Egan-Jones Proxy Services Joins Glass Lewis in Recommending That WHLR Shareholders Vote “For” the Company’s Nominees on...
18 December 2019 - 12:30AM
Wheeler Real Estate Investment Trust, Inc.
(NASDAQ:WHLR) (“Wheeler” or the “Company”), a
fully-integrated, self-managed commercial real estate investment
company focused on owning and operating income-producing retail
properties with a primary focus on grocery-anchored centers, today
announced that Egan-Jones Proxy Services, along with prominent
independent proxy advisory firm, Glass Lewis, has issued its
recommendation for shareholders to vote
FOR THE COMPANY’S
NOMINEES on its
WHITE proxy card.
Egan-Jones has identified that WHLR is on course
and taking the correct steps to strengthen its financial position
with its existing management team and Board who possess the right
mix of qualifications, expertise and experience to implement and
accomplish the stated goal of returning shareholder value.
Egan-Jones also stated that Stilwell has not produced a
comprehensive plan that would compel them to support Stilwell’s
claims against WHLR.
The analysis and evaluation excerpt from the
Egan-Jones report is as follows:
“Based on our review of publicly available
information, we believe that voting FOR the management nominees is
in the best interest of the Company and its shareholders. In
arriving at that conclusion, we have considered the following
factors:
- In our view, the management and Board is in the right track of
executing strategies to strengthen the Company’s financial
position, in terms of reducing its debt ratio through the
liquidation of its non-core assets, improving capital allocation
and delivering positive total shareholder returns. We believe that
these factors clearly translate the incumbent management and
Board’s intent to maximize shareholder value in the long-run.
- We believe that the management’s slate possesses the right mix
of qualifications, expertise and experience to implement and
accomplish the Company’s goal and strategies to boost value
creation for the shareholders.
- We are not convinced that Stillwell has a comprehensive plan
for the Company, in the event that their nominees will be elected
to the Board. As such, there is no compelling reason to support
their claims against the Company for the time being, due to lack of
blueprint for the betterment of the Company and its
shareholders.”
The WHLR Board reminds shareholders that every
vote is extremely important regardless of how many shares are owned
and unanimously recommends that all shareholders vote “FOR” all of
WHLR’s highly qualified director nominees on the WHITE proxy card
and discard any green proxy card that you may have received from
Stilwell.
Any shareholders that have already voted on
Stilwell’s green proxy card, have every right to change their votes
by voting a new WHITE Proxy Card. Only the last dated proxy
card will count.
Shareholders are reminded that they can vote by
Internet, telephone or by signing and dating the WHITE Proxy Card
and mailing it in the postage paid envelope provided.
Additional information regarding the proxy contest is available at
https://ir.whlr.us/proxy-materials.
Shareholders with questions or needing
additional assistance should contact WHLR’s proxy solicitor,
MacKenzie Partners, Inc. toll-free at (800) 322-2885 or at (212)
929-5500 or via email to proxy@mackenziepartners.com.
ABOUT WHEELER REAL ESTATE INVESTMENT TRUST,
INC.Headquartered in Virginia Beach, VA, Wheeler Real
Estate Investment Trust, Inc. is a fully-integrated, self-managed
commercial real estate investment company focused on owning and
operating income-producing retail properties with a primary focus
on grocery-anchored centers. Wheeler’s portfolio contains
well-located, potentially dominant retail properties in secondary
and tertiary markets that generate attractive, risk-adjusted
returns, with a particular emphasis on grocery-anchored retail
centers. For additional information about the Company, please
visit: www.whlr.us.
FORWARD-LOOKING STATEMENTSThis
press release 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,” “anticipate,” “project,” “estimate” or similar
expressions that do not relate solely to historical matters, it is
making forward-looking statements. Forward-looking statements are
not guarantees of future performance and involve risks and
uncertainties that may cause the actual results to differ
materially from the Company’s expectations discussed in the
forward-looking statements. The Company’s expected results may not
be achieved, and actual results may differ materially from
expectations. Specifically, the Company’s statements regarding
ability to produce income from grocery-anchored retail properties,
its ability to execute on its operating plan and its ability to
create long-term value for shareholders are forward-looking
statements are forward-looking statements. These statements are not
guarantees of future performance and are subject to risks,
uncertainties and other factors, some of which are beyond our
control, are difficult to predict and could cause actual results to
differ materially from those expressed or forecasted in the
forward-looking statements. For these reasons, among others,
investors are cautioned not to place undue reliance upon any
forward-looking statements in this press release.
Additional factors are discussed in the
Company's filings with the U.S. Securities and Exchange Commission,
which are available for review at www.sec.gov. The Company
undertakes no obligation to publicly revise these forward-looking
statements to reflect events or circumstances that arise after the
date hereof.
IMPORTANT ADDITIONAL
INFORMATIONThe Company, its directors, director nominees,
and certain of its executive officers are participants in the
solicitation of proxies from the Company’s stockholders in
connection with matters to be considered at the Company’s 2019
Annual Meeting of Stockholders (the “2019 Annual Meeting”). The
Company has filed a definitive proxy statement and WHITE proxy card
with the U.S. Securities and Exchange Commission (the “SEC”) in
connection with its solicitation of proxies from the Company’s
stockholders. STOCKHOLDERS OF THE COMPANY ARE STRONGLY ENCOURAGED
TO READ SUCH PROXY STATEMENT, ACCOMPANYING WHITE PROXY CARD AND ALL
OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY
WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT
INFORMATION. Information regarding the identities of the Company’s
directors and executive officers, and their direct or indirect
interests, by security holdings or otherwise, are set forth in the
proxy statement and other materials filed with the SEC in
connection with the 2019 Annual Meeting. Stockholders can obtain
the proxy statement, any amendments or supplements to the proxy
statement, and any other documents filed by the Company with the
SEC at no charge at the SEC’s website at www.sec.gov. These
documents are also available at no charge in the “SEC Filings” or
“Proxy Materials” sections of the Company’s website at
www.whlr.us.
CONTACTMary Jensen – Investor Relations(757)
627-9088mjensen@whlr.us
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