Sunshine Plaza Acquisition


 
 
 
 
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
 
 
 
 
FORM 8-K
 
 
 
 
 
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES AND EXCHANGE ACT OF 1934
Date of report (date of earliest event reported): July 21, 2015
 
 
 
 
 
 
WHEELER REAL ESTATE INVESTMENT TRUST, INC.
(Exact name of registrant as specified in its charter)
  
 
 
 
 
 
 
 
 
 
 
 
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:
 
¨
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 May 18, 2015, the Registrant filed a Form 8-K to report that WHLR-Sunshine Shopping Plaza, LLC, a Delaware limited liability company (“WHLR-Sunshine Shopping Plaza”) and a wholly-owned subsidiary of Wheeler REIT, L.P., a Virginia limited partnership of which the Registrant is the sole general partner, entered into a Purchase and Sale Agreement as buyer, with CRP-II Sunshine Plaza, LLC, a Florida limited liability company, as seller ("Seller"), for the purchase of a retail shopping center in Lehigh Acres, Florida, commonly known as Sunshine Plaza, for the sales price of Ten Million Three Hundred Fifty Thousand and 00/100 Dollars ($10,350,000).
On July 21, 2015, WHLR-Sunshine Shopping Plaza closed the transaction and acquired Sunshine Plaza for $10,350,000.
No director, officer or affiliate of the Registrant is affiliated with the Seller.
On July 22, 2015, the Registrant filed a press release announcing the acquisition of Sunshine Plaza, which is filed as Exhibit 99.1 to this Form 8-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
 
(a)
Financial statement of businesses acquired.
The Registrant will file requisite financial information for Sunshine Plaza no later than 71 calendar days after the initial filing of this Current Report on Form 8-K.

 
(b)
Pro forma financial information.
Not applicable.

(c)
Shell company transactions.
Not Applicable.
 
(d)
Exhibits.
99.1    Press release, dated July 22, 2015, announcing the completion of the acquisition of Sunshine Plaza.










Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
 
 
WHEELER REAL ESTATE INVESTMENT TRUST, INC.
 
 
By:
 
/s/ Jon S. Wheeler
 
 
Jon S. Wheeler
 
 
Chairman and Chief Executive Officer
Dated: July 22, 2015
 




EXHIBIT INDEX
Number
Description of Exhibit
 
 
 
99.1
Press release, dated July 22, 2015, announcing the completion of the acquisition of Sunshine Plaza.