Wheeler Real Estate Investment Trust, Inc.
For the period ended Jun 30, 2026. Filed Aug 6, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 6, 2026
WHLRP$12.80-0.4%Stored close · as of Oct 26, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-08.
0001527541-26-000128
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0001527541-26-000251
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 117 previous paragraphs and 140 current paragraphs.
65 unchanged; 47 reworded; 18 added; 3 removed; 2 previous and 10 current paragraphs rearranged.
Tables are not compared: 8 previous and 11 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (18)
Current report
The fair market value of the Common Stock issued in exchange for Preferred Stock was less than the carrying value of the Preferred Stock retired in those transactions resulting in $0.6 million and $1.1 million for the three and six months ended June 30, 2026, respectively, recognized as a deemed contribution within accumulated deficit in the condensed consolidated balance sheets, with such deemed contributions included as a component of net income attributable to common shareholders in the condensed consolidated statements of operations.
Current report
On July 2, 2026, the registration statement on Form S-11 (File No. 333-296944) filed by the Company on June 22,
Current report
2026 was declared effective by the Securities and Exchange Commission (the "SEC"), and the Company filed with the SEC the
Current report
related final prospectus pursuant to Rule 424(b) (the "Prospectus"). The Prospectus relates to the issuance from time to time by
Current report
the Company of up to 100,090,365 shares of our Common Stock upon redemptions of Series D Preferred Stock.
Current report
Results of Operations
Current report
Quarter-To-Date Comparison
Current report
Impairmentwas recorded for Rivergate Shopping Center, located in Macon, Georgia, in 2026.
Current report
Corporate general and administrative were higher primarily a result of an increase of $0.5 million in professional fees.
Current report
(1) Includes the fair value adjustment for the paid-in-kind interest.
Current report
Loss on conversion of Convertible Noteswas attributable to the issuance of common stock upon the conversion of convertible notes by certain holders in 2025.
Current report
Impairmentwas recorded for Rivergate Shopping Center, located in Macon, Georgia, in 2026.
Current report
(1) Includes the fair value adjustment for the paid-in-kind interest.
Current report
Cash inflows:
Current report
•$10.0 million loan proceeds a result of the April 2025 Cedar Bridge Loan.
Current report
•$4.2 million payment on Winslow Plaza loan related to the sale of Winslow Plaza;
Current report
•$0.2 million payments for deferred financing costs.
Current report
In addition, the Company has $4.2 million outstanding construction commitments at June 30, 2026.
Removed paragraphs (3)
Previous report
Assets Held for Sale
Previous report
As of March 31, 2026, Surrey Plaza, located in Hawkinsville, Georgia has been classified as an "asset held for sale" in the accompanying condensed consolidated balance sheet.
Previous report
(3) The Company does not include ground leases entered into for the purposes of new lease square feet and weighted average rate (per square foot) on new leases.
Reworded paragraphs (47)
Previous wording
As of March 31, 2026, the Company, through the Operating Partnership, owned and operated sixty-two properties, including fifty-nine retail shopping centers and three undeveloped properties in South Carolina, Georgia, Virginia, Pennsylvania, North Carolina, New Jersey, Florida, Connecticut, Kentucky, Tennessee, Massachusetts, Alabama, Maryland and West Virginia. This list includes the properties acquired through the Cedar Acquisition.
Current wording
As of June 30, 2026, the Company, through the Operating Partnership, owned and operated fifty-nine properties, including fifty-six retail shopping centers and three undeveloped properties in South Carolina, Georgia, Virginia, Pennsylvania, North Carolina, New Jersey, Florida, Connecticut, Kentucky, Tennessee, Massachusetts, Alabama, Maryland and West Virginia. This list includes the properties acquired through the Cedar Acquisition.
Previous wording
George Plaza and Darien Shopping Center. See Note 3 to the condensed consolidated financial statements for additional details. For the three months ended March 31, 2026, the Company paid loan prepayment premiums in the aggregate amount of $0.1 million in connection with the June 2022 Term Loan paydowns.
Current wording
For the six months ended June 30, 2026, the Company made principal payments in the aggregate amount of $5.7 million on the June 2022 Term Loan using proceeds from the dispositions of Moncks Corner, Ridgeland, an outparcel at St. George Plaza, Darien Shopping Center, Surrey Plaza and Georgetown. See Note 3 to the condensed consolidated financial statements for additional details. For the six months ended June 30, 2026, the Company paid loan prepayment premiums in the aggregate amount of $0.1 million in connection with the June 2022 Term Loan paydowns.
Previous wording
In February 2026, the Warrants were amended and restated. The Amended and Restated Warrants were exercisable, in whole or in part (and at any time), for an aggregate number of shares of Common Stock representing 12% of the Common Stock outstanding on the date of any exercise (less the aggregate number of shares of Common Stock previously issued as a result of any partial exercise) at an exercise price of $0.01 per share. The Amended and Restated Warrants were exercised in whole on March 24, 2026, and the Company issued 57,358 shares of Common Stock upon the exercise of the Amended and Restated Warrants for net proceeds of $2 thousand, resulting in a $0.2 million loss, which is the excess amount of fair value of the Amended and Restated Warrants issued over the net proceeds received, included in "other expense" on the condensed consolidated statements of operations.
Current wording
In February 2026, the Warrants were amended and restated. The Amended and Restated Warrants were exercisable, in whole or in part (and at any time), for an aggregate number of shares of Common Stock representing 12% of the Common Stock outstanding on the date of any exercise (less the aggregate number of shares of Common Stock previously issued as a result of any partial exercise) at an exercise price of $0.01 per share. The Amended and Restated Warrants were exercised in whole on March 24, 2026, and the Company issued 2,867 shares of Common Stock upon the exercise of the Amended and Restated Warrants for net proceeds of $2 thousand, resulting in a $0.2 million loss, which is the excess amount of fair value of the Amended and Restated Warrants issued over the net proceeds received, included in "other expense" on the condensed consolidated statements of operations.
Previous wording
The January 2026 Reverse Stock Split and the April Reverse Stock Split were effected on January 16, 2026 and April 17, 2026, respectively, each at the reverse stock split ratio of one-for-three. The par value of each share of Common Stock remained unchanged after the reverse stock split. No fractional shares were issued in connection with any reverse stock split. Stockholders who would have otherwise been issued a fractional share of the Company’s Common Stock as a result of the reverse stock split instead received a cash payment in lieu of such fractional share in an amount equal to the applicable fraction multiplied by the closing price of the Company’s Common Stock on Nasdaq on the effective date thereof, without any interest.
Current wording
The January 2026, April 2026, June 2026 and July 2026 Reverse Stock Splits were effected on January 16, 2026, April 17, 2026, June 17, 2026 and July 27, 2026, respectively, at reverse stock split ratios of one-for-three, one-for-three, one-for-four and one-for-five, respectively. The par value of each share of Common Stock remained unchanged after the reverse stock split. No fractional shares were issued in connection with any reverse stock split. Stockholders who would have otherwise been issued a fractional share of the Company’s Common Stock as a result of the reverse stock split instead received a cash payment in lieu of such fractional share in an amount equal to the applicable fraction multiplied by the closing price of the Company’s Common Stock on Nasdaq on the effective date thereof, without any interest.
Previous wording
During the three months ended March 31, 2026, the Company has issued an aggregate amount of 185,886 shares of its Common Stock to unaffiliated holders of its securities in exchange for a total of 54,702 shares of its Series B Preferred Stock and a total of 27,351 shares of its Series D Preferred Stock, retiring $2.5 million in preferred stock liquidation value. The Company intends to continue to opportunistically exchange shares of its Common Stock for its Series B Preferred Stock and/or its Series D Preferred Stock with the holders thereof as an additional strategy to reduce the outstanding number of each security, enhance the Company's financial stability and optimize its capital allocation.
Current wording
During the six months ended June 30, 2026, the Company issued an aggregate amount of 119,215 shares of its Common Stock to unaffiliated holders of its securities in exchange for a total of 139,250 shares of its Series B Preferred Stock and a total of 56,745 shares of its Series D Preferred Stock, retiring $5.8 million in preferred stock liquidation value. The Company intends to continue to opportunistically exchange shares of its Common Stock for its Series B Preferred Stock and/or its Series D Preferred Stock with the holders thereof as an additional strategy to reduce the outstanding number of each security, enhance the Company's financial stability and optimize its capital allocation.
Previous wording
During the three months ended March 31, 2026, the Company processed redemptions of an aggregate of 17,902 shares of Series D Preferred Stock from the holders thereof. Accordingly, the Company issued 81,491 shares of Common Stock in settlement of an aggregate redemption price of approximately $0.8 million.
Current wording
During the six months ended June 30, 2026, the Company processed redemptions of an aggregate of 44,547 shares of Series D Preferred Stock from the holders thereof. Accordingly, the Company issued 35,165 shares of Common Stock in settlement of an aggregate redemption price of approximately $1.8 million.
Previous wording
At March 31, 2026, the Company had received requests to redeem 5,200 shares of Series D Preferred Stock with respect to the April 2026 Holder Redemption Date. As such, the redemption of these shares of the Series D Preferred Stock is considered certain at March 31, 2026 and the liquidation value associated with these shares of $0.2 million is presented as a liability in the accompanying condensed consolidated balance sheet.
Current wording
At June 30, 2026, the Company had received requests to redeem 8,200 shares of Series D Preferred Stock with respect to the July 2026 Holder Redemption Date. As such, the redemption of these shares of the Series D Preferred Stock is considered certain at June 30, 2026 and the liquidation value associated with these shares of $0.3 million is presented as a liability in the accompanying condensed consolidated balance sheet.
Previous wording
As of March 31, 2026, the conversion price for the Convertible Notes was approximately $3.11 per share of the Company’s Common Stock (approximately 8.04 shares of Common Stock for each $25.00 of principal amount of the Convertible Notes being converted).
Current wording
As of June 30, 2026, the conversion price for the Convertible Notes was approximately $13.86 per share of the Company’s Common Stock (approximately 1.80 shares of Common Stock for each $25.00 of principal amount of the Convertible Notes being converted).
Previous wording
During the three months ended March 31, 2026, the Company entered into four subscription agreements with certain investors pursuant to which the Company issued an aggregate 187,000 shares of its Series D Preferred Stock in consideration for an aggregate 294,000 shares of Cedar Preferred Stock held by such investors. Immediately following the closing of each transaction, the Company contributed the acquired Cedar Preferred Stock to Cedar and those shares were retired.
Current wording
During the six months ended June 30, 2026, the Company entered into six subscription agreements with certain investors pursuant to which the Company issued an aggregate 281,666 shares of its Series D Preferred Stock in consideration for an aggregate 436,000 shares of Cedar Preferred Stock held by such investors. Immediately following the closing of each transaction, the Company contributed the acquired Cedar Preferred Stock to Cedar and those shares were retired.
Previous wording
Management evaluated the transactions under ASC 845, Nonmonetary transactions, and determined that the fair value of the Series D Preferred Stock issued was approximately the fair value of the Cedar Preferred Stock received as consideration. No gain or loss was recognized as a result of this exchange. The fair value of the Cedar Preferred Stock received and retired is compared to its carrying value, and as a result the Company recognized $2.6 million during the three months ended March 31, 2026 in deemed distributions included as a component of net loss attributable to common shareholders.
Current wording
Management evaluated the transactions under ASC 845, Nonmonetary transactions, and determined that the fair value of the Series D Preferred Stock issued was approximately the fair value of the Cedar Preferred Stock received as consideration. No gain or loss was recognized as a result of these transactions. The fair value of the Cedar Preferred Stock received and retired is compared to its carrying value, and as a result the Company recognized $1.4 million and $4.1 million in deemed distributions included in "deemed distribution related to noncontrolling interests" on the condensed consolidated statements of operations, during the three and six months ended June 30, 2026, respectively.
Previous wording
The Company performs property management and leasing services for Cedar, a subsidiary of the Company. During the three months ended March 31, 2026 and 2025, Cedar paid the Company $0.2 million and $0.5 million, respectively, for these services.
Current wording
The Company performs property management and leasing services for Cedar, a subsidiary of the Company. During the three and six months ended June 30, 2026, Cedar paid the Company $0.5 million and $0.7 million for these services, respectively.
Previous wording
As of March 31, 2026, the net asset value of the Company’s SAI investment was $23.7 million which includes $20.5 million from prior subscriptions, and there were no additional subscriptions in 2026. For the three months ended March 31, 2026 and 2025, the investment fees were $61 thousand and $52 thousand, respectively. See Note 4 to theaccompanying condensed consolidated financial statements for additional detail.
Current wording
As of June 30, 2026, the net asset value of the Company’s SAI investment was $30.0 million which includes $25.5 million from prior subscriptions, including an additional subscription for $5.0 million on May 28, 2026. For the three and six months ended June 30, 2026, the Company recorded unrealized holding gains of $1.3 million and $0.6 million, respectively, through other comprehensive income, net of investment fees. For the three and six months ended June 30, 2026, the investment fees were $0.2 million and $0.3 million, respectively. See Note 4 to the accompanying condensed consolidated financial statements for additional detail.
Previous wording
At March 31, 2026, the Company had accumulated undeclared dividends of $26.3 million ($15.95 per share) to holders of shares of our Series D Preferred Stock of which $1.5 million ($0.99 per share) is attributable to the three months ended March 31, 2026.
Current wording
At June 30, 2026, the Company had accumulated undeclared dividends of $27.1 million ($15.60 per share) to holders of shares of our Series D Preferred Stock of which $1.7 million ($1.00 per share) and $3.2 million ($1.99 per share) is attributable to the three and six months ended June 30, 2026, respectively.
Previous wording
In preparing the condensed consolidated financial statements, we have made estimates, assumptions and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reported periods. Actual results may differ from these estimates. A summary of our critical accounting estimates and policies is included in our 2025 Form 10-K under "Management’s Discussion and Analysis of Financial Condition and Results of Operations." During the three months ended March 31, 2026, there have been no significant changes to these estimates and policies previously disclosed in our 2025 Form 10-
Current wording
In preparing the condensed consolidated financial statements, we have made estimates, assumptions and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reported periods. Actual results may differ from these estimates. A summary of our critical accounting estimates and policies is included in our 2025 Form 10-K under "Management’s Discussion and Analysis of Financial Condition and Results of Operations." During the six months ended June 30, 2026, there have been no significant changes to these estimates and policies previously disclosed in our 2025 Form 10-K. For disclosure regarding recent accounting pronouncements and the anticipated impact they will have on our operations, please refer to Note 2 of the condensed consolidated financial statements included in this Form 10-Q.
Previous wording
Gain on disposal of properties, netrelated to the sale of 3 retail shopping centers and one outparcel sold in 2026 compared to three retail shopping centers sold in 2025.
Current wording
Gain on disposal of properties, netrelate to the sale of three retail shopping centers sold in 2026 and three retail shopping centers sold in 2025.
Previous wording
Interest expense decreased 9.9%. Below is a comparison of the components which make up interest expense (in thousands):
Current wording
Interest expense decreased 8.4%. Below is a comparison of the components which make up interest expense (in thousands):
Previous wording
(1) Includes the April 2025 Cedar Bridge Loan and the August 2025 Cedar Credit Facility.
Current wording
(2) Includes the April 2025 Cedar Bridge Loan.
Previous wording
Net changes in the fair value of derivative liabilitieswas a $3.4 million loss for the three months ended March 31, 2026, which represents a non-cash adjustment from a change in the fair value, primarily related to the conversion price on the Convertible Notes, which can only be adjusted downward based on the redemption price(s) of the Series D Preferred Stock relative to market trade prices of the Convertible Notes and Common Stock. See Note 7 to the accompanying condensed consolidated financial statements for additional details.
Current wording
Net changes in the fair value of derivative liabilitieswas a $7.6 million gain for the three months ended June 30, 2026, which represents a non-cash adjustment from a change in the fair value, primarily related to the conversion price on the Convertible Notes, which can only be adjusted downward based on the redemption price(s) of the Series D Preferred Stock relative to market trade prices of the Convertible Notes and Common Stock. See Note 7 to the accompanying condensed consolidated financial statements for additional details.
Previous wording
The following table presents a comparison of the condensed consolidated statements of operations for the three months ended March 31, 2026 and 2025 (in thousands):
Current wording
The following table presents a comparison of the condensed consolidated statements of operations for the six months ended June 30, 2026 and 2025 (in thousands):
Previous wording
Revenues were lower primarily as a result of (1) a decrease of $1.4 million in rental revenues and tenant reimbursements, net of credit adjustments on operating lease receivables, attributable to sold properties, (2) a decrease of $0.4 million in market lease amortization and straight line rent, partially offset by (3) an increase of $1.5 million in rental revenues and tenant reimbursements, net of credit adjustments on operating lease receivables, attributable to Same-Properties (as defined below).
Current wording
Revenues were lower primarily as a result of (1) a decrease of $3.0 million in rental revenues and tenant reimbursements, net of credit adjustments on operating lease receivables, attributable to sold properties, (2) a decrease of $1.4 million in market lease amortization and straight line rent, partially offset by (3) an increase of $0.4 million in rental revenues and tenant reimbursements, net of credit adjustments on operating lease receivables, attributable to Same-Properties.
Previous wording
Property operating expenses were lower primarily as a result of (1) a decrease of $1.0 million in operating expenses attributable to sold properties, partially offset by (2) an increase of $0.2 million in repairs and maintenance, (3) an increase of $0.2 million in real estate taxes and insurance and (4) an increase of $0.1 million in utilities.
Current wording
Property operating expenses were lower primarily as a result of (1) a decrease of $1.9 million in operating expenses attributable to sold properties, partially offset by (2) an increase of $0.2 million in insurance, (3) an increase of $0.2 million in real estate taxes, and (4) and increase of $0.1 million in repairs and maintenance.
Previous wording
Corporate general and administrative was higher as a result of (1) an increase of $0.2 million in salaries, partially offset by (2) a decrease of $0.1 million in professional fees.
Current wording
Corporate general and administrative were higher primarily a result of (1) an increase of $0.3 million in professional fees, (2) an increase of $0.1 million in salaries, and (3) an increase of $0.1 million in travel.
Previous wording
The above decrease in property debt interest inclusive of Cedar debt was $0.2 million a result of a decrease in the average principal debt balance.
Current wording
The above decrease in property debt interest inclusive of Cedar debt was $0.5 million a result of a decrease in the average principal debt balance.
Previous wording
Gain on Preferred Stock redemptionsis a result of the fair market value of the Common Stock issued on redemptions and exchanges of the Company's Preferred Stock compared to the Preferred Stock's carrying value. During the three months ended March 31, 2026 and 2025, the Company realized a gain of $0.2 million and $0.8 million in the aggregate, respectively, as a result of the fair market value of the Common Stock issued in these transactions being less than the carrying value of the Preferred Stock retired.
Current wording
Gain on Preferred Stock redemptionsis a result of the fair market value of the Common Stock issued on redemptions of the Company's Preferred Stock compared to the Preferred Stock's carrying value. During the six months ended June 30, 2026 and 2025, the Company realized a gain of $0.3 million and $1.0 million in the aggregate, respectively, as a result of the fair market value of the Common Stock issued in these transactions being less than the carrying value of the Preferred Stock retired.
Previous wording
Other expense represents expenses which are non-operating in nature. Other expenses were $1.0 million for the three months ended March 31, 2026, which primarily consisted of $0.5 million in fees paid in connection with the Amended and Restated Warrants, a $0.2 million loss on the exercise of the Amended and Restated Warrants and other capital structure costs, including the registration of the offer and sale of the shares of our Common Stock issuable upon exercise of the Amended and Restated Warrants and expenses incurred in connection with the Reverse Stock Splits. Other expenses were $0.4 million for the three months ended March 31, 2025,which primarily consisted of capital structure costs, including the registration of our Common Stock to issue in settlement of Series D Preferred Stock redemptions, expenses incurred in connection with the Reverse Stock Splits and redemptions of the Series D Preferred Stock by holders thereof.
Current wording
Other expense represents expenses which are non-operating in nature. Other expenses were $1.7 million for the six months ended June 30, 2026, which primarily consisted of $0.5 million in fees paid in connection with the Amended and Restated Warrants, a $0.2 million loss on the exercise of the Amended and Restated Warrants, $0.4 million related to the Aquino Settlement and other capital structure costs, including the registration of the offer and sale of the shares of our Common Stock issuable upon exercise of the Amended and Restated Warrants, the registration of our Common Stock to issue in settlement of Series D Preferred Stock redemptions and expenses incurred in connection with the Reverse Stock Splits. Other expenses were $0.8 million for the six months ended June 30, 2025, which primarily consisted of capital structure costs, including the registration of our Common Stock to issue in settlement of Series D Preferred Stock redemptions, expenses incurred in connection with the Reverse Stock Splits and redemptions of the Series D Preferred Stock by holders thereof.
Previous wording
The following table is a reconciliation of Same-Property NOI from operating income (the most directly comparable GAAP financial measure, in thousands, unaudited):
Current wording
The following table is a reconciliation of Same-Property NOI from operating income (the most directly comparable GAAP financial measure, in thousands):
Previous wording
Total Same-Property NOI was $15.0 million and $13.9 million for the three months ended March 31, 2026 and 2025, respectively, representing a increase of 7.9% due to a 7.0% increase in property revenue, partially offset by a 5.5% increase in property expenses.
Current wording
Total Same-Property NOI was $29.6 million and $29.7 million for the six months ended June 30, 2026 and 2025, respectively, representing a decrease of 0.3% due to a 1.0% increase in property revenue, partially offset by a 3.6% increase in property expenses.
Previous wording
A reconciliation of net (loss) income to FFO available to common stockholders and AFFO is shown in the table below (in thousands):
Current wording
A reconciliation of net income (loss) to FFO available to common stockholders and AFFO is shown in the table below (in thousands):
Previous wording
Other non-recurring and non-cash expenses are costs of the Company that we believe will not be incurred on a go-forward basis. Other non-recurring expenses were $0.7 million for the three months ended March 31, 2026, a result of $0.5 million fees paid related to the Amended and Restated Warrants and a $0.2 million loss on the exercise of the Amended and Restated Warrants and loan prepayment premiums. Other non-recurring expenses were $0.5 million for the three months ended March 31, 2025, a result of loan prepayment premiums.
Current wording
Other non-recurring and non-cash expenses are costs of the Company that we believe will not be incurred on a go-forward basis. Other non-recurring expenses were $0.4 million and $0.0 million for the three months ended June 30, 2026 and 2025, respectively, a result of $0.4 million related to the Aquino Settlement and loan prepayment premiums. Other non-recurring expenses were $1.1 million for the six months ended June 30, 2026, a result of $0.5 million fees paid related to the Amended and Restated Warrants, a $0.2 million loss on the exercise of the Amended and Restated Warrants, $0.4 million related to the Aquino Settlement and loan prepayment premiums. Other non-recurring expenses were $0.6 million for the six months ended June 30, 2025, a result of loan prepayment premiums.
Previous wording
At March 31, 2026, our consolidated cash, cash equivalents and restricted cash totaled $48.0 million compared to consolidated cash, cash equivalents and restricted cash of $47.0 million at March 31, 2025. Cash flows from operating activities, investing activities and financing activities were as follows (in thousands, unaudited):
Current wording
At June 30, 2026, our consolidated cash, cash equivalents and restricted cash totaled $59.8 million compared to consolidated cash, cash equivalents and restricted cash of $58.1 million at June 30, 2025. Cash flows from operating activities, investing activities and financing activities were as follows (in thousands):
Previous wording
Net cash provided by operating activities, before net changes in operating assets and liabilities, was $5.4 million and $4.8 million for 2026 and 2025, respectively, primarily due to (1) an increase of $1.1 million in Same-Property NOI, partially offset by (2) an increase of $0.4 million in other expense primarily due to fees related to the Amended and Restated Warrants.
Current wording
Net cash provided by operating activities, before net changes in operating assets and liabilities, was $11.4 million and $13.7 million for 2026 and 2025, respectively, primarily due to (1) a decrease of $1.0 million in NOI related to properties not defined as Same-Property, (2) a decrease of $0.1 million in Same-Property NOI, (3) an increase of $0.8 million in other expense primarily due to fees related to the Amended and Restated Warrants and the Aquino Settlement, (4) an increase of $0.5 million in corporate general and administrative expense, partially offset by (5) a decrease of $0.5 million in cash paid for interest expense.
Previous wording
Our cash flows from investing activities decreased $12.3 million, primarily due to (1) the proceeds from the sale of four properties sold in 2026 compared to the three property sales during the three months ended March 31, 2025, partially offset by (2) the decrease in capital expenditures of $0.2 million.
Current wording
Our cash flows from investing activities decreased $13.0 million, primarily due to (1) the proceeds from the sale of seven properties sold in 2026 and the six property sales during the six months ended June 30, 2025 and (2) a $5.0 million investment subscription with SAI in 2026 compared to no investment subscription during the six months ended June 30, 2025, partially offset by (3) the decrease in capital expenditures of $3.8 million.
Previous wording
Our cash flows used in financing activities were $9.0 million for the three months ended March 31, 2026, compared to cash flows used in financing activities of $34.4 million for the comparable period in 2025.
Current wording
Our cash flows used in financing activities were $13.7 million for the six months ended June 30, 2026, compared to cash flows used in financing activities of $41.3 million for the comparable period in 2025.
Previous wording
Financing activities during the three months ended March 31, 2026 primarily consisted of:
Current wording
Financing activities during the six months ended June 30, 2026 primarily consisted of:
Previous wording
•$2.7 million payment on June 2022 Term Loan related to the sale of Moncks Corner, Ridgeland, an outparcel at St. George Plaza and Darien Shopping Center;
Current wording
•$5.7 million payment on June 2022 Term Loan related to the sale of Moncks Corner, Ridgeland, an outparcel at St. George Plaza, Darien Shopping Center, Georgetown, and Surrey Plaza;
Previous wording
•$1.3 million for distributions paid on noncontrolling interests;
Current wording
•$2.4 million for distributions paid on noncontrolling interests;
Previous wording
•$0.5 million scheduled loan principal payments on debt; and
Current wording
•$1.1 million scheduled loan principal payments on debt; and
Previous wording
Financing activities during the three months ended March 31, 2025 primarily consisted of:
Current wording
Financing activities during the six months ended June 30, 2025 primarily consisted of:
Previous wording
•$21.2 million repurchase of noncontrolling interests;
Current wording
•$31.8 million repurchase of noncontrolling interests;
Previous wording
•$2.1 million for distributions paid on noncontrolling interests;
Current wording
•$3.7 million for distributions paid on noncontrolling interests;
Showing the first 40 of 47 pairs. Open the source sections for the rest.
Rearranged current paragraphs (10)
Current report — wording carried from elsewhere
Revenues were lower primarily as a result of (1) a decrease of $1.5 million in rental revenues and tenant reimbursements, net of credit adjustments on operating lease receivables, attributable to sold properties, (2) a decrease of $1.1 million in rental revenues and tenant reimbursements, net of credit adjustments on operating lease receivables, attributable to Same-Properties and (3) a decrease of $1.0 million in market lease amortization and straight line rent.
Current report — wording carried from elsewhere
Property Operating expenses were lower primarily as a result of (1) a decrease of $0.9 million in operating expenses attributable to sold properties.
Current report — wording carried from elsewhere
Gain on Preferred Stock redemptionsis a result of the fair market value of the Common Stock issued on redemptions of the Company's Preferred Stock compared to the Preferred Stock's carrying value. During the three months ended June 30, 2026 and 2025, the Company realized a gain of $0.1 million and $0.2 million in the aggregate, respectively.
Current report — wording carried from elsewhere
Other expense represents expenses which are non-operating in nature. Other expenses were $0.7 million for the three months ended June 30, 2026, which primarily consisted of $0.4 million related to the Aquino Settlement and capital structure costs, including expenses incurred in connection with the registration of our Common Stock to issue in settlement of Series D Preferred Stock redemptions and Reverse Stock Splits. Other expenses were $0.4 million for the three months ended June 30, 2025, which primarily consisted of capital structure costs, including the registration of our Common Stock to issue in settlement of Series D Preferred Stock by holders thereof.
Current report — wording carried from elsewhere
Depreciation and amortization were lower primarily as a result of properties sold in 2025 and 2026.
Current report — wording carried from elsewhere
Gain on disposal of properties, netrelate to the sale of six retail shopping centers and one outparcel sold in 2026 and six retail shopping centers sold in 2025.
Current report — wording carried from elsewhere
Interest expense decreased 9.1%. Below is a comparison of the components which make up interest expense (in thousands):
Current report — wording carried from elsewhere
(2) Includes the April 2025 Cedar Bridge Loan.
Current report — wording carried from elsewhere
Net changes in the fair value of derivative liabilitieswas a $4.2 million gain for the six months ended June 30, 2026, which represents a non-cash adjustment from a change in the fair value, primarily related to the conversion price on the Convertible Notes, which can only be adjusted downward based on the redemption price(s) of the Series D Preferred Stock relative to market trade prices of the Convertible Notes and Common Stock. See Note 7 to the accompanying condensed consolidated financial statements for additional details.
Current report — wording carried from elsewhere
Total Same-Property NOI was $15.0 million and $16.1 million for the three months ended June 30, 2026 and 2025, respectively, representing a decrease of 6.9% due to a 4.8% decrease in property revenue and a 0.2% increase in property expenses.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
For the three months ended March 31, 2026, the Company made principal payments in the aggregate amount of $2.7 million on the June 2022 Term Loan using proceeds from the dispositions of Moncks Corner, Ridgeland, an outparcel at St.
Previous report — wording carried elsewhere
K. For disclosure regarding recent accounting pronouncements and the anticipated impact they will have on our operations, please refer to Note 2 of the condensed consolidated financial statements included in this Form 10-Q.