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”).
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. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 12th, 2021 • Wheeler Real Estate Investment Trust, Inc. • Real estate investment trusts • New York
THIS RegiSTRATION Rights Agreement (this “Agreement”) is made as of March 12, 2021, by and among Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Company”), and the Persons identified on Schedule A hereto (each, an “Investor,” and collectively, the “Investors”), and such other Persons, if any, that from time to time become a party hereto as holders of Registrable Securities (as defined below).
AMENDMENT TO THE AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF WHEELER REIT, L.P. March 12, 2021Wheeler Real Estate Investment Trust, Inc. • March 12th, 2021 • Real estate investment trusts
Pursuant to the Amended and Restated Agreement of Limited Partnership of Wheeler REIT, L.P., as amended (the “Partnership Agreement”), the General Partner hereby amends the Partnership Agreement as follows:
