INDEMNIFICATION AGREEMENTIndemnification Agreement • October 12th, 2011 • Wheeler Real Estate Investment Trust, Inc. • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 20 , by and between Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Company”), and (“Indemnitee”).
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF WHEELER REAL ESTATE INVESTMENT TRUST, L.P. a Virginia limited partnership THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES...Wheeler Real Estate Investment Trust, Inc. • August 20th, 2014 • Real estate investment trusts • Virginia
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF WHEELER REAL ESTATE INVESTMENT TRUST, L.P., dated as of November 16, 2012, is made and entered into by and among WHEELER REAL ESTATE INVESTMENT TRUST, INC., a Maryland corporation, as the General Partner, and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.
AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF DECEMBER 21, 2017 by and among WHEELER REIT, L.P., AS BORROWER, KEYBANK NATIONAL ASSOCIATION, THE OTHER LENDERS WHICH ARE PARTIES TO THIS AGREEMENT AND OTHER LENDERS THAT MAY BECOME PARTIES TO THIS...Credit Agreement • December 22nd, 2017 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • New York
THIS AMENDED AND RESTATED CREDIT AGREEMENT is made as of the 21st day of December, 2017, by and among WHEELER REIT, L.P., a Virginia limited partnership (“Borrower”), the Guarantors party hereto from time to time, KEYBANK NATIONAL ASSOCIATION (“KeyBank”), the other lending institutions which are parties to this Agreement as “Lenders”, and the other lending institutions that may become parties hereto pursuant to §18, KEYBANK NATIONAL ASSOCIATION, as administrative agent for the Lenders (the “Agent”), and KEYBANC CAPITAL MARKETS, as Sole Lead Arranger and Sole Book Runner.
144,000 Units WHEELER REAL ESTATE INVESTMENT TRUST, INC. Units, Each of Which Consists of Five Shares of Series B Preferred Stock and Six Warrants to Purchase Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 12th, 2014 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • New York
Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the “Underwriters”), for whom Maxim Group LLC (“Maxim”) is acting as Representative (the “Representative,” “you” or similar terminology), an aggregate of 144,000 units (the “Firm Units”), each of which consists of five shares of the Company’s Series B Preferred Stock, without par value per share (the “Series B Preferred Stock”), and six warrants (the “Warrants”) with the right to purchase the Company’s common stock, $0.01 par value per share (the “Common Stock”). The respective numbers of the Firm Units to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to grant to the Underwriters an option to purchase up to an additional 108,000 shares of Series B Preferred Stock (the
LOAN AGREEMENTLoan Agreement • July 8th, 2022 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • New York
THIS LOAN AGREEMENT, dated as of July 6, 2022 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this "Agreement"), between CITI REAL ESTATE FUNDING INC., having an address at 388 Greenwich Street, 6th Floor, New
1,303,000 Shares WHEELER REAL ESTATE INVESTMENT TRUST, INC. Series D Cumulative Convertible Preferred Stock UNDERWRITING AGREEMENTUnderwriting Agreement • January 12th, 2018 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • New York
Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Company”), and Wheeler REIT, L.P., a Virginia limited partnership for which the Company is the sole general partner (the “Operating Partnership” and together with the Company, the “Transaction Entities”), agree with Ladenburg Thalmann & Co. Inc., as the representative (the “Representative”) of the several Underwriters named in Schedule A hereto (collectively, the “Underwriters”) to issue and sell to the several Underwriters 1,303,000 shares (the “Firm Shares”) of its Series D Cumulative Convertible Preferred Stock, without par value per share, of the Company (the “Series D Preferred Stock”), and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 195,450 additional shares of its Series D Preferred Stock (the “Optional Shares”) as set forth below. The Firm Shares and the Optional Shares are herein collectively called the “Offered Shares.”
WHEELER REAL ESTATE INVESTMENT TRUST, INC. Public Offering of Shares of Common Stock Maximum: 4,000,000 Shares Minimum: 3,000,000 Shares PLACEMENT AGREEMENTWheeler Real Estate Investment Trust, Inc. • December 7th, 2012 • Real estate investment trusts • Delaware
The undersigned, Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Company”), hereby confirms its agreement with you (unless otherwise defined herein, the term “you” shall collectively refer to the Placement Agents) as follows:
ESCROW AGREEMENTEscrow Agreement • March 19th, 2012 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • Virginia
This Escrow Agreement (this “Agreement”) is made and entered into as of the day of , 2012, by and among WELLINGTON SHIELDS & CO., LLC, a limited liability company and CAPITOL SECURITIES MANAGEMENT, INC., a corporation (individually and collectively, the “Placement Agent”), WHEELER REAL ESTATE INVESTMENT TRUST, INC., a Maryland corporation (the “Company”), and SUNTRUST BANK, a Georgia banking corporation (the “Escrow Agent”).
MANAGEMENT AGREEMENT among WHEELER REAL ESTATE INVESTMENT TRUST, INC. WHEELER REAL ESTATE INVESTMENT TRUST, L.P. and WHLR MANAGEMENT, LLC Dated as of November 16, 2012Management Agreement • August 20th, 2014 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • Virginia
THIS MANAGEMENT AGREEMENT dated as of November 16, 2012, among Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Trust”), Wheeler Real Estate Investment Trust, L.P., a Virginia limited partnership (the “Operating Partnership”), and WHLR Management, LLC, a Virginia limited liability company (the “Manager”).
WHEELER REAL ESTATE INVESTMENT TRUST, INC. FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • September 1st, 2023 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (this “Agreement”), effective as of [DATE] (the “Effective Date”), by and between Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Company”), and [DIRECTOR/OFFICER] (“Indemnitee”).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • December 21st, 2015 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • Georgia
THIS PURCHASE AND SALE AGREEMENT (the “Contract”) is made as of this 17th day of December, 2015 (the “Effective Date”) by and between Riverbridge, LTD., a Georgia limited partnership, (the “Seller”), and WHLR-Riverbridge Shopping Center, LLC, a Delaware limited liability company, or assigns (the “Purchaser”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 20th, 2018 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • Virginia
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of February 14, 2018, between Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Company”) on its behalf and on behalf of its subsidiaries, including Wheeler REIT, L.P., a Virginia limited partnership, and Matthew Reddy (the “Executive”).
PURCHASE AND SALE AGREEMENT AMONG SOUTH SQUARE ASSOCIATES, LLC; CLOVER PLAZA ASSOCIATES, LLC; WATERWAY PLAZA ASSOCIATES, LLC; WESTLAND SQUARE ASSOCIATES, LLC; AND ST. GEORGE PLAZA ASSOCIATES, LLC, AS SELLER; AND WHEELER REIT, L.P., AS BUYER DATE:...Purchase and Sale Agreement • December 27th, 2013 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • South Carolina
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made as of the 23rd day of December, 2013 (the “Effective Date”) by and among SOUTH SQUARE ASSOCIATES, LLC; CLOVER PLAZA ASSOCIATES, LLC; WATERWAY PLAZA ASSOCIATES, LLC; WESTLAND SQUARE ASSOCIATES, LLC; and ST. GEORGE PLAZA ASSOCIATES, LLC, each a Virginia limited liability company (individually and collectively, the “Seller”), and WHEELER REIT, L.P., a Virginia limited partnership (or its assignees pursuant to Section 9.1) (the “Buyer”).
CONTRIBUTION AND SUBSCRIPTION AGREEMENT WHEELER REIT, L.P.Contribution and Subscription Agreement • November 16th, 2016 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • Virginia
THE UNITS ACQUIRED HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, STATE SECURITIES LAWS OR THE LAWS OF ANY COUNTRY OUTSIDE THE UNITED STATES. ISSUANCE OF THE UNITS IS MADE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION. THE UNITS CANNOT BE SOLD, ASSIGNED OR OTHERWISE TRANSFERRED UNLESS THEY ARE REGISTERED IN COMPLIANCE WITH FEDERAL AND STATE SECURITIES LAWS OR PURSUANT TO AN EXEMPTION THEREFROM.
EMPLOYMENT AGREEMENTEmployment Agreement • October 30th, 2014 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • Virginia
This Employment Agreement (“Agreement”) is made as of October 24, 2014 between Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (“Employer”), and Steven M. Belote (“Employee”).
FINANCING AGREEMENTFinancing Agreement • March 12th, 2021 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • New York
Financing Agreement, dated as of March 12, 2021, by and among Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Borrower”), each subsidiary listed as a “Guarantor” on the signature pages hereto (together with each other Person that executes a joinder agreement and becomes a “Guarantor” hereunder, each a “Guarantor” and collectively, the “Guarantors”), the lenders from time to time party hereto (each a “Lender” and, collectively, the “Lenders”), Wilmington Savings Fund Society, FSB, as collateral agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”), and Wilmington Savings Fund Society, FSB, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent” and, together with the Collateral Agent, each an “Agent” and, collectively, the “Agents”).
PARTIAL ASSIGNMENT OF PURCHASE AND SALE AGREEMENTPartial Assignment of Purchase and Sale Agreement • December 27th, 2013 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts
THIS PARTIAL ASSIGNMENT OF PURCHASE AND SALE AGREEMENT made as of the 23rd day of December, 2013, by and between WHEELER INTERESTS, LLC, a Virginia limited partnership (the “Assignor”), and WHLR-CLOVER LLC, a Delaware limited liability company (the “Assignee”).
TERM LOAN AGREEMENTTerm Loan Agreement • October 31st, 2022 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • New York
This Term Loan Agreement (this “Agreement”) is entered into as of October 28, 2022 between THE ENTITIES LISTED ON SCHEDULE I ATTACHED HERETO (collectively, the “Borrower”), and GUGGENHEIM REAL ESTATE, LLC, a Delaware limited liability company (“Lender”). The following recitals form the basis and are a material part of this Agreement:
FOURTEENTH AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • January 9th, 2018 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts
THIS FOURTEENTH AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Amendment”) is made as of the 19th day of December, 2017, by and between JANAF SHOPPING CENTER, LLC, a Delaware limited liability company (“JSC”), JANAF SHOPS, LLC, a Delaware limited liability company (“Shops”), JANAF HQ, LLC, a Virginia limited liability company (“JHQ”) and JANAF CROSSINGS, LLC, a Virginia limited liability company (“Crossings”) (collectively and each individually, “Seller”), and WHLR-JANAF, LLC, a Delaware limited liability company, or assigns (the “Purchaser”).
AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTYAgreement for Purchase and Sale • September 8th, 2015 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts
THIS AGREEMENT (together with the Exhibits and Schedule attached hereto, this “Agreement”) is made this 2nd day of September, 2015, by and between LADDER CAPITAL FINANCE LLC and/or its assignee as permitted under this Agreement (“Buyer”), and WHLR-BIXBY COMMONS, LLC (“Seller”).
CONTRIBUTION AND SUBSCRIPTION AGREEMENT WHEELER REAL ESTATE INVESTMENT TRUST, L.P.Contribution and Subscription Agreement • March 19th, 2012 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • Virginia
THE UNITS ACQUIRED HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, STATE SECURITIES LAWS OR THE LAWS OF ANY COUNTRY OUTSIDE THE UNITED STATES. ISSUANCE OF THE UNITS IS MADE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION. THE UNITS CANNOT BE SOLD, ASSIGNED OR OTHERWISE TRANSFERRED UNLESS THEY ARE REGISTERED IN COMPLIANCE WITH FEDERAL AND STATE SECURITIES LAWS OR PURSUANT TO AN EXEMPTION THEREFROM.
PARTIAL ASSIGNMENT OF PURCHASE AND SALE AGREEMENTPartial Assignment of Purchase and Sale Agreement • December 27th, 2013 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts
THIS PARTIAL ASSIGNMENT OF PURCHASE AND SALE AGREEMENT made as of the 23rd day of December, 2013, by and between WHEELER REIT, L.P., a Virginia limited partnership (the “Assignor”), and WHLR-WATERWAY LLC, a Delaware limited liability company (the “Assignee”).
February 5, 2024 Stilwell Activist Investments, L.P. Stilwell Activist Fund, L.P. Stilwell Value Partners VII, L.P. Stilwell Associates, L.P. c/o Stilwell Value LLC Segundo PisoLetter Agreement • February 6th, 2024 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts
Reference is hereby made to that certain Excepted Holder Agreement (the “Excepted Holder Agreement”) dated as of December 5, 2023, by and among Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Company”), Stilwell Activist Investments, L.P., a Delaware limited partnership, Stilwell Activist Fund, L.P., a Delaware limited partnership, Stilwell Value Partners VII, L.P., a Delaware limited partnership, and Stilwell Associates, L.P., a Delaware limited partnership (each an “Investor” and, collectively, the “Investors”). Capitalized terms not defined herein shall have the meanings assigned thereto in the Excepted Holder Agreement.
guarantyWheeler Real Estate Investment Trust, Inc. • August 25th, 2022 • Real estate investment trusts
This Guaranty (hereinafter, the “Guaranty”) is given pursuant to the terms and conditions of that certain Loan Agreement, dated as of the date hereof (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Loan Agreement”), among Cedar Realty Trust Partnership, L.P. (the “Borrower”), the Lenders from time to time party thereto, and KeyBank National Association, as Administrative Agent (in such capacity as Administrative Agent, the “Agent”). Capitalized terms used herein and not otherwise specifically defined shall have the same meaning herein as in the Loan Agreement.
WHEELER REAL ESTATE INVESTMENT TRUST, INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Trustee INDENTURE 6.00% Subordinated Convertible Notes due 2028 WHEELER REAL ESTATE INVESTMENT TRUST, INC. Dated [●], 2023 RECONCILIATION AND TIE BETWEEN TRUST...Wheeler Real Estate Investment Trust, Inc. • January 5th, 2023 • Real estate investment trusts • New York
INDENTURE, dated as of [●], 2023 (this “Indenture”), among WHEELER REAL ESTATE INVESTMENT TRUST, INC., a Maryland corporation (the “Company”), and COMPUTERSHARE TRUST COMPANY, N.A., a national association duly organized and existing under the laws of the United States, as trustee (together with its successors and assigns, in such capacity, the “Trustee”).
Wheeler Real Estate Investment Trust, Inc. and Computershare Inc. and Computershare Trust Company, N.A., Warrant Agent Warrant Agreement Dated as of April 25, 2014Warrant Agreement • April 29th, 2014 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • New York
WARRANT AGREEMENT dated as of April 25, 2014 (this “Agreement”), between Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Company”), Computershare Inc., a Delaware corporation (“Computershare”) and its wholly owned subsidiary, Computershare Trust Company, N.A., a national banking association (collectively with Computershare, the “Warrant Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 23rd, 2018 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • Virginia
THIS REGISTRATION RIGHTS AGREEMENT, dated as of January 18, 2018 (this “Agreement”), by and between Janaf Shopping Center, LLC, a Delaware limited liability company (“Seller”), and Wheeler Real Estate Investment Trust, Inc. a Maryland corporation, or assigns (the “Company”).
LOAN AGREEMENT Dated as of May 5, 2023 By and between WHLR-ALEX CITY MARKETPLACE LLC, a Delaware limited liability company, WHLR-SUNSHINE SHOPPING PLAZA, LLC, a Delaware limited liability company, WHLR-PARKWAY PLAZA, LLC, a Delaware limited liability...Loan Agreement • August 8th, 2023 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • New York
THIS LOAN AGREEMENT (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), dated as of May 5, 2023 (the “Execution Date”), by and between INSURANCE STRATEGY FUNDING XXVIII, LLC, a Delaware limited liability company, having an address at c/o J.P. Morgan Asset Management, 277 Park Avenue, 23rd Floor, New York, New York 10172 (together with its successors and assigns, “Lender”) and each of WHLR-ALEX CITY MARKETPLACE LLC, a Delaware limited liability company, WHLR-SUNSHINE SHOPPING PLAZA, LLC, a Delaware limited liability company, WHLR-PARKWAY PLAZA, LLC, a Delaware limited liability company, WHLR-RIVERBRIDGE SHOPPING CENTER, LLC, a Delaware limited liability company, WHLR-HARRODSBURG MARKETPLACE LLC, a Delaware limited liability company, WHLR-CARDINAL PLAZA, LLC, a Delaware limited liability company, WHLR-FRANKLINTON SQUARE, LLC, a Delaware limited liability company, WHLR-NASHVILLE COMMONS, LLC, a Delaware limited liability company, WHLR-
LOAN AGREEMENT Dated as of August 22, 2022 Among CEDAR REALTY TRUST PARTNERSHIP, L.P. as Borrower THE LENDERS FROM TIME TO TIME PARTY HERETO KEYBANC CAPITAL MARKETS, as Lead Arranger and Bookrunner KEYBANK NATIONAL ASSOCIATION, as Administrative AgentLoan Agreement • August 25th, 2022 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • New York
This agreement (this “Loan Agreement” or “Agreement”) is made and entered into as of August 22, 2022, by and between CEDAR REALTY TRUST PARTNERSHIP, L.P., a Delaware limited partnership (the “Borrower”), KEYBANK NATIONAL ASSOCIATION (“KeyBank”) and the several banks and other financial institutions as are, or may from time to time become parties to this Agreement (each a “Lender” and collectively, the “Lenders”), KEYBANC CAPITAL MARKETS, as Lead Arranger and Bookrunner, and KEYBANK NATIONAL ASSOCIATION, as administrative agent for the Lenders (the “Administrative Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 20th, 2014 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • Virginia
This Employment Agreement (“Agreement”) is made as of October 3, 2011 between WHLR Management Company (“Employer”), and Robin Hanisch (“Employee”).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • May 18th, 2015 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • Florida
THIS PURCHASE AND SALE AGREEMENT (“Contract”) is made as of this 18th day of May, 2015 (the “Effective Date”) by and between CRP II – Sunshine Plaza, LLC, a Florida limited liability company, (“Seller”), and WHLR-Sunshine Shopping Plaza, LLC, a Delaware limited liability company (“Purchaser”).
Wheeler Real Estate Investment Trust, Inc. 9.00% Series B Convertible Preferred Stock, without par value per share EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • July 26th, 2016 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • New York
WHEELER REAL ESTATE INVESTMENT TRUST, INC. COMMON STOCK PURCHASE WARRANTFinancing Agreement • March 12th, 2021 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • New York
This Warrant is hereby issued in connection with, and is a condition precedent to, the Financing Agreement, dated as of March [__], 2021 (the “Financing Agreement”), by and among the Company as borrower, each Subsidiary of the Company party thereto as a guarantor, the lenders from time to time party thereto, and Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent. Unless otherwise separately defined herein, all capitalized terms used in this Warrant shall have the respective meanings ascribed to them in the Financing Agreement. For the avoidance of doubt, this Warrant will survive the repayment in full of the loans under the Financing Agreement and/or the termination of the Financing Agreement or any other document entered into in connection therewith.
WHEELER REAL ESTATE INVESTMENT TRUST, INC. WARRANT AGREEMENT December 16, 2013Warrant Agreement • August 20th, 2014 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • New York
In connection with the closing of the transaction contemplated by that certain Securities Purchase Agreement, dated of even date herewith, by and among Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Company”), and the other signatories thereto (the “Securities Purchase Agreement”), the Company agrees to issue you a warrant (the “Warrant”) to purchase the number of shares of common stock, $0.01 par value per share, of the Company set forth herein, subject to the terms and conditions contained herein. Unless otherwise separately defined herein, all capitalized terms in this agreement shall have the same meaning as is set forth in the Securities Purchase Agreement.
AGREEMENT AND PLAN OF MERGER by and among WHEELER REAL ESTATE INVESTMENT TRUST, INC., WHLR MERGER SUB INC.,Agreement and Plan of Merger • March 7th, 2022 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • Maryland
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of March 2, 2022, by and among: Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (“Parent”), WHLR Merger Sub Inc., a Maryland corporation and a wholly owned subsidiary of Parent (“Merger Sub”), WHLR OP Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of Merger Sub (“OP Merger Sub”, and together with Parent and Merger Sub, the “Parent Parties”), Cedar Realty Trust, Inc., a Maryland corporation (the “Company”), and Cedar Realty Trust Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”, and together with the Company, the “Company Parties”).
