH IN BALANCE SHEET METRICS Butler Square Fixed Rate vs. Floating Rate2 Debt Maturity Schedule ($M)2 High Percentage of Low-Cost, Fixed Rate Debt Debt to Equity ($M)1 51% 49% 58% 42% Net Debt and Series A-D Preferred as of 9/30/2016. Market Equity calculated using shares and units outstanding
Slide 16: Internal Management Structure with Efficient G&A Structure
INTERNAL MANAGEMENT STRUCTURE WITH EFFICIENT G&A STRUCTURE 2 Annualized; excludes acquisition and capital costs Q4 ‘16 guidance pro forma for closing on the acquisition pipeline as described in the Q3 ‘16 earnings release. Guidance is based on current plans and assumptions and subject to risks and u
Slide 17: Q4 '16 Pro Forma AFFO Guidance: $0.21 Covers Common Dividend
Q4 ‘16 PRO FORMA AFFO GUIDANCE: $0.21 COVERS COMMON DIVIDEND Line Item 4Q16 Detail NOI – Existing Portfolio $8.0M 3.75 million square feet owned, $9.72/sf ABR, 93.9% occ. at 9/30/16; 93% NOI margin NOI – Acquisition Pipeline $1.8M 7 assets totaling $91.8M, 894ksf, 8.1% wtd. avg. cap rate Interest In
Slide 18: Why Own WHLR Preferred?
WHY OWN WHLR PREFERRED? High Quality Portfolio 55 shopping / retail centers with diverse tenant mix1 Consistently high occupancy rate exceeding 93% Grocery anchor / necessity-based focus provides stability Secondary and tertiary markets with low competition in 3-mile radius Attractive Security Featu
Slide 19: Appendix
Appendix WHEELER REAL ESTATE INVESTMENT TRUST
Slide 20: Property Overview
PROPERTY OVERVIEW (as of 9/30/2016) Riversedge North is the Company’s corporate office Undeveloped property Redevelopment property
Slide 21: Property Overview Continued
PROPERTY OVERVIEW CONTINUED (as of 9/30/2016) Riversedge North is the Company’s corporate office Undeveloped property Redevelopment property
Slide 22: Non-GAAP Measures
NON-GAAP MEASURES Funds from Operations (FFO): an alternative measure of a REIT's operating performance, specifically as it relates to results of operations and liquidity. FFO is a measurement that is not in accordance with accounting principles generally accepted in the United States (GAAP). Wheele
Slide 23: FFO / AFFO Reconciliation
FFO / AFFO RECONCILIATION Other non-recurring expenses are detailed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our corresponding Quarterly and Annual Reports on Forms 10-Q and 10-K, respectively
Slide 24: Adjusted EBITDA & Coverage Ratios
ADJUSTED EBITDA & COVERAGE RATIOS Includes above (below) market lease amortization and amounts associated with assets held for sale Includes loan cost amortization and amounts associated with assets held for sale Other non-recurring expenses are detailed in “Management’s Discussion and Analysis of F
Slide 25: Capital Structure
CAPITAL STRUCTURE 648,425 warrants were issued in connection with the Senior Non-Convertible Debt, each with a $4.75 exercise price and expiration in Jan-19 20,069 shares remained convertible at 9/30/16 1,987,500 warrants were issued in connection with the Series B Preferred Stock, each with a $5.50
Slide 26: Think Retail. Think Wheeler.
NASDAQ: WHLR Think Retail. Think Wheeler.®
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