WHLR - Wheeler REIT shares dive after preferred stock exchange offer fails

Wheeler Real Estate Investment Trust ( NASDAQ: WHLR ) shares sank 16% in Monday midday trading after the retail REIT didn't get enough series D preferred stock tendered to complete its exchange offer.

As of Jan. 20, 11:59 PM ET, ~26.8% of its total outstanding series D preferred stock has been validly tendered under the exchange offer. The exchange offer required that at least 66 2/3% of those shares would need to be tendered to complete the offer.

As a result, the series D preferred stock will remain outstanding with no change to its terms.

The company had offered to issue 6.00% subordinated notes due 2027 for the series D preferred shares. In early January, Wheeler ( WHLR ) had increased the consideration for the preferred shares by offering 0.5 shares of the company's common stock in addition to $16 in principle amount of the exchange notes per preferred share.

The exchange notes would be convertible into Wheeler's ( WHLR ) common stock at a conversion price of $12.50 per share of common stock (two shares of common stock for each $25.00 of principal amount of the exchange notes being converted).

SA contributor Kingdom Capital called the revised series D preferred exchange offer a corporate game of chicken.

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