8-K

Whitestone REIT (WSR)

8-K 2023-02-28 For: 2023-02-28
View Original
Added on April 04, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 Or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 28, 2023

Whitestone REIT

(Exact name of registrant as specified in charter)

Maryland 001-34855 76-0594970
(State or other jurisdiction<br><br> <br>of incorporation) (Commission File Number) (IRS Employer Identification No.)
2600 South Gessner, Suite 500,
--- ---
Houston, Texas 77063
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (713) 827-9595

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule #14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Shares of Beneficial Interest, par value $0.001 per share WSR New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 


Item 2.02 Results of Operations and Financial Condition.

On February 28, 2023, Whitestone REIT (the “Company”) announced its financial results for the three and twelve months ended December 31, 2022. A copy of the Company’s February 28, 2023 press release is furnished as Exhibit 99.1 to this current report on Form 8-K. A copy of the Company’s Quarterly Operating and Financial Supplemental Package is furnished as Exhibit 99.2 to this current report on Form 8-K. The information contained in this current report on Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference into any registration statement filed or to be filed by the Company under the Securities Act of 1933, as amended.

Item 9.01 Exhibits

(d) Exhibits.

99.1         Press release of Whitestone REIT, dated February 28, 2023.

99.2         Quarterly Supplemental Operating and Financial Data Package for Whitestone REIT for the three and twelve months ended December 31, 2022.

104          Cover Page Interactive Data File (embedded within the Inline XBRL document)


EXHIBIT INDEX

99.1 Press release of Whitestone REIT, dated February 28, 2023.
99.2 Quarterly Supplemental Operating and Financial Data for Whitestone REIT for the three and twelve months ended December 31, 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Whitestone REIT
(Registrant)
Date: February 28, 2023 By: /s/ John S. Hogan
Name: John S. Hogan<br><br> <br>Title: Chief Financial Officer

ex_459971.htm

Exhibit 99.1

WHITESTONE REIT

REPORTS fourth QUARTER AND FULL YEAR 2022 RESULTS

Houston, Texas, February 28, 2023 - Whitestone REIT (NYSE: WSR) (“Whitestone” or the “Company”) today announced its operating and financial results for the fourth quarter and full year of 2022. Whitestone creates neighborhood center communities in its high-quality open-air shopping centers that it acquires, owns, manages, develops, and redevelops primarily in the largest, fastest-growing, high-household-income markets in the Sunbelt.

“2022 was an outstanding year of achievement for Whitestone.  We grew occupancy by 240 basis points to a record 93.7%.  Same store NOI was up 7.9%.  We grew FFO/share by nearly 20% and reduced our debt/EBITDAre by 1.3x, down to 7.8x. We amended and extended our credit facility and subsequently received an investment grade credit rating.  Our tenants and our centers continue to thrive and we are eager to build on this momentum in 2023. We remain focused on maximizing shareholder value through disciplined organic growth, prudent capital allocation, balance sheet strengthening and judicious expense management.”

–    Dave Holeman, Chief Executive Officer

Fourth Quarter 2022 Operating and Financial Results

All per share amounts are on a diluted per common share and operating partnership (OP) unit basis unless stated otherwise.

Reconciliations of Net Income Attributable to Whitestone REIT to FFO, NOI and EBITDAre are included herein.

Revenues of $34.9 million versus $33.3 million for the fourth quarter of 2021.
Net Income attributable to common shareholders of $19.9 million, or $0.40 per diluted share, versus $2.6 million, or $0.05 per diluted share for the fourth quarter of 2021.
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Funds from Operations (“FFO”) per diluted share of $0.23 versus $0.21 for the fourth quarter of 2021.
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EBITDAre of $20.3 million versus $17.0 million for the fourth quarter of 2021.
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Same-Store Net Operating Income (“NOI”) grew 7.1% to $23.4 million versus $21.8 million for the fourth quarter of 2021.
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Net Effective Annual Base Rental Revenue per leased square foot was up 4.3% to $21.99, compared to the prior year quarter.
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Full Year 2022 Operating and Financial Results

All per share amounts are on a diluted per common share and operating partnership (OP) unit basis unless stated otherwise.

Revenues of $139.4 million versus $125.4 million for 2021.
Net income attributable to common shareholders of $35.3 million, or $0.71 per diluted share, versus $12.0 million, or $0.26 per diluted share for 2021.
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Funds from Operations (“FFO”) per diluted share of $1.03 versus $0.86 for 2021.
--- ---
EBITDAre of $80.8 million versus $66.6 million for 2021.
--- ---
Same-Store Net Operating Income (“NOI”) grew 7.9% to $86.7 million versus $80.4 million for 2021.
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Operating Results

For the three-month periods ending December 31, 2022 and 2021 the Company’s operating highlights were as follows:

Fourth Quarter 2022 Fourth Quarter 2021
Occupancy:
Wholly Owned Properties – All 93.7% 91.3%
>10,000 Sq Ft Occupancy 98.0% 95.5%
≤ 10,000 Sq Ft Occupancy 91.2% 88.9%
Same Store Property Net Operating Income Change ^(1)^ 7.1% 12.8%
Rental Rate Growth - Total (GAAP Basis): 23.5% 14.9%
New Leases 24.3% 11.2%
Renewal Leases 23.2% 15.7%
Leasing Transactions:
Number of New Leases 22 46
New Leases - Lease Term Revenue (millions) $27.5 $17.5
Number of Renewal Leases 38 65
Renewal Leases - Lease Term Revenue (millions) $9.7 $20.7

1


Balance Sheet and Debt Metrics

As of December 31, 2022, Whitestone had total debt of $626.0 million, along with capacity and availability of $146.4 million each under its $250 million revolving credit facility.
As of December 31, 2022, the Company has undepreciated real estate assets of $1.2 billion.
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Dividend

On December 15, 2022, the Company declared a quarterly cash distribution of $0.12 per common share and OP unit for the first quarter of 2023, to be paid in three equal installments of $0.04 in January, February and March of 2023. The fourth quarter dividend represents an 11.6% increase from the fourth quarter of 2021.

2023 Full Year Guidance

The Company currently estimates that U.S. generally accepted accounting principles (“GAAP”) net income available to common shareholders will be within the range of $0.29 to $0.33 per diluted share, and FFO will be within the range of $0.95 to $0.99 per diluted share and OP Unit.

Initial 2023 Guidance
(unaudited, amounts in thousands except per share and percentages)
Net income attributable to Whitestone REIT 14,400 - 16,500 $35,270
FFO ^(1)^ 48,300 - 50,400 $52,193
Net income attributable to Whitestone REIT per share 0.29 - 0.33 $0.71
FFO per diluted share and OP Unit ^(1)^ 0.95 - 0.99 $1.03
Key Drivers:
Same store net operating income growth ^(2)^ 2.5% – 4.5% 7.9%
Bad debt as a percentage of revenue 0.75% – 1.50% 0.83%
General and administrative expense 19,200 - 19,700 $18,066^(4)^
Interest expense 31,700 - 33,200 $27,193
Ending occupancy 93.5% - 94.5% 93.7%
Net Debt to EBITDAre Ratio ^(3)^ 7.3X - 6.9X 7.7X

All values are in US Dollars.

^(1)^ For the reconciliation of forward-looking non-GAAP financial measure to the comparable GAAP financial measure, see theFFO per diluted share and OP unitreconciliation table .

^(2)^ Excludes straight-line rent, amortization of above/below market rates and lease termination fees for both periods.

(3) Fourth quarter annualized EBITDAre.

(4) Includes $2.2 million of reduced expenses from stock forfeitures related to the termination of former executives.

Portfolio Statistics

As of December 31, 2022, Whitestone wholly owned 57 Community-Centered Properties™ with 5.1 million square feet of gross leasable area (“GLA“). Five of the 57 Community-Centered Properties™ are land parcels held for future development. The portfolio is comprised of 31 properties in Texas, 25 in Arizona and 1 in Illinois. Whitestone’s Community-Centered Properties™ are located in the MSA's of Austin (5), Chicago (1), Dallas-Fort Worth (9), Houston (14), Phoenix (25), and San Antonio (3). The Company’s properties in these markets are generally in high-traffic locations, surrounded by high-household-income communities. The Company also owns an 81.4% equity interest in eight properties containing 0.9 million square feet of GLA through its investment in Pillarstone OP.

2


At the end of the fourth quarter, the Company’s diversified tenant base was comprised of 1,477 tenants, with the largest tenant accounting for only 2.2% of annualized base rental revenues. No single tenant exceeded 2.2% of total revenues. Lease terms range from less than one year for smaller tenants to more than 15 years for larger tenants. Whitestone’s leases generally include minimum monthly lease payments and tenant reimbursements for payment of taxes, insurance and maintenance, and typically exclude restrictive lease clauses.

Conference Call Information

In conjunction with the issuance of its financial results, the Company invites you to listen to its earnings release conference call to be broadcast live on Wednesday, March 1, 2023, at 8:00 A.M Eastern Time / 7:00 A.M. Central Time. The call will be led by Dave Holeman, Chief Executive Officer. Conference call access information is as follows:

To listen to a webcast of the conference call, click on the Investor Relations tab of the Company’s website, www.whitestonereit.com, and then click on the webcast link. A replay of the call will be available on Whitestone’s website via the webcast link until the Company’s next earnings release. Additional information about Whitestone can be found on the Company’s website.

Dial-in number for domestic participants: 1-877-407-0784
Dial-in number for international participants: 1-201-689-8560

The conference call will be recorded, and a telephone replay will be available through Wednesday, March 15, 2023. Replay access information is as follows:

Replay number for domestic participants: 1-844-512-2921
Replay number for international participants: 1-412-317-6671
Passcode (for all participants): 13734723

Supplemental Financial Information

The fourth quarter earnings release and supplemental data package will be located in the “News and Events” and “Financial Reporting” tabs of the Investor Relations section of the Company’s website at www.whitestonereit.com. The earnings release and supplemental data package will also be available by mail upon request. To receive a copy, please call Investor Relations at (713) 435-2219.

About Whitestone REIT

Whitestone REIT (NYSE: WSR) is a community-centered real estate investment trust (REIT) that acquires, owns, operates, and develops open-air, retail centers located in some of the fastest growing markets in the country: Phoenix, Austin, Dallas-Fort Worth, Houston and San Antonio.

Our centers are convenience focused: merchandised with a mix of service-oriented tenants providing food (restaurants and grocers), self-care (health and fitness), services (financial and logistics), education and entertainment to the surrounding communities. The Company believes its strong community connections and deep tenant relationships are key to the success of its current centers and its acquisition strategy. For additional information, please visit www.whitestonereit.com.

3


Forward-Looking Statements

This Report contains forward-looking statements within the meaning of the federal securities laws, including discussion and analysis of our financial condition, pending acquisitions and the impact of such acquisitions on our financial condition and results of operations, anticipated capital expenditures required to complete projects, amounts of anticipated cash distributions to our shareholders in the future and other matters. These forward-looking statements are not historical facts but are the intent, belief or current expectations of our management based on its knowledge and understanding of our business and industry. Forward-looking statements are typically identified by the use of terms such as “may,” “will,” “should,” “potential,” “predicts,” “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,” “estimates” or the negative of such terms and variations of these words and similar expressions, although not all forward-looking statements include these words. 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.

Factors that could cause actual results to differ materially from any forward-looking statements made in this Report include: the imposition of federal income taxes if we fail to qualify as a real estate investment trust (“REIT”) in any taxable year or forego an opportunity to ensure REIT status; uncertainties related to the national economy, the real estate industry in general and in our specific markets; legislative or regulatory changes, including changes to laws governing REITs; adverse economic or real estate developments or conditions in Texas or Arizona, Houston and Phoenix in particular, including the potential impact of COVID-19 on our tenants’ ability to pay their rent, which could result in bad debt allowances or straight-line rent reserve adjustments; inflation and increases in interest rates, operating costs or general and administrative expenses; availability and terms of capital and financing, both to fund our operations and to refinance our indebtedness as it matures; decreases in rental rates or increases in vacancy rates; litigation risks; lease-up risks, including leasing risks arising from exclusivity and consent provisions in leases with significant tenants; our inability to renew tenant leases or obtain new tenant leases upon the expiration of existing leases; our inability to generate sufficient cash flows due to market conditions, competition, uninsured losses, changes in tax or other applicable laws; geopolitical conflicts, such as the ongoing conflict between Russia and Ukraine; the need to fund tenant improvements or other capital expenditures out of operating cash flow; and the risk that we are unable to raise capital for working capital, acquisitions or other uses on attractive terms or at all and other factors detailed in the Company's most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other documents the Company files with the Securities and Exchange Commission from time to time.

Non-GAAP Financial Measures

This release contains supplemental financial measures that are not calculated pursuant to U.S. generally accepted accounting principles (“GAAP”) including EBITDAre, FFO, NOI and net debt. Following are explanations and reconciliations of these metrics to their most comparable GAAP metric.

EBITDAre: The National Association of Real Estate Investment Trusts (“NAREIT”) defines EBITDAre as net income computed in accordance with GAAP, plus interest expense, income tax expense, depreciation and amortization and impairment write-downs of depreciable property and of investments in unconsolidated affiliates caused by a decrease in value of depreciable property in the affiliate, plus or minus losses and gains on the disposition of depreciable property, including losses/gains on change in control and adjustments to reflect the entity’s share of EBITDAre of the unconsolidated affiliates and consolidated affiliates with non-controlling interests. The Company calculates EBITDAre in a manner consistent with the NAREIT definition. Management believes that EBITDAre represents a supplemental non-GAAP performance measure that provides investors with a relevant basis for comparing REITs. There can be no assurance the EBITDAre as presented by the Company is comparable to similarly titled measures of other REITs. EBITDAre should not be considered as an alternative to net income or other measurements under GAAP as indicators of operating performance or to cash flows from operating, investing or financing activities as measures of liquidity. EBITDAre does not reflect working capital changes, cash expenditures for capital improvements or principal payments on indebtedness.

FFO: Funds From Operations: The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO as net income (loss) (calculated in accordance with GAAP), excluding depreciation and amortization related to real estate, gains or losses from the sale of certain real estate assets, gains and losses from change in control, and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. We calculate FFO in a manner consistent with the NAREIT definition and also include adjustments for our unconsolidated real estate partnership.

Normalized Funds from Operations (“Normalized FFO”) is a non-GAAP measure. We define Normalized FFO as FFO excluding extinguishment of debt costs.

Management uses FFO and Normalized FFO as a supplemental measure to conduct and evaluate our business because there are certain limitations associated with using GAAP net income (loss) alone as the primary measure of our operating performance. Historical cost accounting for real estate assets in accordance with GAAP implicitly assumes that the value of real estate assets diminishes predictably over time. Because real estate values instead have historically risen or fallen with market conditions, management believes that the presentation of operating results for real estate companies that use historical cost accounting is insufficient by itself. In addition, securities analysts, investors and other interested parties use FFO and Normalized FFO as the primary metric for comparing the relative performance of equity REITs. FFO and Normalized FFO should not be considered as an alternative to net income or other measurements under GAAP, as an indicator of our operating performance or to cash flows from operating, investing or financing activities as a measure of liquidity. FFO and Normalized FFO does not reflect working capital changes, cash expenditures for capital improvements or principal payments on indebtedness. Although our calculation of FFO is consistent with that of NAREIT, there can be no assurance that FFO and Normalized FFO presented by us is comparable to similarly titled measures of other REITs.

4


NOI: Net Operating Income: Management believes that NOI is a useful measure of our property operating performance. We define NOI as operating revenues (rental and other revenues) less property and related expenses (property operation and maintenance and real estate taxes). Other REITs may use different methodologies for calculating NOI and, accordingly, our NOI may not be comparable to other REITs. Because NOI excludes general and administrative expenses, depreciation and amortization, equity or deficit in earnings of real estate partnership, interest expense, interest, dividend and other investment income, provision for income taxes, gain on sale of property from discontinued operations, management fee (net of related expenses) and gain or loss on sale or disposition of assets, and includes NOI of real estate partnership (pro rata) and net income attributable to noncontrolling interest, it provides a performance measure that, when compared year-over-year, reflects the revenues and expenses directly associated with owning and operating commercial real estate properties and the impact to operations from trends in occupancy rates, rental rates and operating costs, providing perspective not immediately apparent from net income. We use NOI to evaluate our operating performance since NOI allows us to evaluate the impact that factors such as occupancy levels, lease structure, lease rates and tenant base have on our results, margins and returns. In addition, management believes that NOI provides useful information to the investment community about our property and operating performance when compared to other REITs since NOI is generally recognized as a standard measure of property performance in the real estate industry. However, NOI should not be viewed as a measure of our overall financial performance since it does not reflect the level of capital expenditure and leasing costs necessary to maintain the operating performance of our properties, including general and administrative expenses, depreciation and amortization, equity or deficit in earnings of real estate partnership, interest expense, interest, dividend and other investment income, provision for income taxes, gain on sale of property from discontinued operations, management fee (net of related expenses) and gain or loss on sale or disposition of assets.

Same Store NOI: Management believes that Same Store NOI is a useful measure of the Company’s property operating performance because it includes only the properties that have been owned for the entire period being compared, and that it is frequently used by the investment community. Same Store NOI assists in eliminating differences in NOI due to the acquisition or disposition of properties during the period being presented, providing a more consistent measure of the Company’s performance. The Company defines Same Store NOI as operating revenues (rental and other revenues, excluding straight-line rent adjustments, amortization of above/below market rents, and lease termination fees) less property and related expenses (property operation and maintenance and real estate taxes), Non-Same Store NOI, and NOI of our investment in Pillarstone OP (pro rata). We define “Non-Same Stores” as properties that have been acquired since the beginning of the period being compared and properties that have been sold, but not classified as discontinued operations. Other REITs may use different methodologies for calculating Same Store NOI, and accordingly, the Company's Same Store NOI may not be comparable to that of other REITs.

Net debt: We present net debt, which we define as total debt net of insurance financing less cash plus our proportional share of net debt of real estate partnership, and net debt to pro forma EBITDAre, which we define as net debt divided by EBITDAre because we believe they are helpful as supplemental measures in assessing our ability to service our financing obligations and in evaluating balance sheet leverage against that of other REITs. However, net debt and net debt to pro forma EBITDAre should not be viewed as a stand-alone measure of our overall liquidity and leverage. In addition, our REITs may use different methodologies for calculating net debt and net debt to pro forma EBITDAre, and accordingly our net debt and net debt to pro forma EBITDAre may not be comparable to that of other REITs.

Investor and Media Relations:

David Mordy

Director, Investor Relations

Whitestone REIT

(713) 435-2219

ir@whitestonereit.com

5


Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
December 31, 2021
--- --- --- --- --- ---
ASSETS
Real estate assets, at cost
Property 1,199,041 $ 1,196,919
Accumulated depreciation (208,286 ) (190,333 )
Total real estate assets 990,755 1,006,586
Investment in real estate partnership 34,826 34,588
Cash and cash equivalents 6,166 15,721
Restricted cash 189 193
Escrows and acquisition deposits 12,827 11,323
Accrued rents and accounts receivable, net of allowance for doubtful accounts (1) 25,570 22,395
Receivable due from related party 1,377 847
Unamortized lease commissions, legal fees and loan costs 12,697 8,442
Prepaid expenses and other assets(2) 7,838 1,995
Finance lease right-of-use assets 10,522
Total assets 1,102,767 $ 1,102,090
LIABILITIES AND EQUITY
Liabilities:
Notes payable 625,427 $ 642,842
Accounts payable and accrued expenses(3) 36,154 45,777
Payable due to related party 1,561 997
Tenants' security deposits 8,428 8,070
Dividends and distributions payable 6,008 5,366
Finance lease liabilities 735
Total liabilities 678,313 703,052
Commitments and contingencies:
Equity:
Preferred shares, 0.001 par value per share; 50,000,000 shares authorized; none issued and outstanding as of December 31, 2022 and December 31, 2021
Common shares, 0.001 par value per share; 400,000,000 shares authorized; 49,422,716 and 49,144,153 issued and outstanding as of December 31, 2022 and December 31, 2021, respectively 49 48
Additional paid-in capital 624,785 623,462
Accumulated deficit (212,366 ) (223,973 )
Accumulated other comprehensive income (loss) 5,980 (6,754 )
Total Whitestone REIT shareholders' equity 418,448 392,783
Noncontrolling interest in subsidiary 6,006 6,255
Total equity 424,454 399,038
Total liabilities and equity 1,102,767 $ 1,102,090

All values are in US Dollars.

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Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands)
December 31, 2022 December 31, 2021
--- --- --- --- --- --- ---
^(1)^ Accrued rents and accounts receivable, net of allowance for doubtful accounts
Tenant receivables $ 19,236 $ 18,410
Accrued rents and other recoveries 22,103 18,681
Allowance for doubtful accounts (16,230 ) (14,896 )
Other receivables 461 200
Total accrued rents and accounts receivable, net of allowance for doubtful accounts $ 25,570 $ 22,395
^(2)^ Operating lease right of use assets (net) $ 124 $ 222
^(3)^ Operating lease liabilities $ 129 $ 231

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(in thousands)
Three Months Ended December 31, Year Ended December 31,
--- --- --- --- --- --- --- --- --- --- --- --- ---
2022 2021 2022 2021
Revenues **** **** **** ****
Rental^(1)^ $ 34,700 $ 32,961 $ 138,200 $ 123,877
Management, transaction, and other fees 218 297 1,221 1,488
Total revenues 34,918 33,258 139,421 125,365
Operating expenses **** **** **** ****
Depreciation and amortization 8,046 7,492 31,707 28,950
Operating and maintenance 6,435 6,488 25,688 22,560
Real estate taxes 3,740 3,975 17,607 16,762
General and administrative 5,003 6,589 18,066 22,625
Total operating expenses 23,224 24,544 93,068 90,897
Other expenses (income) **** **** **** ****
Interest expense 8,082 6,147 27,193 24,564
Gain on sale of properties, net (16,950 ) (16,950 ) (266 )
Loss on disposal of assets, net 180 1 192 90
Interest, dividend and other investment income (22 ) (13 ) (65 ) (116 )
Total other expenses (income) (8,710 ) 6,135 10,370 24,272
Income before equity investment in real estate partnership and income tax 20,404 2,579 35,983 10,196
Equity in earnings of real estate partnership (65 ) 180 239 609
Provision for income tax (109 ) (111 ) (422 ) (385 )
Income from continuing operations 20,230 2,648 35,800 10,420
Gain on sale of property from discontinued operations 1,833
Income from discontinued operations 1,833
Net Income 20,230 2,648 35,800 12,253
Less: Net income attributable to noncontrolling interests 291 40 530 205
Net income attributable to Whitestone REIT $ 19,939 $ 2,608 $ 35,270 $ 12,048

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(in thousands, except per share data)
Three Months Ended December 31, Year Ended December 31,
--- --- --- --- --- --- --- --- --- ---
2022 2021 2022 2021
Basic Earnings Per Share: ****
Income from continuing operations attributable to Whitestone REIT, excluding amounts attributable to unvested restricted shares $ 0.40 $ 0.05 $ 0.72 $ 0.23
Income from discontinued operations attributable to Whitestone REIT 0.03
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares $ 0.40 $ 0.05 $ 0.72 $ 0.26
Diluted Earnings Per Share: ****
Income from continuing operations attributable to Whitestone REIT, excluding amounts attributable to unvested restricted shares $ 0.40 $ 0.05 $ 0.71 $ 0.22
Income from discontinued operations attributable to Whitestone REIT 0.04
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares $ 0.40 $ 0.05 $ 0.71 $ 0.26
Weighted average number of common shares outstanding: ****
Basic 49,384 49,102 49,256 45,486
Diluted 50,126 49,981 49,950 46,336
Consolidated Statements of Comprehensive Income ****
Net income $ 20,230 $ 2,648 $ 35,800 $ 12,253
Other comprehensive income ****
Unrealized gain on cash flow hedging activities (1,698 ) 3,020 12,925 7,803
Comprehensive income 18,532 5,668 48,725 20,056
Less: Net income attributable to noncontrolling interests 291 40 530 205
Less: Comprehensive income attributable to noncontrolling interests (24 ) 48 191 130
Comprehensive income attributable to Whitestone REIT $ 18,265 $ 5,580 $ 48,004 $ 19,721

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(in thousands)
Three Months Ended December 31, Year Ended December 31,
--- --- --- --- --- --- --- --- --- --- ---
2022 2021 2022 2021
^(1)^ Rental
Rental revenues $ 26,090 $ 23,818 $ 101,113 $ 90,859
Recoveries 9,151 8,553 38,243 32,928
Bad debt (541 ) 590 (1,156 ) 90
Total rental $ 34,700 $ 32,961 $ 138,200 $ 123,877

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Whitestone REIT and Subsidiaries<br><br> <br>CONSOLIDATED STATEMENTS OF CASH FLOWS<br><br> <br>(in thousands)
Year Ended December 31,
--- --- --- --- --- --- ---
2022 2021
Cash flows from operating activities: **** ****
Net income from continuing operations $ 35,800 $ 10,420
Net income from discontinued operations 1,833
Net income 35,800 12,253
Adjustments to reconcile net income to net cash provided by operating activities: **** ****
Depreciation and amortization 31,707 28,950
Amortization of deferred loan costs 1,100 1,096
Gain on sale of properties, net (16,950 ) (266 )
Loss on disposal of assets, net 192 90
Bad debt 1,156 (90 )
Share-based compensation 1,511 5,913
Equity in earnings of real estate partnership (239 ) (609 )
Changes in operating assets and liabilities:
Escrows and acquisition deposits (1,504 ) (2,049 )
Accrued rents and accounts receivable (4,331 ) 704
Receivable due from related party (530 ) (512 )
Unamortized lease commissions, legal fees and loan costs (3,386 ) (3,259 )
Prepaid expenses and other assets 1,749 1,963
Accounts payable and accrued expenses (2,766 ) 2,663
Payable due to related party 564 872
Tenants' security deposits 358 1,154
Net cash provided by operating activities 44,431 47,040
Cash flows from investing activities: **** ****
Acquisitions of real estate (16,992 ) (81,588 )
Acquisition of ground lease (9,786 )
Additions to real estate (13,659 ) (9,642 )
Proceeds from sales of properties 33,723
Net cash used in investing activities (6,714 ) (91,230 )
Net cash provided by investing activities of discontinued operations 1,833
Cash flows from financing activities: **** ****
Distributions paid to common shareholders (22,958 ) (19,320 )
Distributions paid to OP unit holders (346 ) (331 )
Proceeds from issuance of common shares, net of offering costs 55,981
Payments of exchange offer costs (335 ) (63 )
Net payments of credit facility (16,000 )
Repayments of notes payable (3,468 ) (3,261 )
Payment of loan origination costs (3,632 )
Repurchase of common shares (537 ) (691 )
Net cash provided by (used in) financing activities (47,276 ) 32,315
Net decrease in cash, cash equivalents and restricted cash (9,559 ) (10,042 )
Cash, cash equivalents and restricted cash at beginning of period 15,914 25,956
Cash, cash equivalents and restricted cash at end of period ^(1)^ $ 6,355 $ 15,914
^(1)^ For a reconciliation of cash, cash equivalents and restricted cash, see supplemental disclosures below.
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11


Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Supplemental Disclosures
(in thousands)
Year Ended December 31,
--- --- --- --- --- ---
2022 2021
Supplemental disclosure of cash flow information: ****
Cash paid for interest $ 26,493 $ 23,685
Cash paid for taxes $ 366 $ 364
Non cash investing and financing activities: ****
Disposal of fully depreciated real estate $ 454 $ 297
Financed insurance premiums $ 1,846 $ 1,712
Value of shares issued under dividend reinvestment plan $ 67 $ 60
Value of common shares exchanged for OP units $ 618 $ 18
Change in fair value of cash flow hedge $ 12,925 $ 7,803
Reallocation of ownership percentage between parent and subsidiary $ $ (27 )
Recognition of finance lease liabilities $ 735 $
December 31, 2022
--- --- --- --- ---
2022 2021
Cash, cash equivalents and restricted cash
Cash and cash equivalents $ 6,166 $ 15,721
Restricted cash 189 193
Total cash, cash equivalents and restricted cash $ 6,355 $ 15,914

12


Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(in thousands, except per share and per unit data)
Three Months Ended December 31, Year Ended December 31,
--- --- --- --- --- --- --- --- --- --- --- ---
2022 2021 2022 2021
FFO (NAREIT) AND NORMALIZED FFO **** **** ****
Net income attributable to Whitestone REIT $ 19,939 $ 2,608 $ 35,270 $ 12,048
Adjustments to reconcile to FFO:^(1)^
Depreciation and amortization of real estate assets 8,004 7,453 31,538 28,806
Depreciation and amortization of real estate assets of real estate partnership (pro rata)^(2)^ 404 420 1,613 1,674
Loss on disposal of assets, net 180 1 192 90
Gain on sale of properties from continuing operations, net (16,950 ) (16,950 ) (266 )
Gain on sale of property from discontinued operations (1,833 )
Gain on sale or disposal of properties or assets of real estate partnership (pro rata) (19 )
Net income attributable to noncontrolling interests 291 40 530 205
FFO (NAREIT) 11,868 10,522 52,193 40,705
Adjustments to reconcile to Normalized FFO:
Early debt extinguishment costs 147
Normalized FFO $ 11,868 $ 10,522 $ 52,340 $ 40,705
FFO PER SHARE AND OP UNIT CALCULATION **** **** ****
Numerator:
FFO $ 11,868 $ 10,522 $ 52,193 $ 40,705
Normalized FFO $ 11,868 $ 10,522 $ 52,340 $ 40,705
Denominator:
Weighted average number of total common shares - basic 49,384 49,102 49,256 45,486
Weighted average number of total noncontrolling OP units - basic 695 771 738 772
Weighted average number of total common shares and noncontrolling OP units - basic 50,079 49,873 49,994 46,258
Effect of dilutive securities:
Unvested restricted shares 742 879 694 850
Weighted average number of total common shares and noncontrolling OP units - diluted 50,821 50,752 50,688 47,108
FFO per common share and OP unit - basic $ 0.24 $ 0.21 $ 1.04 $ 0.88
FFO per common share and OP unit - diluted $ 0.23 $ 0.21 $ 1.03 $ 0.86
Normalized FFO per common share and OP unit - basic $ 0.24 $ 0.21 $ 1.05 $ 0.88
Normalized FFO per common share and OP unit - diluted $ 0.23 $ 0.21 $ 1.03 $ 0.86
^(1)^ Includes pro-rata share attributable to real estate partnership.
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^(2)^ We rely on reporting provided to us by our third party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of December 31, 2022 have not been made available to us, we have estimated depreciation and amortization of real estate assets based on the information available to us at the time of this Report.
--- ---

13


Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
Three Months Ended December 31, Year Ended December 31,
--- --- --- --- --- --- --- --- --- --- --- --- ---
2022 2021 2022 2021
PROPERTY NET OPERATING INCOME **** **** **** ****
Net income attributable to Whitestone REIT $ 19,939 $ 2,608 $ 35,270 $ 12,048
General and administrative expenses 5,003 6,589 18,066 22,625
Depreciation and amortization 8,046 7,492 31,707 28,950
Equity in earnings of real estate partnership^(1)^ 65 (180 ) (239 ) (609 )
Interest expense 8,082 6,147 27,193 24,564
Interest, dividend and other investment income (22 ) (13 ) (65 ) (116 )
Provision for income taxes 109 111 422 385
Gain on sale of properties from continuing operations, net (16,950 ) (16,950 ) (266 )
Gain on sale of property from discontinued operations (1,833 )
Management fee, net of related expenses 85 112 331
Loss on disposal of assets, net 180 1 192 90
NOI of real estate partnership (pro rata) 594 987 3,023 3,833
Net income attributable to noncontrolling interests 291 40 530 205
NOI $ 25,337 $ 23,867 $ 99,261 $ 90,207
Non-Same Store NOI ^(2)^ (727 ) (623 ) (7,244 ) (3,513 )
NOI of real estate partnership (pro rata)^(1)^ (594 ) (987 ) (3,023 ) (3,833 )
NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata) 24,016 22,257 88,994 82,861
Same Store straight-line rent adjustments (378 ) (238 ) (1,181 ) (1,371 )
Same Store amortization of above/below market rents (264 ) (198 ) (949 ) (832 )
Same Store lease termination fees (21 ) (14 ) (135 ) (280 )
Same Store NOI ^(3)^ $ 23,353 $ 21,807 $ 86,729 $ 80,378
^(1)^ We rely on reporting provided to us by our third party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of December 31, 2022 have not been made available to us, we have estimated equity in earnings and pro rata share of NOI of real estate partnership based on the information available to us at the time of this Report.
--- ---
^(2)^ We define “Non-Same Store” as properties that have been acquired since the beginning of the period being compared and properties that have been sold, but not classified as discontinued operations. For purposes of comparing the three months ended December 31, 2022 to the three months ended December 31, 2021, Non-Same Store includes properties acquired between October 1, 2021 and December 31, 2022 and properties sold between October 1, 2021 and December 31, 2022, but not included in discontinued operations. For purposes of comparing the twelve months ended December 31, 2022 to the twelve months ended December 31, 2021, Non-Same Store includes properties acquired between January 1, 2021 and December 31, 2022 and properties sold between January 1, 2021 and December 31, 2022, but not included in discontinued operations.
--- ---
^(3)^ We define “Same Store” as properties that have been owned during the entire period being compared. For purposes of comparing the three months ended December 31, 2022 to the three months ended December 31, 2021, Same Store includes properties owned before October 1, 2021 and not sold before December 31, 2022.  For purposes of comparing the twelve months ended December 31, 2022 to the twelve months ended December 31, 2021, Same Store includes properties owned before January 1, 2021 and not sold before December 31, 2022.
--- ---

14


Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
Three Months Ended December 31, Year Ended December 31,
--- --- --- --- --- --- --- --- --- --- --- --- ---
2022 2021 2022 2021
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre) **** ****
Net income attributable to Whitestone REIT $ 19,939 $ 2,608 $ 35,270 $ 12,048
Depreciation and amortization 8,046 7,492 31,707 28,950
Interest expense 8,082 6,147 27,193 24,564
Provision for income taxes 109 111 422 385
Net income attributable to noncontrolling interests 291 40 530 205
Equity in earnings of real estate partnership^(1)^ 65 (180 ) (239 ) (609 )
EBITDAre adjustments for real estate partnership^(1)^ 533 813 2,626 3,071
Gain on sale of properties from continuing operations, net (16,950 ) (16,950 ) (266 )
Gain on sale of property from discontinued operations (1,833 )
Loss on disposal of assets, net 180 1 192 90
EBITDAre $ 20,295 $ 17,032 $ 80,751 $ 66,605

(1) We rely on reporting provided to us by our third party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of December 31, 2022 have not been made available to us, we have estimated equity in earnings and EBITDAre adjustments for real estate partnership based on the information available to us at the time of this Report.

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
---
Initial Full Year Guidance for 2023
---
(in thousands, except per share and per unit data)
---
Projected Range Full Year 2023
--- --- --- --- ---
Low High
FFO per diluted share and OP unit **** **** **** ****
Net income attributable to Whitestone REIT $ 14,400 $ 16,500
Depreciation and amortization of real estate assets 32,228 32,228
Depreciation and amortization of real estate assets of real estate partnership (pro rata) 1,672 1,672
FFO $ 48,300 $ 50,400
Dilutive shares 50,327 50,327
OP Units 738 738
Dilutive share and OP Units 51,065 51,065
Net income attributable to Whitestone REIT per diluted share $ 0.29 $ 0.33
FFO per diluted share and OP Unit $ 0.95 $ 0.99

15

ex_459972.htm

Exhibit 99.2

wsr-supplementalcover1r.jpg


Table of Contents


Table of Contents

TABLE OF CONTENTS
Page
Corporate Profile 1
Fourth Quarter 2022 Earnings Release 2
Financial Results
Consolidated Balance Sheets 7
Consolidated Statements of Operations and Comprehensive Income 9
Consolidated Statements of Cash Flows 12
Reconciliation of Non-GAAP Measures 14
Same Store Property Analysis 17
Other Financial Information 19
Market Capitalization and Selected Ratios 20
Summary of Outstanding Debt and Debt Maturities 22
Summary of Occupancy and Top Tenants 23
Tenant Type Summary 26
Summary of Leasing Activity 27
Lease Expirations 30
Property Details 31

Table of Contents

CORPORATE PROFILE
NYSE: WSR<br><br> <br>Common Shares<br><br> <br><br><br> <br>57 Community Centers<br><br> <br>5.1 million sq. ft. of gross<br><br> <br>leasable area<br><br> <br>1,477 tenants<br><br> <br><br><br> <br>6 Top Growth Markets<br><br> <br>Austin<br><br> <br>Chicago<br><br> <br>Dallas-Fort Worth<br><br> <br>Houston<br><br> <br>Phoenix<br><br> <br>San Antonio<br><br> <br><br><br> <br>Fiscal Year End<br><br> <br>12/31<br><br> <br><br><br> <br>Common Shares &<br><br> <br>Units Outstanding*:<br><br> <br>Common Shares: 49.4 million<br><br> <br>Operating Partnership Units:<br><br> <br>0.7 million Whitestone REIT (NYSE: WSR) is a community-centered shopping center REIT that acquires, owns, manages, develops and redevelops high-quality open-air neighborhood centers primarily in the largest, fastest-growing and high-household-income markets in the Sunbelt.  Whitestone creates communities that thrive through creating local connections between consumers in the surrounding communities and a well-crafted mix of national, regional and local tenants that provide daily necessities, needed services, entertainment and experiences. Whitestone has consistently paid a monthly dividend for more than 15 years.  The Company’s balanced and well-managed capital structure provides stability and flexibility to support it through a multitude of economic cycles.<br><br> <br><br><br> <br>We invest in properties that are or can become Community Centered Properties® from which our tenants deliver needed services to the surrounding population. We focus on properties with smaller rental spaces that present opportunities for attractive returns.<br><br> <br><br><br> <br>Our strategic efforts target entrepreneurial, service-oriented tenants at each property who provide services to their respective surrounding communities. Operations include an internal management structure providing cost-effective services to locally-oriented, smaller space tenants. Multi-cultural community focus sets us apart from traditional commercial real estate operators. We value diversity on our team and maintain in-house leasing, property management, marketing, construction, and maintenance departments with culturally diverse and multi-lingual associates who understand the particular needs of our tenants and neighborhoods.<br><br> <br><br><br> <br>We have a diverse tenant base concentrated on service offerings such as specialty retail, grocery, restaurants, medical, educational and financial services, and entertainment. These tenants tend to occupy smaller spaces (less than 10,000 square feet) and, as of December 31, 2022, provided a 85% premium rental rate compared to our larger space tenants. The largest of our 1,477 tenants at our wholly owned properties accounted for 2.2% of our revenues for the three months ended December 31, 2022, and no single tenant exceeded 2.2%.
Distribution (per share / unit)*:
--- --- --- ---
Quarter: 0.12
Annualized: 0.48
Dividend Yield: 5.10%**
Board of Trustees:
David F. Taylor
Nandita V. Berry
Amy S. Feng
David K. Holeman Colliers EF Hutton JMP Securities
Jeffrey A. Jones David Toti Gaurav Mehta, CFA Mitchell Germain
Paul T. Lambert 917.903.9407 212.970.5261 212.906.3537
david.toti@colliers.com gmehta@efhuttongroup.com mgermain@jmpsecurities.com
Truist Securities
Anthony Hau
* As of February 27, 2023 212.303.4176
** Based on common share price anthony.hau@truist.com
of 9.49 as of close of market on
February 27, 2023.

All values are in US Dollars.

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WHITESTONE REIT

REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS

Houston, Texas, February 28, 2023 - Whitestone REIT (NYSE: WSR) (“Whitestone” or the “Company”) today announced its operating and financial results for the fourth quarter and full year of 2022. Whitestone creates neighborhood center communities in its high-quality open-air shopping centers that it acquires, owns, manages, develops, and redevelops primarily in the largest, fastest-growing, high-household-income markets in the Sunbelt.

“2022 was an outstanding year of achievement for Whitestone.  We grew occupancy by 240 basis points to a record 93.7%.  Same store NOI was up 7.9%. We grew FFO/share by nearly 20% and reduced our debt/EBITDAre by 1.3x, down to 7.8x. We amended and extended our credit facility and subsequently received an investment grade credit rating. Our tenants and our centers continue to thrive and we are eager to build on this momentum in 2023. We remain focused on maximizing shareholder value through disciplined organic growth, prudent capital allocation, balance sheet strengthening and judicious expense management.”

–    Dave Holeman, Chief Executive Officer

Fourth Quarter 2022 Operating and Financial Results

All per share amounts are on a diluted per common share and operating partnership (OP) unit basis unless stated otherwise.

Reconciliations of Net Income Attributable to Whitestone REIT to FFO, NOI and EBITDAre are included herein.

Revenues of $34.9 million versus $33.3 million for the fourth quarter of 2021.
Net Income attributable to common shareholders of $19.9 million, or $0.40 per diluted share, versus $2.6 million, or $0.05 per diluted share for the fourth quarter of 2021.
--- ---
Funds from Operations (“FFO”) per diluted share of $0.23 versus $0.21 for the fourth quarter of 2021.
--- ---
EBITDAre of $20.3 million versus $17.0 million for the fourth quarter of 2021.
--- ---
Same-Store Net Operating Income (“NOI”) grew 7.1% to $23.4 million versus $21.8 million for the fourth quarter of 2021.
--- ---
Net Effective Annual Base Rental Revenue per leased square foot was up 4.3% to $21.99, compared to the prior year quarter.
--- ---

Full Year 2022 Operating and Financial Results

All per share amounts are on a diluted per common share and operating partnership (OP) unit basis unless stated otherwise.

Revenues of $139.4 million versus $125.4 million for 2021.
Net income attributable to common shareholders of $35.3 million, or $0.71 per diluted share, versus $12.0 million, or $0.26 per diluted share for 2021.
--- ---
Funds from Operations (“FFO”) per diluted share of $1.03 versus $0.86 for 2021.
--- ---
EBITDAre of $80.8 million versus $66.6 million for 2021.
--- ---
Same-Store Net Operating Income (“NOI”) grew 7.9% to $86.7 million versus $80.4 million for 2021.
--- ---

Operating Results

For the three month periods ending December 31, 2022 and 2021 the Company’s operating highlights were as follows:

Fourth Quarter 2022 Fourth Quarter 2021
Occupancy:
Wholly Owned Properties – All 93.7% 91.3%
>10,000 Sq Ft Occupancy 98.0% 95.5%
≤ 10,000 Sq Ft Occupancy 91.2% 88.9%
Same Store Property Net Operating Income Change ^(1)^ 7.1% 12.8%
Rental Rate Growth - Total (GAAP Basis): 23.5% 14.9%
New Leases 24.3% 11.2%
Renewal Leases 23.2% 15.7%
Leasing Transactions:
Number of New Leases 22 46
New Leases - Lease Term Revenue (millions) $27.5 $17.5
Number of Renewal Leases 38 65
Renewal Leases - Lease Term Revenue (millions) $9.7 $20.7

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Balance Sheet and Debt Metrics

As of December 31, 2022, Whitestone had total debt of $626.0 million, along with capacity and availability of $146.4 million each under its $250 million revolving credit facility.
As of December 31, 2022, the Company has undepreciated real estate assets of $1.2 billion.
--- ---

Dividend

On December 15, 2022, the Company declared a quarterly cash distribution of $0.12 per common share and OP unit for the first quarter of 2023, to be paid in three equal installments of $0.04 in January, February and March of 2023. The fourth quarter dividend represents an 11.6% increase from the fourth quarter of 2021.

2023 Full Year Guidance

The Company currently estimates that U.S. generally accepted accounting principles (“GAAP”) net income available to common shareholders will be within the range of $0.29 to $0.33 per diluted share, and FFO will be within the range of $0.95 to $0.99 per diluted share and OP Unit.

Initial 2023 Guidance 2022 Actual
(unaudited, amounts in thousands except per share and percentages)
Net income attributable to Whitestone REIT $14,400 - $16,500 $35,270
FFO ^(1)^ $48,300 - $50,400 $52,193
Net income attributable to Whitestone REIT per share $0.29 - $0.33 $0.71
FFO per diluted share and OP Unit ^(1)^ $0.95 - $0.99 $1.03
Key Drivers:
Same store net operating income growth ^(2)^ 2.5% – 4.5% 7.9%
Bad debt as a percentage of revenue 0.75% – 1.50% 0.83%
General and administrative expense $19,200 - $19,700 $18,066^(4)^
Interest expense $31,700 - $33,200 $27,193
Ending occupancy 93.5% - 94.5% 93.7%
Net Debt to EBITDAre Ratio ^(3)^ 7.3X - 6.9X 7.7X

^(1)^ For the reconciliation of forward-looking non-GAAP financial measure to the comparable GAAP financial measure, see the "FFO per diluted share and OP unit" reconciliation table.

^(2)^ Excludes straight-line rent, amortization of above/below market rates and lease termination fees for both periods.

^(3)^ Fourth quarter annualized EBITDAre.

(4) Includes $2.2 million of reduced expenses from stock forfeitures related to the termination of former executives.

Portfolio Statistics

As of December 31, 2022, Whitestone wholly owned 57 Community-Centered Properties™ with 5.1 million square feet of gross leasable area ("GLA"). Five of the 57 Community-Centered Properties™ are land parcels held for future development. The portfolio is comprised of 31 properties in Texas, 25 in Arizona and 1 in Illinois. Whitestone’s Community-Centered Properties^TM^ are located in the MSA's of Austin (5), Chicago (1), Dallas-Fort Worth (9), Houston (14), Phoenix (25), and San Antonio (3). The Company’s properties in these markets are generally in high-traffic locations, surrounded by high-household-income communities. The Company also owns an 81.4% equity interest in eight properties containing 0.9 million square feet of GLA through its investment in Pillarstone OP.

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At the end of the fourth quarter, the Company’s diversified tenant base was comprised of 1,477 tenants, with the largest tenant accounting for only 2.2% of annualized base rental revenues. No single tenant exceeded 2.2% of total revenues. Lease terms range from less than one year for smaller tenants to more than 15 years for larger tenants. Whitestone’s leases generally include minimum monthly lease payments and tenant reimbursements for payment of taxes, insurance and maintenance, and typically exclude restrictive lease clauses.

Conference Call Information

In conjunction with the issuance of its financial results, the Company invites you to listen to its earnings release conference call to be broadcast live on Wednesday, March 1, 2023, at 8:00 A.M Eastern Time / 7:00 A.M. Central Time. The call will be led by Dave Holeman, Chief Executive Officer. Conference call access information is as follows:

To listen to a webcast of the conference call, click on the Investor Relations tab of the Company’s website, www.whitestonereit.com, and then click on the webcast link. A replay of the call will be available on Whitestone’s website via the webcast link until the Company’s next earnings release. Additional information about Whitestone can be found on the Company’s website.

Dial-in number for domestic participants: 1-877-407-0784
Dial-in number for international participants: 1-201-689-8560

The conference call will be recorded, and a telephone replay will be available through Wednesday, March 15, 2023. Replay access information is as follows:

Replay number for domestic participants: 1-844-512-2921
Replay number for international participants: 1-412-317-6671
Passcode (for all participants): 13734723

Supplemental Financial Information

The fourth quarter earnings release and supplemental data package will be located in the “News and Events” and “Financial Reporting” tabs of the Investor Relations section of the Company’s website at www.whitestonereit.com. The earnings release and supplemental data package will also be available by mail upon request. To receive a copy, please call Investor Relations at (713) 435-2219.

About Whitestone REIT

Whitestone REIT (NYSE: WSR) is a community-centered real estate investment trust (REIT) that acquires, owns, operates, and develops open-air, retail centers located in some of the fastest growing markets in the country: Phoenix, Austin, Dallas-Fort Worth, Houston and San Antonio.

Our centers are convenience focused: merchandised with a mix of service-oriented tenants providing food (restaurants and grocers), self-care (health and fitness), services (financial and logistics), education and entertainment to the surrounding communities. The Company believes its strong community connections and deep tenant relationships are key to the success of its current centers and its acquisition strategy. For additional information, please visit www.whitestonereit.com.

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Forward-Looking Statements

This Report contains forward-looking statements within the meaning of the federal securities laws, including discussion and analysis of our financial condition, pending acquisitions and the impact of such acquisitions on our financial condition and results of operations, anticipated capital expenditures required to complete projects, amounts of anticipated cash distributions to our shareholders in the future and other matters. These forward-looking statements are not historical facts but are the intent, belief or current expectations of our management based on its knowledge and understanding of our business and industry. Forward-looking statements are typically identified by the use of terms such as “may,” “will,” “should,” “potential,” “predicts,” “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,” “estimates” or the negative of such terms and variations of these words and similar expressions, although not all forward-looking statements include these words. 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.

Factors that could cause actual results to differ materially from any forward-looking statements made in this Report include: the imposition of federal income taxes if we fail to qualify as a real estate investment trust (“REIT”) in any taxable year or forego an opportunity to ensure REIT status; uncertainties related to the national economy, the real estate industry in general and in our specific markets; legislative or regulatory changes, including changes to laws governing REITs; adverse economic or real estate developments or conditions in Texas or Arizona, Houston and Phoenix in particular, including the potential impact of COVID-19 on our tenants’ ability to pay their rent, which could result in bad debt allowances or straight-line rent reserve adjustments; inflation and increases in interest rates, operating costs or general and administrative expenses; availability and terms of capital and financing, both to fund our operations and to refinance our indebtedness as it matures; decreases in rental rates or increases in vacancy rates; litigation risks; lease-up risks, including leasing risks arising from exclusivity and consent provisions in leases with significant tenants; our inability to renew tenant leases or obtain new tenant leases upon the expiration of existing leases; our inability to generate sufficient cash flows due to market conditions, competition, uninsured losses, changes in tax or other applicable laws; geopolitical conflicts, such as the ongoing conflict between Russia and Ukraine; the need to fund tenant improvements or other capital expenditures out of operating cash flow; and the risk that we are unable to raise capital for working capital, acquisitions or other uses on attractive terms or at all and other factors detailed in the Company's most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other documents the Company files with the Securities and Exchange Commission from time to time.

Non-GAAP Financial Measures

This release contains supplemental financial measures that are not calculated pursuant to U.S. generally accepted accounting principles (“GAAP”) including EBITDAre, FFO, NOI and net debt. Following are explanations and reconciliations of these metrics to their most comparable GAAP metric.

EBITDAre: The National Association of Real Estate Investment Trusts (“NAREIT”) defines EBITDAre as net income computed in accordance with GAAP, plus interest expense, income tax expense, depreciation and amortization and impairment write-downs of depreciable property and of investments in unconsolidated affiliates caused by a decrease in value of depreciable property in the affiliate, plus or minus losses and gains on the disposition of depreciable property, including losses/gains on change in control and adjustments to reflect the entity’s share of EBITDAre of the unconsolidated affiliates and consolidated affiliates with non-controlling interests. The Company calculates EBITDAre in a manner consistent with the NAREIT definition. Management believes that EBITDAre represents a supplemental non-GAAP performance measure that provides investors with a relevant basis for comparing REITs. There can be no assurance the EBITDAre as presented by the Company is comparable to similarly titled measures of other REITs. EBITDAre should not be considered as an alternative to net income or other measurements under GAAP as indicators of operating performance or to cash flows from operating, investing or financing activities as measures of liquidity. EBITDAre does not reflect working capital changes, cash expenditures for capital improvements or principal payments on indebtedness.

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FFO: Funds From Operations: The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO as net income (loss) (calculated in accordance with GAAP), excluding depreciation and amortization related to real estate, gains or losses from the sale of certain real estate assets, gains and losses from change in control, and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. We calculate FFO in a manner consistent with the NAREIT definition and also include adjustments for our unconsolidated real estate partnership.

Normalized Funds from Operations (“Normalized FFO”) is a non-GAAP measure. We define Normalized FFO as FFO excluding extinguishment of debt costs.

Management uses FFO and Normalized FFO as a supplemental measure to conduct and evaluate our business because there are certain limitations associated with using GAAP net income (loss) alone as the primary measure of our operating performance. Historical cost accounting for real estate assets in accordance with GAAP implicitly assumes that the value of real estate assets diminishes predictably over time. Because real estate values instead have historically risen or fallen with market conditions, management believes that the presentation of operating results for real estate companies that use historical cost accounting is insufficient by itself. In addition, securities analysts, investors and other interested parties use FFO and Normalized FFO as the primary metric for comparing the relative performance of equity REITs. FFO and Normalized FFO should not be considered as an alternative to net income or other measurements under GAAP, as an indicator of our operating performance or to cash flows from operating, investing or financing activities as a measure of liquidity. FFO and Normalized FFO does not reflect working capital changes, cash expenditures for capital improvements or principal payments on indebtedness. Although our calculation of FFO is consistent with that of NAREIT, there can be no assurance that FFO and Normalized FFO presented by us is comparable to similarly titled measures of other REITs.

NOI: Net Operating Income: Management believes that NOI is a useful measure of our property operating performance. We define NOI as operating revenues (rental and other revenues) less property and related expenses (property operation and maintenance and real estate taxes). Other REITs may use different methodologies for calculating NOI and, accordingly, our NOI may not be comparable to other REITs. Because NOI excludes general and administrative expenses, depreciation and amortization, equity or deficit in earnings of real estate partnership, interest expense, interest, dividend and other investment income, provision for income taxes, gain on sale of property from discontinued operations, management fee (net of related expenses) and gain or loss on sale or disposition of assets, and includes NOI of real estate partnership (pro rata) and net income attributable to noncontrolling interest, it provides a performance measure that, when compared year-over-year, reflects the revenues and expenses directly associated with owning and operating commercial real estate properties and the impact to operations from trends in occupancy rates, rental rates and operating costs, providing perspective not immediately apparent from net income. We use NOI to evaluate our operating performance since NOI allows us to evaluate the impact that factors such as occupancy levels, lease structure, lease rates and tenant base have on our results, margins and returns. In addition, management believes that NOI provides useful information to the investment community about our property and operating performance when compared to other REITs since NOI is generally recognized as a standard measure of property performance in the real estate industry. However, NOI should not be viewed as a measure of our overall financial performance since it does not reflect the level of capital expenditure and leasing costs necessary to maintain the operating performance of our properties, including general and administrative expenses, depreciation and amortization, equity or deficit in earnings of real estate partnership, interest expense, interest, dividend and other investment income, provision for income taxes, gain on sale of property from discontinued operations, management fee (net of related expenses) and gain or loss on sale or disposition of assets.

Same Store NOI: Management believes that Same Store NOI is a useful measure of the Company’s property operating performance because it includes only the properties that have been owned for the entire period being compared, and that it is frequently used by the investment community. Same Store NOI assists in eliminating differences in NOI due to the acquisition or disposition of properties during the period being presented, providing a more consistent measure of the Company’s performance. The Company defines Same Store NOI as operating revenues (rental and other revenues, excluding straight-line rent adjustments, amortization of above/below market rents, and lease termination fees) less property and related expenses (property operation and maintenance and real estate taxes), Non-Same Store NOI, and NOI of our investment in Pillarstone OP (pro rata). We define “Non-Same Stores” as properties that have been acquired since the beginning of the period being compared and properties that have been sold, but not classified as discontinued operations. Other REITs may use different methodologies for calculating Same Store NOI, and accordingly, the Company's Same Store NOI may not be comparable to that of other REITs.

Net debt: We present net debt, which we define as total debt net of insurance financing less cash plus our proportional share of net debt of real estate partnership, and net debt to pro forma EBITDAre, which we define as net debt divided by EBITDAre because we believe they are helpful as supplemental measures in assessing our ability to service our financing obligations and in evaluating balance sheet leverage against that of other REITs. However, net debt and net debt to pro forma EBITDAre should not be viewed as a stand-alone measure of our overall liquidity and leverage. In addition, our REITs may use different methodologies for calculating net debt and net debt to pro forma EBITDAre, and accordingly our net debt and net debt to pro forma EBITDAre may not be comparable to that of other REITs.

Investor and Media Relations:

David Mordy

Director, Investor Relations

Whitestone REIT

(713) 435-2219

ir@whitestonereit.com

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Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
December 31, 2021
--- --- --- --- --- ---
ASSETS
Real estate assets, at cost
Property 1,199,041 $ 1,196,919
Accumulated depreciation (208,286 ) (190,333 )
Total real estate assets 990,755 1,006,586
Investment in real estate partnership 34,826 34,588
Cash and cash equivalents 6,166 15,721
Restricted cash 189 193
Escrows and acquisition deposits 12,827 11,323
Accrued rents and accounts receivable, net of allowance for doubtful accounts (1) 25,570 22,395
Receivable due from related party 1,377 847
Unamortized lease commissions, legal fees and loan costs 12,697 8,442
Prepaid expenses and other assets(2) 7,838 1,995
Finance lease right-of-use assets 10,522
Total assets 1,102,767 $ 1,102,090
LIABILITIES AND EQUITY
Liabilities:
Notes payable 625,427 $ 642,842
Accounts payable and accrued expenses(3) 36,154 45,777
Payable due to related party 1,561 997
Tenants' security deposits 8,428 8,070
Dividends and distributions payable 6,008 5,366
Finance lease liabilities 735
Total liabilities 678,313 703,052
Commitments and contingencies:
Equity:
Preferred shares, 0.001 par value per share; 50,000,000 shares authorized; none issued and outstanding as of December 31, 2022 and December 31, 2021
Common shares, 0.001 par value per share; 400,000,000 shares authorized; 49,422,716 and 49,144,153 issued and outstanding as of December 31, 2022 and December 31, 2021, respectively 49 48
Additional paid-in capital 624,785 623,462
Accumulated deficit (212,366 ) (223,973 )
Accumulated other comprehensive income (loss) 5,980 (6,754 )
Total Whitestone REIT shareholders' equity 418,448 392,783
Noncontrolling interest in subsidiary 6,006 6,255
Total equity 424,454 399,038
Total liabilities and equity 1,102,767 $ 1,102,090

All values are in US Dollars.

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Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands)
December 31, 2022 December 31, 2021
--- --- --- --- --- --- ---
^(1)^ Accrued rents and accounts receivable, net of allowance for doubtful accounts
Tenant receivables $ 19,236 $ 18,410
Accrued rents and other recoveries 22,103 18,681
Allowance for doubtful accounts (16,230 ) (14,896 )
Other receivables 461 200
Total accrued rents and accounts receivable, net of allowance for doubtful accounts $ 25,570 $ 22,395
^(2)^ Operating lease right of use assets (net) $ 124 $ 222
^(3)^ Operating lease liabilities $ 129 $ 231

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(in thousands)
Three Months Ended December 31, Year Ended December 31,
--- --- --- --- --- --- --- --- --- --- --- --- ---
2022 2021 2022 2021
Revenues **** **** **** ****
Rental^(1)^ $ 34,700 $ 32,961 $ 138,200 $ 123,877
Management, transaction, and other fees 218 297 1,221 1,488
Total revenues 34,918 33,258 139,421 125,365
Operating expenses **** **** **** ****
Depreciation and amortization 8,046 7,492 31,707 28,950
Operating and maintenance 6,435 6,488 25,688 22,560
Real estate taxes 3,740 3,975 17,607 16,762
General and administrative 5,003 6,589 18,066 22,625
Total operating expenses 23,224 24,544 93,068 90,897
Other expenses (income) **** **** **** ****
Interest expense 8,082 6,147 27,193 24,564
Gain on sale of properties, net (16,950 ) (16,950 ) (266 )
Loss on disposal of assets, net 180 1 192 90
Interest, dividend and other investment income (22 ) (13 ) (65 ) (116 )
Total other expenses (income) (8,710 ) 6,135 10,370 24,272
Income before equity investment in real estate partnership and income tax 20,404 2,579 35,983 10,196
Equity in earnings of real estate partnership (65 ) 180 239 609
Provision for income tax (109 ) (111 ) (422 ) (385 )
Income from continuing operations 20,230 2,648 35,800 10,420
Gain on sale of property from discontinued operations 1,833
Income from discontinued operations 1,833
Net Income 20,230 2,648 35,800 12,253
Less: Net income attributable to noncontrolling interests 291 40 530 205
Net income attributable to Whitestone REIT $ 19,939 $ 2,608 $ 35,270 $ 12,048

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(in thousands, except per share data)
Three Months Ended December 31, Year Ended December 31,
--- --- --- --- --- --- --- --- --- ---
2022 2021 2022 2021
Basic Earnings Per Share: ****
Income from continuing operations attributable to Whitestone REIT, excluding amounts attributable to unvested restricted shares $ 0.40 $ 0.05 $ 0.72 $ 0.23
Income from discontinued operations attributable to Whitestone REIT 0.03
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares $ 0.40 $ 0.05 $ 0.72 $ 0.26
Diluted Earnings Per Share: ****
Income from continuing operations attributable to Whitestone REIT, excluding amounts attributable to unvested restricted shares $ 0.40 $ 0.05 $ 0.71 $ 0.22
Income from discontinued operations attributable to Whitestone REIT 0.04
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares $ 0.40 $ 0.05 $ 0.71 $ 0.26
Weighted average number of common shares outstanding: ****
Basic 49,384 49,102 49,256 45,486
Diluted 50,126 49,981 49,950 46,336
Consolidated Statements of Comprehensive Income ****
Net income $ 20,230 $ 2,648 $ 35,800 $ 12,253
Other comprehensive income ****
Unrealized gain on cash flow hedging activities (1,698 ) 3,020 12,925 7,803
Comprehensive income 18,532 5,668 48,725 20,056
Less: Net income attributable to noncontrolling interests 291 40 530 205
Less: Comprehensive income attributable to noncontrolling interests (24 ) 48 191 130
Comprehensive income attributable to Whitestone REIT $ 18,265 $ 5,580 $ 48,004 $ 19,721

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(in thousands)
Three Months Ended December 31, Year Ended December 31,
--- --- --- --- --- --- --- --- --- --- ---
2022 2021 2022 2021
^(1)^ Rental
Rental revenues $ 26,090 $ 23,818 $ 101,113 $ 90,859
Recoveries 9,151 8,553 38,243 32,928
Bad debt (541 ) 590 (1,156 ) 90
Total rental $ 34,700 $ 32,961 $ 138,200 $ 123,877

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Whitestone REIT and Subsidiaries<br><br> <br>CONSOLIDATED STATEMENTS OF CASH FLOWS<br><br> <br>(in thousands)
Year Ended December 31,
--- --- --- --- --- --- ---
2022 2021
Cash flows from operating activities: **** ****
Net income from continuing operations $ 35,800 $ 10,420
Net income from discontinued operations 1,833
Net income 35,800 12,253
Adjustments to reconcile net income to net cash provided by operating activities: **** ****
Depreciation and amortization 31,707 28,950
Amortization of deferred loan costs 1,100 1,096
Gain on sale of properties, net (16,950 ) (266 )
Loss on disposal of assets, net 192 90
Bad debt 1,156 (90 )
Share-based compensation 1,511 5,913
Equity in earnings of real estate partnership (239 ) (609 )
Changes in operating assets and liabilities:
Escrows and acquisition deposits (1,504 ) (2,049 )
Accrued rents and accounts receivable (4,331 ) 704
Receivable due from related party (530 ) (512 )
Unamortized lease commissions, legal fees and loan costs (3,386 ) (3,259 )
Prepaid expenses and other assets 1,749 1,963
Accounts payable and accrued expenses (2,766 ) 2,663
Payable due to related party 564 872
Tenants' security deposits 358 1,154
Net cash provided by operating activities 44,431 47,040
Cash flows from investing activities: **** ****
Acquisitions of real estate (16,992 ) (81,588 )
Acquisition of ground lease (9,786 )
Additions to real estate (13,659 ) (9,642 )
Proceeds from sales of properties 33,723
Net cash used in investing activities (6,714 ) (91,230 )
Net cash provided by investing activities of discontinued operations 1,833
Cash flows from financing activities: **** ****
Distributions paid to common shareholders (22,958 ) (19,320 )
Distributions paid to OP unit holders (346 ) (331 )
Proceeds from issuance of common shares, net of offering costs 55,981
Payments of exchange offer costs (335 ) (63 )
Net payments of credit facility (16,000 )
Repayments of notes payable (3,468 ) (3,261 )
Payment of loan origination costs (3,632 )
Repurchase of common shares (537 ) (691 )
Net cash provided by (used in) financing activities (47,276 ) 32,315
Net decrease in cash, cash equivalents and restricted cash (9,559 ) (10,042 )
Cash, cash equivalents and restricted cash at beginning of period 15,914 25,956
Cash, cash equivalents and restricted cash at end of period ^(1)^ $ 6,355 $ 15,914
^(1)^ For a reconciliation of cash, cash equivalents and restricted cash, see supplemental disclosures below.
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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Supplemental Disclosures
(in thousands)
Year Ended December 31,
--- --- --- --- --- ---
2022 2021
Supplemental disclosure of cash flow information: ****
Cash paid for interest $ 26,493 $ 23,685
Cash paid for taxes $ 366 $ 364
Non cash investing and financing activities: ****
Disposal of fully depreciated real estate $ 454 $ 297
Financed insurance premiums $ 1,846 $ 1,712
Value of shares issued under dividend reinvestment plan $ 67 $ 60
Value of common shares exchanged for OP units $ 618 $ 18
Change in fair value of cash flow hedge $ 12,925 $ 7,803
Reallocation of ownership percentage between parent and subsidiary $ $ (27 )
Recognition of finance lease liabilities $ 735 $
December 31, 2022
--- --- --- --- ---
2022 2021
Cash, cash equivalents and restricted cash
Cash and cash equivalents $ 6,166 $ 15,721
Restricted cash 189 193
Total cash, cash equivalents and restricted cash $ 6,355 $ 15,914

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Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(in thousands, except per share and per unit data)
Three Months Ended December 31, Year Ended December 31,
--- --- --- --- --- --- --- --- --- --- --- ---
2022 2021 2022 2021
FFO (NAREIT) AND NORMALIZED FFO **** **** ****
Net income attributable to Whitestone REIT $ 19,939 $ 2,608 $ 35,270 $ 12,048
Adjustments to reconcile to FFO:^(1)^
Depreciation and amortization of real estate assets 8,004 7,453 31,538 28,806
Depreciation and amortization of real estate assets of real estate partnership (pro rata)^(2)^ 404 420 1,613 1,674
Loss on disposal of assets, net 180 1 192 90
Gain on sale of properties from continuing operations, net (16,950 ) (16,950 ) (266 )
Gain on sale of property from discontinued operations (1,833 )
Gain on sale or disposal of properties or assets of real estate partnership (pro rata) (19 )
Net income attributable to noncontrolling interests 291 40 530 205
FFO (NAREIT) 11,868 10,522 52,193 40,705
Adjustments to reconcile to Normalized FFO:
Early debt extinguishment costs 147
Normalized FFO $ 11,868 $ 10,522 $ 52,340 $ 40,705
FFO PER SHARE AND OP UNIT CALCULATION **** **** ****
Numerator:
FFO $ 11,868 $ 10,522 $ 52,193 $ 40,705
Normalized FFO $ 11,868 $ 10,522 $ 52,340 $ 40,705
Denominator:
Weighted average number of total common shares - basic 49,384 49,102 49,256 45,486
Weighted average number of total noncontrolling OP units - basic 695 771 738 772
Weighted average number of total common shares and noncontrolling OP units - basic 50,079 49,873 49,994 46,258
Effect of dilutive securities:
Unvested restricted shares 742 879 694 850
Weighted average number of total common shares and noncontrolling OP units - diluted 50,821 50,752 50,688 47,108
FFO per common share and OP unit - basic $ 0.24 $ 0.21 $ 1.04 $ 0.88
FFO per common share and OP unit - diluted $ 0.23 $ 0.21 $ 1.03 $ 0.86
Normalized FFO per common share and OP unit - basic $ 0.24 $ 0.21 $ 1.05 $ 0.88
Normalized FFO per common share and OP unit - diluted $ 0.23 $ 0.21 $ 1.03 $ 0.86
^(1)^ Includes pro-rata share attributable to real estate partnership.
--- ---
^(2)^ We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of December 31, 2022 have not been made available to us, we have estimated depreciation and amortization of real estate assets based on the information available to us at the time of this Report.
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Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
Three Months Ended December 31, Year Ended December 31,
--- --- --- --- --- --- --- --- --- --- --- --- ---
2022 2021 2022 2021
PROPERTY NET OPERATING INCOME **** **** **** ****
Net income attributable to Whitestone REIT $ 19,939 $ 2,608 $ 35,270 $ 12,048
General and administrative expenses 5,003 6,589 18,066 22,625
Depreciation and amortization 8,046 7,492 31,707 28,950
Equity in earnings of real estate partnership^(1)^ 65 (180 ) (239 ) (609 )
Interest expense 8,082 6,147 27,193 24,564
Interest, dividend and other investment income (22 ) (13 ) (65 ) (116 )
Provision for income taxes 109 111 422 385
Gain on sale of properties from continuing operations, net (16,950 ) (16,950 ) (266 )
Gain on sale of property from discontinued operations (1,833 )
Management fee, net of related expenses 85 112 331
Loss on disposal of assets, net 180 1 192 90
NOI of real estate partnership (pro rata)^(1)^ 594 987 3,023 3,833
Net income attributable to noncontrolling interests 291 40 530 205
NOI $ 25,337 $ 23,867 $ 99,261 $ 90,207
Non-Same Store NOI ^(2)^ (727 ) (623 ) (7,244 ) (3,513 )
NOI of real estate partnership (pro rata)^(1)^ (594 ) (987 ) (3,023 ) (3,833 )
NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata) 24,016 22,257 88,994 82,861
Same Store straight-line rent adjustments (378 ) (238 ) (1,181 ) (1,371 )
Same Store amortization of above/below market rents (264 ) (198 ) (949 ) (832 )
Same Store lease termination fees (21 ) (14 ) (135 ) (280 )
Same Store NOI ^(3)^ $ 23,353 $ 21,807 $ 86,729 $ 80,378
^(1)^ We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of December 31, 2022 have not been made available to us, we have estimated equity in earnings and pro rata share of NOI of real estate partnership based on the information available to us at the time of this Report.
--- ---
^(2)^ We define “Non-Same Store” as properties that have been acquired since the beginning of the period being compared and properties that have been sold, but not classified as discontinued operations. For purposes of comparing the three months ended December 31, 2022 to the three months ended December 31, 2021, Non-Same Store includes properties acquired between October 1, 2021 and December 31, 2022 and properties sold between October 1, 2021 and December 31, 2022, but not included in discontinued operations. For purposes of comparing the twelve months ended December 31, 2022 to the twelve months ended December 31, 2021, Non-Same Store includes properties acquired between January 1, 2021 and December 31, 2022 and properties sold between January 1, 2021 and December 31, 2022, but not included in discontinued operations.
--- ---
^(3)^ We define “Same Store” as properties that have been owned during the entire period being compared. For purposes of comparing the three months ended December 31, 2022 to the three months ended December 31, 2021, Same Store includes properties owned before October 1, 2021 and not sold before December 31, 2022.  For purposes of comparing the twelve months ended December 31, 2022 to the twelve months ended December 31, 2021, Same Store includes properties owned before January 1, 2021 and not sold before December 31, 2022.
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Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
Three Months Ended December 31, Year Ended December 31,
--- --- --- --- --- --- --- --- --- --- --- --- ---
2022 2021 2022 2021
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre) **** ****
Net income attributable to Whitestone REIT $ 19,939 $ 2,608 $ 35,270 $ 12,048
Depreciation and amortization 8,046 7,492 31,707 28,950
Interest expense 8,082 6,147 27,193 24,564
Provision for income taxes 109 111 422 385
Net income attributable to noncontrolling interests 291 40 530 205
Equity in earnings of real estate partnership^(1)^ 65 (180 ) (239 ) (609 )
EBITDAre adjustments for real estate partnership^(1)^ 533 813 2,626 3,071
Gain on sale of properties from continuing operations, net (16,950 ) (16,950 ) (266 )
Gain on sale of property from discontinued operations (1,833 )
Loss on disposal of assets, net 180 1 192 90
EBITDAre $ 20,295 $ 17,032 $ 80,751 $ 66,605
^(1)^ We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of December 31, 2022 have not been made available to us, we have estimated equity in earnings and EBITDAre adjustments for real estate partnership based on the information available to us at the time of this Report.
--- ---
Whitestone REIT and Subsidiaries
---
RECONCILIATION OF NON-GAAP MEASURES
---
Initial Full Year Guidance for 2023
---
(in thousands, except per share and per unit data)
---
Projected Range Full Year 2023
--- --- --- --- ---
Low High
FFO per diluted share and OP unit **** **** **** ****
Net income attributable to Whitestone REIT $ 14,400 $ 16,500
Depreciation and amortization of real estate assets 32,228 32,228
Depreciation and amortization of real estate assets of real estate partnership (pro rata) 1,672 1,672
FFO $ 48,300 $ 50,400
Dilutive shares 50,327 50,327
OP Units 738 738
Dilutive share and OP Units 51,065 51,065
Net income attributable to Whitestone REIT per diluted share $ 0.29 $ 0.33
FFO per diluted share and OP Unit $ 0.95 $ 0.99

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Whitestone REIT and Subsidiaries
SAME STORE PROPERTY ANALYSIS
(in thousands)
Three Months Ended December 31, Increase % Increase
--- --- --- --- --- --- --- --- --- --- --- --- ---
2022 2021 (Decrease) (Decrease)
Same Store (49 properties excluding development land) **** **** **** ****
Property revenues **** **** **** ****
Rental $ 33,587 $ 31,948 $ 1,639 5 %
Management, transaction and other fees 217 155 62 40 %
Total property revenues 33,804 32,103 1,701 5 %
Property expenses **** **** **** ****
Property operation and maintenance 6,206 6,022 184 3 %
Real estate taxes 3,582 3,824 (242 ) (6 )%
Total property expenses 9,788 9,846 (58 ) (1 )%
Total property revenues less total property expenses 24,016 22,257 1,759 8 %
Same Store straight-line rent adjustments (378 ) (238 ) (140 ) 59 %
Same Store amortization of above/below market rents (264 ) (198 ) (66 ) 33 %
Same Store lease termination fees (21 ) (14 ) (7 ) 50 %
Same Store NOI ^(1)^ $ 23,353 $ 21,807 $ 1,546 7 %

^(1)^    For a reconciliation of Same Store NOI, see previous section “Reconciliation of Non-GAAP Measures.”

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Whitestone REIT and Subsidiaries
SAME STORE PROPERTY ANALYSIS
(in thousands)
Year Ended December 31, Increase % Increase
--- --- --- --- --- --- --- --- --- --- --- --- ---
2022 2021 (Decrease) (Decrease)
Same Store (48 properties excluding development land) **** **** **** ****
Property revenues **** **** **** ****
Rental $ 127,256 $ 118,325 $ 8,931 8 %
Management, transaction and other fees 842 875 (33 ) (4 )%
Total property revenues 128,098 119,200 8,898 7 %
Property expenses **** **** **** ****
Property operation and maintenance 23,226 20,427 2,799 14 %
Real estate taxes 15,878 15,912 (34 ) (0 )%
Total property expenses 39,104 36,339 2,765 8 %
Total property revenues less total property expenses 88,994 82,861 6,133 7 %
Same Store straight-line rent adjustments (1,181 ) (1,371 ) 190 (14 )%
Same Store amortization of above/below market rents (949 ) (832 ) (117 ) 14 %
Same Store lease termination fees (135 ) (280 ) 145 (52 )%
Same Store NOI ^(1)^ $ 86,729 $ 80,378 $ 6,351 8 %

^(1)^    For a reconciliation of Same Store NOI, see previous section “Reconciliation of Non-GAAP Measures.”

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Whitestone REIT and Subsidiaries
OTHER FINANCIAL INFORMATION
(in thousands, except number of properties and employees)
Three Months Ended Year Ended
--- --- --- --- --- --- --- --- ---
December 31, December 31,
2022 2021 2022 2021
Other Financial Information:
Tenant improvements ^(1) (2)^ $ 341 $ 1,542 $ 3,452 $ 2,986
Leasing commissions ^(1) (2)^ $ 941 $ 659 $ 3,047 $ 3,004
Maintenance capital ^(1)^ $ 1,757 $ 872 $ 3,978 $ 4,968
Scheduled debt principal payments ^(1)^ $ 414 $ 459 $ 1,805 $ 1,790
Straight-line rent income ^(1)^ $ 214 $ 263 $ 1,686 $ 1,498
Market rent amortization income from acquired leases ^(1)^ $ 257 $ 193 $ 945 $ 796
Non-cash share-based compensation expense ^(1)^ $ 1,055 $ 1,638 $ 1,510 $ 5,913
Non-real estate depreciation and amortization ^(1)^ $ 43 $ 39 $ 170 $ 144
Amortization of loan fees ^(1)^ $ 282 $ 280 $ 1,123 $ 1,119
Undepreciated value of unencumbered properties $ 914,766 $ 914,324 $ 914,766 $ 914,324
Number of unencumbered properties 50 53 50 53
Full time employees 75 87 75 87
^(1)^ Includes pro-rata share attributable to real estate partnership.
--- ---
^(2)^ Does not include first generation costs needed for new acquisitions, development or redevelopment of a property to bring the property to operating standards for its intended use.
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Whitestone REIT and Subsidiaries
MARKET CAPITALIZATION AND SELECTED RATIOS
(in thousands, except per share amounts and percentages)
As of December 31, 2022
--- --- --- --- --- --- --- --- --- ---
MARKET CAPITALIZATION: Percent of Total Equity Total Market Capitalization Percent of Total Market Capitalization
Equity Capitalization: **** **** ****
Common shares outstanding 98.6 % 49,423
Operating partnership units outstanding 1.4 % 695
Total 100.0 % 50,118
Market price of common shares as of December 31, 2022 $ 9.64
Total equity capitalization $ 483,138 44 %
Debt Capitalization: **** **** ****
Outstanding debt $ 625,991
Less: Cash and cash equivalents (6,166 )
Total debt capitalization 619,825 56 %
Total Market Capitalization as of December 31, 2022 $ 1,102,963 100 %
SELECTED RATIOS:
---
Three Months Ended Year Ended
--- --- --- --- --- --- --- --- --- --- --- --- ---
INTEREST COVERAGE RATIO December 31, December 31,
2022 2021 2022 2021
EBITDAre/Interest Expense **** **** **** ****
EBITDAre ^(1)^ $ 20,295 $ 17,032 $ 80,751 $ 66,605
Interest expense 8,082 6,147 27,193 24,564
Pro rata share of interest expense from real estate partnership^(2)^ 158 160 634 644
Less: amortization of loan fees, including pro rata share from real estate partnership (282 ) (280 ) (1,123 ) (1,119 )
Interest expense, excluding amortization of loan fees 7,958 6,027 26,704 24,089
Ratio of EBITDAre to interest expense 2.6 2.8 3.0 2.8
^(1)^ For a reconciliation of EBITDAre, see previous section “Reconciliation of Non-GAAP Measures.”
--- ---
^(2)^ We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of December 31, 2022 have not been made available to us, we have estimated pro rata share of interest expense and amortization of loan fees based on the information available to us at the time of this Report.
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Whitestone REIT and Subsidiaries
MARKET CAPITALIZATION AND SELECTED RATIOS
(continued)
(in thousands, except per share amounts and percentages)
LEVERAGE RATIO As of December 31,
--- --- --- --- --- --- ---
2022 2021
Debt/Undepreciated Book Value **** ****
Outstanding debt, net of insurance financing $ 625,991 $ 643,613
Less: Cash (6,166 ) (15,721 )
Add: Proportional share of net debt of real estate partnership^(1)^ 8,112 8,200
Total Net Debt $ 627,937 $ 636,092
Undepreciated real estate assets $ 1,199,041 $ 1,196,919
Add: Proportional share of real estate from unconsolidated partnership^(1)^ 46,016 46,124
Undepreciated real estate assets $ 1,245,057 $ 1,243,043
Ratio of debt to real estate assets 50 % 51 %
^(1)^ We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of December 31, 2022 have not been made available to us, we have estimated proportional share of net debt and real estate based on the information available to us at the time of this Report.
--- ---
Three Months Ended Year Ended
--- --- --- --- --- --- --- --- --- --- --- --- ---
December 31, December 31,
2022 2021 2022 2021
Debt/EBITDAre Ratio **** **** **** ****
Outstanding debt, net of insurance financing $ 625,991 $ 643,613 $ 625,991 $ 643,613
Less: Cash (6,166 ) (15,721 ) (6,166 ) (15,721 )
Add: Proportional share of net debt of unconsolidated real estate partnership^(1)^ 8,112 8,200 8,112 8,200
Total Net Debt $ 627,937 $ 636,092 $ 627,937 $ 636,092
EBITDAre $ 20,295 $ 17,032 $ 80,751 $ 66,605
Effect of partial period acquisitions and dispositions $ 168 $ 301 $ (48 ) $ 3,176
Pro forma EBITDAre $ 20,463 $ 17,333 $ 80,703 $ 69,781
Pro forma annualized EBITDAre $ 81,852 $ 69,332 $ 80,703 $ 69,781
Ratio of debt to pro forma EBITDAre 7.7 9.2 7.8 9.1
^(1)^ We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of December 31, 2022 have not been made available to us, we have estimated proportional share of net debt based on the information available to us at the time of this Report.
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Whitestone REIT and Subsidiaries
SUMMARY OF OUTSTANDING DEBT AND DEBT MATURITIES
TOTAL OUTSTANDING DEBT
(in thousands)
Description December 31, 2021
--- --- --- --- --- ---
Fixed rate notes **** ****
100.0 million, 1.73% plus 1.35% to 1.90% Note (1) $ 100,000
165.0 million, 2.24% plus 1.35% to 1.90% Note (1) 165,000
265.0 million, 3.18% plus 1.45% to 2.10% Note, due January 31, 2028 (2) 265,000
80.0 million, 3.72% Note, due June 1, 2027 80,000 80,000
19.0 million 4.15% Note, due December 1, 2024 18,016 18,358
20.2 million 4.28% Note, due June 6, 2023 17,375 17,808
14.0 million 4.34% Note, due September 11, 2024 12,709 12,978
14.3 million 4.34% Note, due September 11, 2024 13,520 13,773
15.1 million 4.99% Note, due January 6, 2024 13,635 13,907
2.6 million 5.46% Note, due October 1, 2023 2,236 2,289
50.0 million, 5.09% Note, due March 22, 2029 50,000 50,000
50.0 million, 5.17% Note, due March 22, 2029 50,000 50,000
Floating rate notes **** ****
Unsecured line of credit, LIBOR plus 1.40% to 1.90%(3) 119,500
Unsecured line of credit, SOFR plus 1.50% to 2.10%, due September 16, 2026 103,500
Total notes payable principal 625,991 643,613
Less deferred financing costs, net of accumulated amortization (564 ) (771 )
Total notes payable 625,427 $ 642,842

All values are in US Dollars.

^(1)^ Loan was fully paid off on September 16, 2022.
^(2)^ Promissory note that includes an interest rate swap that fixes the SOFR portion of the term loan at an interest rate of 2.16% through October 28, 2022, 2.76% from October 29, 2022 through January 31, 2024, and 3.32% from February 1, 2024 though January 31, 2028.
--- ---
^(3)^ Line of credit was paid off on September 16, 2022.
--- ---
SCHEDULE OF DEBT MATURITIES AS OF DECEMBER 31, 2022
---
(in thousands)
Year Amount Due
--- --- ---
2023 $ 28,204
2024 63,573
2025 17,143
2026 120,643
2027 97,143
Thereafter 299,285
Total $ 625,991

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Whitestone REIT and Subsidiaries
SUMMARY OF OCCUPANCY AND TOP TENANTS
Gross Leasable Area as of Occupancy % as of
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Community Centered Properties® December 31, 2022 December 31, 2022 September 30, 2022 June 30, 2022 March 31, 2022
Whitestone 5,060,899 94 % 92 % 91 % 91 %
Unconsolidated real estate partnership ^(1)^ 926,798 56 % 56 % 56 % 58 %
^(1)^ We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of December 31, 2022 have not been made available to us, we have estimated gross leasable area based on the information available to us at the time of this Report.
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Whitestone REIT and Subsidiaries
SUMMARY OF OCCUPANCY AND TOP TENANTS
(continued)
Tenant Name Location Annualized Rental Revenue (in thousands) Percentage of Total Annualized Base Rental Revenues (1) Initial Lease Date Year Expiring
--- --- --- --- --- --- --- --- --- ---
Whole Foods Market Houston $ 2,247 2.2 % 9/3/2014 2035
Albertsons Companies, Inc. ^(2)^ Austin, Houston and Phoenix 2,214 2.2 % 5/8/1991, 7/1/2000, 4/1/2014, 4/1/2014 and 10/19/16 2024, 2025, 2025, 2026 and 2034
Frost Bank Houston 2,027 2.0 % 7/1/2014 2024
Newmark Real Estate of Houston LLC Houston 1,285 1.3 % 10/1/2015 2026
Bashas' Inc. ^(3)^ Phoenix 1,010 1.0 % 10/9/2004 and 4/1/2009 2024 and 2029
Fitness Alliance, LLC Houston 971 1.0 % 11/29/2022 2038
Walgreens & Co. ^(5)^ Houston and Phoenix 955 0.9 % 11/14/1982, 11/2/1987, 8/24/1996 and 11/3/1996 2027, 2027, 2049 and 2056
Verizon Wireless ^(4)^ Houston and Phoenix 949 0.9 % 8/16/1994, 2/1/2004, 1/27/2006 and 5/1/2014 2023, 2024, 2024 and 2038
Alamo Drafthouse Cinema Austin 740 0.7 % 2/1/2012 2031
Wells Fargo & Company ^(7)^ Phoenix 625 0.6 % 10/24/1996 and 4/16/1999 2023 and 2027
Dollar Tree ^(6)^ Houston and Phoenix 537 0.5 % 8/10/1999, 6/29/2001, 11/8/2009, and 12/17/2009 2025, 2025, 2026 and 2027
Total Wine Houston 512 0.5 % 11/27/2018 2029
Paul's Ace Hardware Phoenix 490 0.5 % 3/1/2008 2033
Kroger Co. Dallas 483 0.5 % 12/15/2000 2027
Regus Corporation Houston 469 0.5 % 5/23/2014 2025
$ 15,514 15.3 %
^(1)^ Annualized Base Rental Revenues represents the monthly base rent as of December 31, 2022 for each applicable tenant multiplied by 12.
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^(2)^ As of December 31, 2022, we had five leases with the same tenant occupying space at properties located in Phoenix, Houston and Austin. The annualized rental revenue for the lease that commenced on April 1, 2014, and is scheduled to expire in 2034, was $1,047,000, which represents approximately 1.0% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on April 1, 2014, and is scheduled to expire in 2024, was $44,000, which represents less than 0.1% of our annualized base rental revenue. The annualized rental revenue for the lease that commenced on May 8, 1991, and is scheduled to expire in 2026, was $344,000, which represents approximately 0.3% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on July 1, 2000, and is scheduled to expire in 2025, was $353,000, which represents approximately 0.3% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on October 19, 2016, and is scheduled to expire in 2025, was $425,000, which represents approximately 0.4% of our total annualized base rental revenue.
^(3)^ As of December 31, 2022, we had two leases with the same tenant occupying space at properties located in Phoenix. The annualized rental revenue for the lease that commenced on October 9, 2004, and is scheduled to expire in 2024, was $281,000, which represents approximately 0.3% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on April 1, 2009, and is scheduled to expire in 2029, was $729,000, which represents approximately 0.7% of our total annualized base rental revenue.
--- ---
^(4)^ As of December 31, 2022, we had four leases with the same tenant occupying space at properties located in Phoenix and Houston. The annualized rental revenue for the lease that commenced on August 16, 1994, and is scheduled to expire in 2038, was $23,000, which represents less than 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on January 27, 2006, and is scheduled to expire in 2023, was $138,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on February 1, 2004, and is scheduled to expire in 2024, was $38,000, which represents less than 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on May 1, 2014, and is scheduled to expire in 2024, was $749,000, which represents approximately 0.7% of our total annualized rental revenue.
--- ---
^(5)^ As of December 31, 2022, we had four leases with the same tenant occupying space at properties located in Phoenix and Houston. The annualized rental revenue for the lease that commenced on November 3, 1996, and is scheduled to expire in 2049, was $279,000, which represents approximately 0.3% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on November 2, 1987, and is scheduled to expire in 2027, was $189,000, which represents approximately 0.2% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on November 14, 1982, and is scheduled to expire in 2027, was $190,000, which represents approximately 0.2% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on August 24, 1996, and is scheduled to expire in 2056, was $298,000, which represents approximately 0.3% of our total annualized rental revenue.
--- ---
^(6)^ As of December 31, 2022, we had four leases with the same tenant occupying space at properties in Houston and Phoenix. The annualized rental revenue for the lease that commenced on August 10, 1999, and is scheduled to expire in 2025, was $88,000, which represents less than 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on December 17, 2009, and is scheduled to expire in 2025, was $118,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on June 29, 2001, and is scheduled to expire in 2026, was $175,000, which represents approximately 0.2% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on November 8, 2009, and is scheduled to expire in 2027, was $156,000, which represents approximately 0.2% of our total annualized base rental revenue.
--- ---
^(7)^ As of December 31, 2022, we had two leases with the same tenant occupying space at properties located in Phoenix. The annualized rental revenue for the lease that commenced on October 24, 1996, and is scheduled to expire in 2027, was $151,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on April 16, 1999, and is scheduled to expire in 2023, was $474,000, which represents approximately 0.5% of our total annualized base rental revenue.
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Whitestone REIT and Subsidiaries
TENANT TYPE SUMMARY
As of December 31, 2022
% of Leased SF % of ABR
--- --- --- --- --- --- ---
Restaurants & Food Service 18 % 24 %
Financial Services 6 % 8 %
Grocery 12 % 8 %
Salons 7 % 8 %
Medical & Dental 7 % 8 %
General Retail 9 % 6 %
Home Décor And Improvement 7 % 5 %
Fitness 6 % 5 %
Non Retail 3 % 4 %
Education 4 % 4 %
Apparel 4 % 4 %
Pet Supply & Services 3 % 3 %
Local Services 2 % 2 %
Off-Price 4 % 2 %
Wireless 1 % 2 %
Pharmacies & Nutritional Supplies 2 % 2 %
Entertainment 2 % 2 %
Sporting Goods 1 % 1 %
Postal Services 1 % 1 %
Automotive Supply & Services 1 % 1 %
Total 100 % 100 %

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Whitestone REIT and Subsidiaries
SUMMARY OF LEASING ACTIVITY
Three Months Ended Year Ended
--- --- --- --- --- --- --- --- ---
December 31, December 31,
2022 2021 2022 2021
RENEWALS
Number of Leases 38 65 201 235
Total Square Feet ^(1)^ 83,367 209,870 558,843 648,227
Average Square Feet 2,194 3,229 2,780 2,758
Total Lease Value $ 9,679,720 $ 20,697,000 $ 51,787,606 $ 69,473,000
NEW LEASES
Number of Leases 22 46 120 165
Total Square Feet ^(1)^ 145,413 116,266 373,686 398,473
Average Square Feet 6,610 2,528 3,114 2,415
Total Lease Value $ 27,529,508 $ 17,485,000 $ 66,482,996 $ 62,428,000
TOTAL LEASES
Number of Leases 60 111 321 400
Total Square Feet ^(1)^ 228,780 326,136 932,529 1,046,700
Average Square Feet 3,813 2,938 2,905 2,617
Total Lease Value $ 37,209,228 $ 38,182,000 $ 118,270,602 $ 131,901,000
^(1)^ Represents the square footage as the result of new, renewal, expansion and contraction leases.
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Whitestone REIT and Subsidiaries
SUMMARY OF LEASING ACTIVITY
Type Number of Leases Signed Lease Value Signed GLA Signed Weighted Average Lease Term (2) TI and Incentives (3) TI and Incentives Per Sq. Ft. Contractual Rent Per Sq. Ft. (4) Prior Contractual Rent Per Sq. Ft. (5) Annual Increase (Decrease) in Contractual Rent Cash Basis Increase (Decrease) Over Prior Rent Annual Increase (Decrease) in Straight-lined Rent Straight-lined Basis Increase (Decrease) Over Prior Rent
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Comparable: ^(1)^ **** ****
Comparable Total Leases: **** ****
4th Quarter 2022 37 $ 10,526,668 78,997 4.6 $ 470,955 $ 5.96 $ 26.05 $ 22.56 $ 275,730 15.5 % $ 412,069 23.5 %
3rd Quarter 2022 54 11,342,359 124,407 3.4 385,718 3.10 23.80 21.87 240,427 8.8 % 495,095 19.2 %
2nd Quarter 2022 63 17,593,088 191,368 4.4 596,616 3.12 20.72 19.03 324,270 8.9 % 596,073 17.4 %
1st Quarter 2022 66 17,848,053 190,078 4.6 653,527 3.44 19.08 18.57 96,350 2.7 % 345,345 10.1 %
Total - 12 months 220 $ 57,310,168 584,850 4.3 $ 2,106,816 $ 3.60 $ 21.56 $ 19.96 $ 936,777 8.0 % $ 1,848,582 16.6 %
Comparable New Leases: **** ****
4th Quarter 2022 6 $ 3,190,894 18,125 6.1 $ 304,516 $ 16.80 $ 26.05 $ 23.32 $ 49,431 11.7 % $ 99,512 24.3 %
3rd Quarter 2022 13 3,496,947 24,745 5.4 139,204 5.63 25.87 25.09 19,221 3.1 % 95,179 16.5 %
2nd Quarter 2022 10 2,075,522 17,848 4.4 163,749 9.17 25.55 24.38 21,009 4.8 % 62,963 15.6 %
1st Quarter 2022 14 4,936,115 26,663 7.5 479,932 18.00 24.72 23.10 43,268 7.0 % 77,077 12.7 %
Total - 12 months 43 $ 13,699,478 87,381 6.0 $ 1,087,401 $ 12.44 $ 25.49 $ 23.97 $ 132,929 6.3 % $ 334,731 16.8 %
Comparable Renewal Leases: **** ****
4th Quarter 2022 31 $ 7,335,774 60,872 4.1 $ 166,439 $ 2.73 $ 26.05 $ 22.34 $ 226,299 16.6 % $ 312,557 23.2 %
3rd Quarter 2022 41 7,845,412 99,662 2.9 246,514 2.47 23.29 21.07 221,206 10.5 % 399,916 20.0 %
2nd Quarter 2022 53 15,517,566 173,520 4.4 432,867 2.49 20.22 18.48 303,261 9.5 % 533,110 17.6 %
1st Quarter 2022 52 12,911,938 163,415 4.2 173,595 1.06 18.16 17.84 53,082 1.8 % 268,268 9.6 %
Total - 12 months 177 $ 43,610,690 497,469 4.0 $ 1,019,415 $ 2.05 $ 20.87 $ 19.26 $ 803,848 8.4 % $ 1,513,851 16.5 %

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Whitestone REIT and Subsidiaries
SUMMARY OF LEASING ACTIVITY
(continued)
Type Number of Leases Signed Lease Value Signed GLA Signed Weighted Average Lease Term (2) TI and Incentives (3) TI and Incentives per Sq. Ft. Contractual Rent Per Sq. Ft. (4)
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Total:
New & Renewal
4th Quarter 2022 60 $ 37,209,228 228,780 7.6 $ 5,312,306 $ 23.22 $ 20.95
3rd Quarter 2022 86 28,986,598 219,272 6.4 2,147,231 9.79 22.22
2nd Quarter 2022 90 29,101,085 268,394 5.1 1,683,308 6.27 20.67
1st Quarter 2022 85 22,973,692 216,083 4.6 934,795 4.33 20.33
Total - 12 months 321 $ 118,270,603 932,529 5.9 $ 10,077,640 $ 10.81 $ 21.02
New
4th Quarter 2022 22 $ 27,529,508 145,413 9.8 $ 5,035,709 $ 34.63 $ 17.56
3rd Quarter 2022 35 16,708,083 93,989 9.4 1,605,992 17.09 20.34
2nd Quarter 2022 34 12,996,051 90,581 6.6 1,209,828 13.36 21.43
1st Quarter 2022 29 9,249,355 43,703 6.3 750,901 17.18 27.75
Total - 12 months 120 $ 66,482,997 373,686 8.5 $ 8,602,430 $ 23.02 $ 20.39
Renewal
4th Quarter 2022 38 $ 9,679,720 83,367 3.7 $ 276,597 $ 3.32 $ 26.84
3rd Quarter 2022 51 12,278,515 125,283 4.0 541,239 4.32 23.63
2nd Quarter 2022 56 16,105,034 177,813 4.4 473,480 2.66 20.28
1st Quarter 2022 56 13,724,337 172,380 4.1 183,894 1.07 18.45
Total - 12 months 201 $ 51,787,606 558,843 4.1 $ 1,475,210 $ 2.64 $ 21.45
^(1)^ Comparable leases represent leases signed on spaces for which there was a former tenant within the last twelve months and the new or renewal square footage was within 25% of the expired square footage.
--- ---
^(2)^ Weighted average lease term is determined on the basis of square footage.
^(3)^ Estimated amount per signed lease. Actual cost of construction may vary.
^(4)^ Contractual rent represents contractual minimum rent under the new lease for the first month, excluding concessions.
^(5)^ Prior contractual rent represents contractual minimum rent under the prior lease for the final month.

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Whitestone REIT and Subsidiaries
LEASE EXPIRATIONS ^(1)^
**** Annualized Base Rent^(2)^
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Gross Leasable Area as of December 31, 2022
Year Number of Leases Square Feet Percent of Gross Leasable Area Amount (in thousands) Percent of Total Per Square Foot
2023 444 724,986 14.3 % $ 14,921 14.6 % $ 20.58
2024 223 796,603 15.7 % 17,128 16.7 % 21.50
2025 230 833,840 16.5 % 16,408 16.0 % 19.68
2026 156 526,397 10.4 % 11,764 11.5 % 22.35
2027 175 585,685 11.6 % 13,087 12.8 % 22.34
2028 87 359,257 7.1 % 7,674 7.5 % 21.36
2029 44 243,194 4.8 % 5,114 5.0 % 21.03
2030 30 90,498 1.8 % 2,822 2.8 % 31.18
2031 25 127,524 2.5 % 3,458 3.4 % 27.12
2032 27 119,566 2.4 % 2,743 2.7 % 22.94
Total 1,441 4,407,550 87.1 % $ 95,119 93.0 % $ 21.58
^(1)^ Lease expirations table reflects rents in place as of December 31, 2022, and does not include option periods.
--- ---
^(2)^ Annualized Base Rent represents the monthly base rent as of December 31, 2022 for each tenant multiplied by 12.
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Whitestone REIT and Subsidiaries
Property Details
As of December 31, 2022
Year Built/ Gross Leasable Percent Occupied at Annualized Base Rental Revenue Average Base Rental Revenue Per Average Net Effective Annual Base Rent Per Leased
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Community Name Location Renovated Square Feet 12/31/2022 (in thousands) (1) Sq. Ft. (2) Sq. Ft.(3)
Whitestone Properties: ****
Ahwatukee Plaza Phoenix 1979 72,650 81 % $ 816 $ 13.87 $ 17.28
Anderson Arbor Austin 2001 89,746 99 % 2,007 22.59 24.83
Anthem Marketplace Phoenix 2000 113,293 89 % 1,597 15.84 15.78
Anthem Marketplace Phase II Phoenix 2019 6,853 100 % 241 35.17 33.85
BLVD Place Houston 2014 216,944 97 % 9,124 43.36 44.03
The Citadel Phoenix 2013 28,547 94 % 514 19.15 19.01
City View Village San Antonio 2005 17,870 100 % 573 32.06 31.28
Dana Park Pad Phoenix 2002 12,000 100 % 321 26.75 28.92
Davenport Village Austin 1999 128,934 99 % 3,653 28.62 27.99
Eldorado Plaza Dallas 2004 219,287 100 % 3,524 16.07 16.18
Fountain Hills Phoenix 2009 111,289 94 % 1,708 16.33 16.24
Fountain Square Phoenix 1986 118,209 91 % 1,913 17.78 17.45
Fulton Ranch Towne Center Phoenix 2005 120,575 97 % 2,257 19.30 19.05
Gilbert Tuscany Village Phoenix 2009 49,415 100 % 1,053 21.31 20.84
Heritage Dallas 2006 70,431 96 % 1,639 24.24 24.20
HQ Village Dallas 2009 89,134 97 % 2,656 30.72 30.79
Keller Place Dallas 2001 93,541 95 % 1,031 11.60 11.48
Kempwood Plaza Houston 1974 91,302 95 % 1,303 15.02 16.05
La Mirada Phoenix 1997 147,209 92 % 3,368 24.87 25.09
Lakeside Market Dallas 2000 162,649 91 % 3,773 25.49 26.38
Las Colinas Dallas 2000 104,919 96 % 2,914 28.93 29.52
Lion Square Houston 1980 117,592 98 % 1,951 16.93 19.74
The MarketPlace at Central Phoenix 2012 111,130 99 % 1,153 10.48 9.99
Market Street at DC Ranch Phoenix 2003 244,888 99 % 5,684 23.45 25.30
Mercado at Scottsdale Ranch Phoenix 1987 118,730 94 % 1,828 16.38 16.46
Paradise Plaza Phoenix 1983 125,898 92 % 1,566 13.52 13.58
Parkside Village North Austin 2005 27,045 100 % 879 32.50 31.76
Parkside Village South Austin 2012 90,101 100 % 2,571 28.53 28.90
Pinnacle of Scottsdale Phoenix 1991 113,108 97 % 2,591 23.62 23.08
Pinnacle Phase II Phoenix 2017 27,063 100 % 859 31.74 30.41
The Promenade at Fulton Ranch Phoenix 2007 98,792 79 % 1,167 14.95 13.94
Providence Houston 1980 90,327 96 % 1,161 13.39 13.24
Quinlan Crossing Austin 2012 109,892 95 % 2,604 24.94 26.03
Seville Phoenix 1990 90,042 93 % 2,806 33.51 33.39
Shaver Houston 1978 21,926 94 % 356 17.27 17.22
Shops at Pecos Ranch Phoenix 2009 78,767 100 % 1,948 24.73 25.20
Shops at Starwood Dallas 2006 55,385 100 % 1,818 32.82 33.46
The Shops at Williams Trace Houston 1985 132,991 95 % 2,257 17.86 19.70
Spoerlein Commons Chicago 1987 41,455 98 % 736 18.12 19.20
Starwood Phase II Dallas 2016 35,351 90 % 1,215 38.19 35.86
The Strand at Huebner Oaks San Antonio 2000 73,920 100 % 1,808 24.46 24.30
SugarPark Plaza Houston 1974 95,032 97 % 1,324 14.36 14.93
Sunridge Houston 1979 49,359 73 % 600 16.65 16.76
Sunset at Pinnacle Peak Phoenix 2000 41,530 96 % 809 20.29 20.22
Terravita Marketplace Phoenix 1997 102,733 99 % 1,454 14.30 13.94
Town Park Houston 1978 43,526 96 % 1,005 24.05 24.77
Village Square at Dana Park Phoenix 2009 323,026 85 % 6,410 23.35 24.72
Westchase Houston 1978 44,398 87 % 621 16.08 16.21

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Whitestone REIT and Subsidiaries
Property Details
As of December 31, 2022
Year Built/ Gross Leasable Percent Occupied at Annualized Base Rental Revenue Average Base Rental Revenue Per Average Net Effective Annual Base Rent Per Leased
--- --- --- --- --- --- --- --- --- --- --- --- ---
Community Name Location Renovated Square Feet 12/31/2022 (in thousands) (1) Sq. Ft. (2) Sq. Ft.(3)
Williams Trace Plaza Houston 1983 129,222 91 % 2,539 21.59 22.14
Windsor Park San Antonio 2012 196,458 97 % 2,005 10.52 10.82
Woodlake Plaza Houston 1974 106,169 60 % 1,049 16.47 15.92
Total/Weighted Average - Whitestone Properties 5,000,653 94 % 100,759 21.44 21.89
Development Properties:
Lake Woodlands Crossing Houston 2018 60,246 89 % 1,614 30.10 32.45
Total/Weighted Average - Development Properties 60,246 89 % 1,614 30.10 32.45
Land Held for Development: ****
BLVD Phase II-B Houston N/A %
Dana Park Development Phoenix N/A %
Eldorado Plaza Development Dallas N/A %
Fountain Hills Phoenix N/A %
Market Street at DC Ranch Phoenix N/A %
Total/Weighted Average - Land Held For Development ^(4)^ %
Grand Total/Weighted Average - Whitestone Properties 5,060,899 94 % $ 102,373 $ 21.52 $ 21.99
Properties owned in Unconsolidated Real Estate Partnership (81.4% ownership)^(5)^: ****
9101 LBJ Freeway Dallas 1985 125,874 50 % $ 1,194 $ 18.97 $ 18.43
Corporate Park Northwest Houston 1981 174,359 73 % 1,805 14.18 14.02
Corporate Park Woodland II Houston 2000 14,344 83 % 201 16.88 17.22
Holly Hall Industrial Park Houston 1980 90,000 57 % 394 7.68 7.56
Holly Knight Houston 1984 20,015 86 % 384 22.31 21.84
Interstate 10 Warehouse Houston 1980 151,000 6 % 68 7.51 7.51
Uptown Tower Dallas 1982 253,981 62 % 3,854 24.47 23.97
Westgate Service Center Houston 1984 97,225 83 % 700 8.67 8.19
Total/Weighted Average - Unconsolidated Properties 926,798 56 % $ 8,600 $ 16.57 $ 16.22
^(1)^ Calculated as the tenant’s actual December 31, 2022 base rent (defined as cash base rents including abatements) multiplied by 12. Excludes vacant space as of December 31, 2022. Because annualized base rental revenue is not derived from historical results that were accounted for in accordance with generally accepted accounting principles, historical results differ from the annualized amounts. Total abatements for leases in effect as of December 31, 2022 equaled approximately $249,000 for the month ended December 31, 2022.
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^(2)^ Calculated as annualized base rent divided by leased square feet as of December 31, 2022.
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^(3)^ Represents (i) the contractual base rent for leases in place as of December 31, 2022, adjusted to a straight-line basis to reflect changes in rental rates throughout the lease term and amortize free rent periods and abatements, but without regard to tenant improvement allowances and leasing commissions, divided by (ii) square footage under commenced leases of December 31, 2022.
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^(4)^ As of December 31, 2022, these parcels of land were held for development and, therefore, had no gross leasable area.
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^(5)^ We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of December 31, 2022 have not been made available to us, we have estimated information above based on the information available to us at the time of this Report.
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