0001175535falsetrue00011755352021-08-032021-08-030001175535us-gaap:CommonStockMember2021-08-032021-08-030001175535us-gaap:PreferredStockMember2021-08-032021-08-03

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): August 3, 2021

Whitestone REIT

(Exact name of registrant as specified in charter)

Maryland

001-34855

76-0594970

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

2600 South Gessner,			Suite 500,						77063
Houston,			Texas
(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
Preferred Stock Purchase Rights			N/A			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. o

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Item 2.02 Results of Operations and Financial Condition.

    On August 3, 2021, Whitestone REIT (the “Company”) announced its financial results for three and six months ended June 30, 2021. A copy of the Company’s August 3, 2021 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 August 3, 2021.

    99.2    Quarterly Supplemental Operating and Financial Data Package for Whitestone REIT for the three and six months ended June 30, 2021.

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EXHIBIT INDEX

99.1			Press release of Whitestone REIT, dated August 3, 2021.
99.2			Quarterly Supplemental Operating and Financial Data for Whitestone REIT for the three and six months ended June 30, 2021.

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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:			August 3, 2021						By: /s/ David K. Holeman
									Name: David K. Holeman Title: Chief Financial Officer

WHITESTONE REIT

REPORTS SECOND QUARTER 2021 RESULTS

Houston, Texas, August 3, 2021 - Whitestone REIT (NYSE: WSR) (“Whitestone” or the “Company”) today announced its operating and financial results for the second quarter of 2021. Whitestone seeks to create 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 and most affluent markets in the Sunbelt.

“Beyond the re-activation of our strategic growth plan, our well-located portfolio produced significant increases in our financial results in the second quarter. Specifically, Whitestone’s strength and resiliency continues to be demonstrated through increasing revenues and occupancy, reduction of debt and successful scaling of expenses. As the economy continues to recover, we have positioned the Company to reap the benefits and deliver long-term value from our strategically chosen business-friendly, high-growth markets”

–Jim Mastandrea, Chairman and Chief Executive Officer

Financial Summary:

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

•Net Revenues of $30.6 million and $59.7 million in the three and six months ended June 30, 2021, respectively

•Net Income attributable to common shareholders of $0.12 and $0.15 per share in the three and six months ended June 30, 2021, respectively

•Funds from Operations ("FFO") Core of $0.26 and $0.50 per share in the three and six months ended June 30, 2021, respectively

•General and Administrative Expenses, as a percentage of revenue, of 14.6% in the three months ended June 30, 2021. This compares to 16.9% for the year ended December 31, 2020 (1)

•Net Debt to EBITDAre-Adjusted Ratio of 8.2X for the quarter ended June 30, 2021. This compares to 9.4X for the first quarter of 2021 (2)

•Same-Store Net Operating Income ("NOI") of $20.2 million for the three months ended June 30, 2021, representing an increase of 8.4% from the three months ended June 30, 2020

Second Quarter Operating and Financial Highlights:

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

•Revenues of $30.6 million vs $29.0 million in prior quarter and $27.6 million in 2Q 2020

•Net Income attributable to common shareholders per share of $0.12 vs $0.03 in prior quarter and $0.01 in Q2 2020

•FFO Core per share of $0.26 vs $0.23 in the prior quarter and $0.22 in 2Q 2020

•Same-store NOI increased 8.4% from 2Q 2020

•Comparable GAAP-based leasing spreads of 6.8% for the quarter

•Debt to EBITDAre-Adjusted improved to 8.2X from 9.4X in the prior quarter and 9.8X in 2Q 2020

•Total Net Debt reduced $47.6 million from a year ago(2)

•Debt to Gross Book Value improved to 52% vs 56% from a year ago

•G&A, as a percentage of revenue, improved to 14.6% from 15.7% in 2Q 2020

•Annualized Base Rent per leased square foot grew to $19.95 from $19.71 from the prior quarter

•Acquired Lakeside Market in Dallas, TX for $53.24 million on July 8, 2021

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Financial Results

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

Net income attributable to common shareholders for the quarter ended June 30, 2021 was $5.1 million, or $0.12 per diluted share. Net income attributable to common shareholders for the quarter ended June 30, 2020 was $0.4 million, or $0.01 per diluted share.

FFO for the quarter ended June 30, 2021 was $10.6 million, or $0.24 per diluted share, as compared to $8.4 million, or $0.19 per diluted share for the quarter ended June 30, 2020. FFO Core for the quarter ended June 30, 2021 was $11.9 million or $0.26 per diluted share, compared to $9.6 million, or $0.22 per diluted share for the quarter ended June 30, 2020.

Operating Results

For the periods ending June 30, 2021 and 2020, the Company’s operating highlights were as follows:

			Second Quarter 2021			Second Quarter 2020
Occupancy:
Wholly Owned Properties			89.9%			89.2%
Same Store Property Net Operating Income Change (3)			8.4%			(7.9)%
Rental Rate Growth - Total (GAAP Basis):			6.8%			11.3%
New Leases			3.1%			3.4%
Renewal Leases			7.9%			13.5%
Leasing Transactions:
Number of New Leases			35			21
New Leases - Lease Term Revenue (millions)			$12.3			$5.2
Number of Renewal Leases			57			43
Renewal Leases - Lease Term Revenue (millions)			$17.5			$9.8

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Real Estate Portfolio Update

Community Centered PropertiesTM Portfolio Statistics:

As of June 30, 2021, Whitestone wholly owned 58 Community Centered PropertiesTM with 5.0 million square feet of gross leasable area ("GLA"). Five of the 58 Community Centered PropertiesTM are land parcels held for future development. The portfolio is comprised of 30 properties in Texas, 27 in Arizona and one in Illinois. Whitestone’s Community Centered PropertiesTM are located in the MSA's of Austin (4), Chicago (1), Dallas-Fort Worth (8), Houston (15), Phoenix (27) and San Antonio (3). In addition to being business friendly, these are six of the top markets in the country in terms of size, economic strength and population growth. 2017 estimates show the projected 5-year population growth rates for both Austin and Dallas-Fort Worth to be 9.7%, San Antonio to be 8.6%, Houston to be 8.0%, and Phoenix to be 6.6%(4). The Company’s properties in these markets are generally located on the best retail corners embedded in affluent communities. The Company also owns an 81.4% equity interest in and manages eight properties containing 0.9 million square feet of GLA through its investment in Pillarstone OP.

At the end of the second quarter, the Company’s diversified tenant base was comprised of 1,440 tenants, with the largest tenant accounting for only 2.9% of annualized base rental 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.

Subsequent Event

On July 8, 2021, we acquired Lakeside Market, a property that meets our Community Centered Property® strategy, for $53.2 million in cash and net prorations. Lakeside Market, a 163,000 square foot property, was 80.5% leased at the time of purchase and is located in Plano, Texas.

Balance Sheet and Liquidity

At June 30, 2021, Whitestone had $22.3 million in cash and cash equivalents, $55.1 million of availability and $160.5 million of capacity under its credit facility.

The Company has undepreciated real estate assets of $1.1 billion at June 30, 2021.

At June 30, 2021, 51 of the Company’s wholly owned 58 properties were unencumbered by mortgage debt, with an undepreciated cost basis of $828.3 million. At June 30, 2021, the Company had total real estate debt, net of cash, of $592.1 million, of which approximately 89% was subject to fixed interest rates. The Company’s weighted average interest rate on all fixed rate debt as of the end of the second quarter was 4.1% and the weighted average remaining term was 3.9 years.

Dividend

On June 11, 2021, the Company declared a quarterly cash distribution of $0.1075 per common share and OP unit for the second quarter of 2021, to be paid in three equal installments of $0.035833 in July, August and September of 2021.

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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, August 4, 2021 at 10:00 A.M. Central Time. The call will be led by Jim Mastandrea, Chairman and Chief Executive Officer, and Dave Holeman, Chief Financial 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: 1-877-705-6003

Dial-in number for international participants: 1-201-493-6725

The conference call will be recorded, and a telephone replay will be available through Wednesday, August 18, 2021. 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):             13721233

The second quarter earnings release and supplemental data package will be located in the Investor Relations section of the Company’s website. For those without internet access, the earnings release and supplemental data package will be available by mail upon request. To receive a copy, please call the Company’s Investor Relations line at (713) 435-2219.

Supplemental Financial Information

The second quarter earnings release, supplemental data package and details regarding Whitestone's results of operations, communities and tenants are available in the Investor Relations section of the Company's website at www.whitestonereit.com. For those without Internet access, the earnings release and supplemental data package will be available by mail upon request. To receive a copy, please call the Company's Investor Relations line at (713)435-2219.

About Whitestone REIT

Whitestone 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 most affluent markets in the Sunbelt. Whitestone seeks to create 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 is a monthly dividend paying stock and has consistently paid dividends for more than 15 years. Whitestone’s strong, balanced and managed capital structure provides stability and flexibility for growth, and positions Whitestone to perform well through economic cycles. For additional information, please visit www.whitestonereit.com.

Footnotes:

(1) Inclusive of pro rata share of revenue of unconsolidated investment in real estate partnership.

(2) Total Net Debt is defined as outstanding debt plus pro rata share of outstanding debt of real estate partnership less cash and pro rata share of cash of real estate partnership.

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

(4) Source: Claritas, as of April 2017.

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Forward-Looking Statements

Certain statements contained in this press release constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Company intends for all such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in Section 27A of the Securities Act and Section 21E of the Exchange Act, as applicable. Such information is subject to certain risks and uncertainties, as well as known and unknown risks, which could cause actual results to differ materially from those projected or anticipated. Therefore, such statements are not intended to be a guarantee of our performance in future periods. Such forward-looking statements include statements about our earnings guidance, future liquidity, performance growth and expectations and other matters and can generally be identified by the Company’s use of forward-looking terminology, such as “may,” “will,” “plan,” “expect,” “intend,” “anticipate,” “believe,” “continue,” “goals” or similar words or phrases that are predictions of future events or trends and which do not relate solely to historical matters.

The following are additional factors that could cause the Company's actual results and its expectations to differ materially from those described in the Company's forward-looking statements: uncertainties related to the COVID-19 pandemic, including the unknown duration and economic, operational and financial impacts of the COVID-19 pandemic, and the actions taken or contemplated by U.S. and local governmental authorities or others in response to the pandemic on the Company’s business, employees and tenants, including, among others, (a) changes in tenant demand for the Company’s properties, (b) financial challenges confronting major tenants, including as a result of decreased customers’ willingness to frequent, and mandated stay in place orders that have prevented customers from frequenting, some of Company’s tenants’ businesses and the impact of these issues on the Company’s ability to collect rent from its tenants; (c) operational changes implemented by the Company, including remote working arrangements, which may put increased strain on IT systems and create increased vulnerability to cybersecurity incidents, (d) significant reduction in the Company’s liquidity due to a reduced borrowing base under its revolving credit facility and limited ability to access the capital markets and other sources of financing on attractive terms or at all, and (e) prolonged measures to contain the spread of COVID-19 or the fluctuating government-imposed restrictions implemented to contain the spread of COVID-19; adverse economic or real estate developments or conditions in Texas or Arizona, Houston and Phoenix in particular, including as a result of any resurgences in COVID-19 cases in such areas and the impact on our tenants’ ability to pay their rent, which could result in bad debt allowances or straight-line rent reserve adjustments; 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; the Company's ability to meet its long-term goals, including its ability to execute effectively its acquisition and disposition strategy, to continue to execute its development pipeline on schedule and at the expected costs, and its ability to grow its NOI as expected, which could be impacted by a number of factors, including, among other things, its ability to continue to renew leases or re-let space on attractive terms and to otherwise address its leasing rollover; its ability to successfully identify, finance and consummate suitable acquisitions, and the impact of such acquisitions, including financing developments, capitalization rates and internal rates of return; the Company’s ability to reduce or otherwise effectively manage its general and administrative expenses; the Company’s ability to fund from cash flows or otherwise distributions to its shareholders at current rates or at all; current adverse market and economic conditions including, but not limited to, the significant volatility and disruption in the global financial markets caused by the COVID-19 pandemic; lease terminations or lease defaults; the impact of competition on the Company's efforts to renew existing leases; changes in the economies and other conditions of the specific markets in which the Company operates; economic, legislative and regulatory changes, including changes to laws governing REITs and the impact of the legislation commonly known as the Tax Cuts and Jobs Act; the success of the Company's real estate strategies and investment objectives; the Company's ability to continue to qualify as a REIT under the Internal Revenue Code of 1986, as amended; 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.

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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, EBITDAre-Adjusted, FFO, FFO Core, and NOI. 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 alternatives 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.

EBITDAre-Adjusted: The Company also presents EBITDAre-Adjusted as an additional supplemental measure as we believe it is reflective of the core operating performance of our portfolio of properties. EBITDAre-Adjusted is defined as NAREIT EBITDAre excluding charges and gains related to non-cash and non-operating transactions and other events that could affect the comparability of operating results. Specific examples of items excluded from EBITDAre-Adjusted include, but are not limited to, share-based compensation and management fees, net of related costs. There can be no assurance that EBITDAre-Adjusted as presented by the Company is comparable to similarly titled measures of other REITs. EBITDAre-Adjusted should not be considered 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-Adjusted does not reflect working capital changes, cash expenditures for capital improvements or principal payments on indebtedness.

FFO: Funds From Operations: Management believes that FFO is a useful measure of the Company's operating performance. The Company computes FFO as defined by NAREIT, which states that FFO should represent 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. FFO does not represent cash flows from operating activities determined in accordance with GAAP and should not be considered an alternative to net income as an indication of the Company's performance or to cash flow from operations as a measure of liquidity or ability to make distributions and service debt.

Management considers FFO a useful additional measure of performance for an equity REIT because it facilitates an understanding of the operating performance of its properties without giving effect to real estate depreciation and amortization, which assumes that the value of real estate assets diminishes predictably over time. Since real estate values have historically risen or fallen with market conditions, management believes that FFO provides a more meaningful and accurate indication of the Company's performance and useful information for the investment community to compare Whitestone to other REITs since FFO is generally recognized as the industry standard for reporting the operations of REITs.

Other REITs may use different methodologies for calculating FFO, and accordingly, the Company's FFO may not be comparable to other REITs. The Company presents FFO per diluted share calculations that are based on the outstanding dilutive common shares plus the outstanding OP units for the periods presented.

FFO Core: Funds From Operations Core: Management believes that the computation of FFO in accordance with NAREIT's definition includes certain non-cash and non-comparable items that affect the Company's period-over-period performance. These items include, but are not limited to, legal settlements, debt extension costs, non-cash share-based compensation expense and rent support agreement payments received from sellers on acquired assets. In addition, the Company believes that FFO Core is a useful supplemental measure for the investing community to use in comparing the Company to other REITs as many REITs provide some form of adjusted or modified FFO. However, other REITs may use different adjustments, and the Company's FFO Core may not be comparable to the adjusted or modified FFO of other REITs.

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NOI: Net Operating Income: Management believes that NOI is a useful measure of the Company's property operating performance. The Company defines NOI as operating revenues (rental and other revenues) less property and related expenses (property operation and maintenance and real estate taxes). Because NOI excludes general and administrative expenses, depreciation and amortization, involuntary conversion, interest expense, interest income, provision for income taxes, gain or loss on sale or disposition of assets, pro rata share of NOI of unconsolidated entities and capital expenditures and leasing costs, 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. The Company uses NOI to evaluate its operating performance since NOI allows the Company to evaluate the impact of factors, such as occupancy levels, lease structure, lease rates and tenant base, have on the Company's results, margins and returns. In addition, management believes that NOI provides useful information to the investment community about the Company's 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 the Company's overall financial performance since it does not reflect general and administrative expenses, depreciation and amortization, involuntary conversion, interest expense, interest income, provision for income taxes, gain or loss on sale or disposition of assets, and the level of capital expenditures and leasing costs necessary to maintain the operating performance of the Company's properties. Other REITs may use different methodologies for calculating NOI, and accordingly, the Company's NOI may not be comparable to that of other REITs.

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.

Investor and Media Relations:

Rebecca Elliott, VP of Corporate Communications

Whitestone REIT                    

(713) 435-2228                    

[email protected]

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Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
						June 30, 2021						December 31, 2020
ASSETS
Real estate assets, at cost
Property						$	1,109,794					$	1,106,426
Accumulated depreciation						(176,879)						(163,712)
Total real estate assets						932,915						942,714
Investment in real estate partnership						34,257						33,979
Cash and cash equivalents						22,274						25,777
Restricted cash						211						179
Escrows and acquisition deposits						10,402						9,274
Accrued rents and accounts receivable, net of allowance for doubtful accounts (1)						21,346						23,009
Receivable due from related party						647						335
Unamortized lease commissions, legal fees and loan costs						8,321						7,686
Prepaid expenses and other assets(2)						3,737						2,049
Total assets						$	1,034,110					$	1,045,002
LIABILITIES AND EQUITY
Liabilities:
Notes payable						$	614,441					$	644,185
Accounts payable and accrued expenses(3)						40,608						50,918
Payable due to related party						514						125
Tenants' security deposits						7,280						6,916
Dividends and distributions payable						4,995						4,532
Total liabilities						667,838						706,676
Commitments and contingencies:						—						—
Equity:
Preferred shares, $0.001 par value per share; 50,000,000 shares authorized; none issued and outstanding as of June 30, 2021 and December 31, 2020						—						—
Common shares, $0.001 par value per share; 400,000,000 shares authorized; 45,692,791 and 42,391,316 issued and outstanding as of June 30, 2021 and December 31, 2020, respectively						45						42
Additional paid-in capital						589,764						562,250
Accumulated deficit						(218,842)						(215,809)
Accumulated other comprehensive loss						(10,966)						(14,400)
Total Whitestone REIT shareholders' equity						360,001						332,083
Noncontrolling interest in subsidiary						6,271						6,243
Total equity						366,272						338,326
Total liabilities and equity						$	1,034,110					$	1,045,002

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Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands)
						June 30, 2021						December 31, 2020
(1) Accrued rents and accounts receivable, net of allowance for doubtful accounts
Tenant receivables						$	21,026					$	22,956
Accrued rents and other recoveries						16,435						16,348
Allowance for doubtful accounts						(16,186)						(16,426)
Other receivables						71						131
Total accrued rents and accounts receivable, net of allowance for doubtful accounts						$	21,346					$	23,009
(2) Operating lease right of use assets (net)						$	432					$	592
(3) Operating lease liabilities						$	439					$	603

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
						Three Months Ended																		% Change From
						June 30, 2021						March 31, 2021						June 30, 2020						March 31, 2021						June 30, 2020
Revenues
Rental(1)						$	30,152					$	28,695					$	27,052					5		%				11		%
Management, transaction, and other fees						466						350						545						33		%				(14)		%
Total revenues						30,618						29,045						27,597						5		%				11		%
Operating expenses
Depreciation and amortization						7,105						7,013						6,970						1		%				2		%
Operating and maintenance						5,444						4,839						4,395						13		%				24		%
Real estate taxes						4,160						4,038						4,385						3		%				(5)		%
General and administrative						4,730						5,634						4,644						(16)		%				2		%
Total operating expenses						21,439						21,524						20,394						—		%				5		%
Other expenses (income)
Interest expense						6,143						6,132						6,468						—		%				(5)		%
(Gain) loss on sale or disposal of assets, net						(224)						(1)						657						N.M. (2)						N.M.
Interest, dividend and other investment income						(23)						(49)						(73)						(53)		%				(68)		%
Total other expense						5,896						6,082						7,052						(3)		%				(16)		%
Income before equity investment in real estate partnership and income tax						3,283						1,439						151						128		%				2074		%
Equity in earnings of real estate partnership						189						89						364						112		%				(48)		%
Provision for income tax						(87)						(87)						(96)						—		%				(9)		%
Income from continuing operations						3,385						1,441						419						135		%				708		%
Gain on sale of property from discontinued operations						1,833						—						—						N.M. (2)						N.M.
Income from discontinued operations						1,833						—						—						N.M.						N.M.
Net income						5,218						1,441						419						262		%				1145		%
Less: Net income attributable to noncontrolling interests						92						26						9						254		%				922		%
Net income attributable to Whitestone REIT						$	5,126					$	1,415					$	410					262		%				1150		%

10

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands, except per share data)
						Three Months Ended																		% Change From
						June 30, 2021						March 31, 2021						June 30, 2020						March 31, 2021						June 30, 2020
Basic Earnings Per Share:
Net income from continuing operations attributable to Whitestone REIT excluding amounts attributable to unvested restricted shares						$	0.08					$	0.03					$	0.01					167		%				700		%
Income from discontinued operations attributable to Whitestone REIT						0.04						0.00						0.00						N.M.						N.M.
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares						$	0.12					$	0.03					$	0.01					300		%				1100		%
Diluted Earnings Per Share:
Net income from continuing operations attributable to Whitestone REIT excluding amounts attributable to unvested restricted shares						$	0.08					$	0.03					$	0.01					167		%				700		%
Income from discontinued operations attributable to Whitestone REIT						0.04						0.00						0.00						N.M.						N.M.
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares						$	0.12					$	0.03					$	0.01					300		%				1100		%
Weighted average number of common shares outstanding:
Basic						43,378						42,495						42,212						2		%				3		%
Diluted						44,125						43,331						42,763						2		%				3		%
Consolidated Statements of Comprehensive Income (Loss)
Net income						$	5,218					$	1,441					$	419					262		%				1145		%
Other comprehensive income (loss)
Unrealized gain (loss) on cash flow hedging activities						1,289						2,221						(684)						N.M.						N.M.
Comprehensive income (loss)						6,507						3,662						(265)						N.M.						N.M.
Less: Net income attributable to noncontrolling interests						92						26						9						254		%				922		%
Less: Comprehensive income (loss) attributable to noncontrolling interests						21						41						(15)						N.M.						N.M.
Comprehensive income (loss) attributable to Whitestone REIT						$	6,394					$	3,595					$	(259)					N.M.						N.M.

11

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
						Three Months Ended																		% Change From
						June 30, 2021						March 31, 2021						June 30, 2020						March 31, 2021						June 30, 2020
(1) Rental
Rental revenues						$	22,238					$	21,626					$	21,706					3		%				2		%
Recoveries						8,057						7,598						7,674						6		%				5		%
Bad debt						(143)						(529)						(2,328)						73		%				94		%
Total rental						$	30,152					$	28,695					$	27,052					5		%				11		%

(2) Not Meaningful

12

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
						Six Months Ended June 30,												% Change From June 30,
						2021						2020						2020
Revenues
Rental(1)						$	58,847					$	57,248					3		%
Management, transaction, and other fees						816						933						(13)		%
Total revenues						59,663						58,181						3		%
Operating expenses
Depreciation and amortization						14,118						13,941						1		%
Operating and maintenance						10,283						9,992						3		%
Real estate taxes						8,198						8,921						(8)		%
General and administrative						10,364						9,744						6		%
Total operating expenses						42,963						42,598						1		%
Other expenses (income)
Interest expense						12,275						13,161						(7)		%
(Gain) loss on sale or disposal of assets, net						(225)						864						(126)		%
Interest, dividend and other investment income						(72)						(135)						(47)		%
Total other expense						11,978						13,890						(14)		%
Income before equity investment in real estate partnership and income tax						4,722						1,693						179		%
Equity in earnings of real estate partnership						278						556						(50)		%
Provision for income tax						(174)						(183)						(5)		%
Income from continuing operations						4,826						2,066						134		%
Gain on sale of property from discontinued operations						1,833						—						N.M.
Income from discontinued operations						1,833						—						N.M.
Net income						6,659						2,066						222		%
Less: Net income attributable to noncontrolling interests						118						44						168		%
Net income attributable to Whitestone REIT						$	6,541					$	2,022					223		%

13

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands, except per share data)
						Six Months Ended June 30,												% Change From June 30,
						2021						2020						2020
Basic Earnings Per Share:
Net income from continuing operations attributable to Whitestone REIT excluding amounts attributable to unvested restricted shares						$	0.11					$	0.05					120		%
Income from discontinued operations attributable to Whitestone REIT						0.04						0.00						N.M.
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares						$	0.15					$	0.05					200		%
Diluted Earnings Per Share:
Net income from continuing operations attributable to Whitestone REIT excluding amounts attributable to unvested restricted shares						$	0.11					$	0.05					120		%
Income from discontinued operations attributable to Whitestone REIT						0.04						0.00						N.M.
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares						$	0.15					$	0.05					200		%
Weighted average number of common shares outstanding:
Basic						42,939						42,130						2		%
Diluted						43,730						42,734						2		%
Consolidated Statements of Comprehensive Income (Loss)
Net income						$	6,659					$	2,066					222		%
Other comprehensive income (loss)
Unrealized gain (loss) on cash flow hedging activities						3,510						(11,636)						N.M.
Comprehensive income (loss)						10,169						(9,570)						N.M.
Less: Net income attributable to noncontrolling interests						118						44						168		%
Less: Comprehensive income (loss) attributable to noncontrolling interests						62						(246)						N.M.
Comprehensive income (loss) attributable to Whitestone REIT						$	9,989					$	(9,368)					N.M.

14

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
						Six Months Ended June 30,												% Change From June 30,
						2021						2020						2020
(1) Rental
Rental revenues						$	43,864					$	43,783					—		%
Recoveries						15,655						16,637						(6)		%
Bad debt						(672)						(3,172)						79		%
Total rental						$	58,847					$	57,248					3		%

15

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Whitestone REIT and Subsidiaries CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands)
						Six Months Ended June 30,
						2021						2020
Cash flows from operating activities:
Net income from continuing operations						$	4,826					$	2,066
Net income from discontinued operations						1,833						—
Net income						6,659						2,066
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization						14,118						13,941
Amortization of deferred loan costs						548						562
(Gain) loss on sale or disposal of assets and loan forgiveness, net						(225)						864
Bad debt						672						3,172
Share-based compensation						2,575						2,388
Equity in earnings of real estate partnership						(278)						(556)
Changes in operating assets and liabilities:
Escrows and acquisition deposits						(1,128)						1,448
Accrued rents and accounts receivable						991						(4,994)
Receivable due from related party						(312)						(592)
Unamortized lease commissions, legal fees and loan costs						(1,852)						(461)
Prepaid expenses and other assets						201						1,263
Accounts payable and accrued expenses						(6,800)						(5,843)
Payable due to related party						389						398
Tenants' security deposits						364						264
Net cash provided by operating activities						14,089						13,920
Cash flows from investing activities:
Additions to real estate						(3,499)						(3,053)
Net cash used in investing activities						(3,499)						(3,053)
Net cash provided by investing activities of discontinued operations						1,833						—
Cash flows from financing activities:
Distributions paid to common shareholders						(9,082)						(16,341)
Distributions paid to OP unit holders						(165)						(349)
Proceeds from issuance of common shares, net of offering costs						25,371						2,241
Payments of exchange offer costs						(31)						(43)
Proceeds from notes payable						—						1,734
Net proceeds from (payments of) credit facility						(30,000)						30,000
Repayments of notes payable						(1,559)						(1,603)
Repurchase of common shares						(428)						(2,070)
Net cash provided by (used in) financing activities						(15,894)						13,569
Net increase (decrease) in cash, cash equivalents and restricted cash						(3,471)						24,436
Cash, cash equivalents and restricted cash at beginning of period						25,956						15,643
Cash, cash equivalents and restricted cash at end of period (1)						$	22,485					$	40,079

(1)     For a reconciliation of cash, cash equivalents and restricted cash, see supplemental disclosures below.

16

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Supplemental Disclosures
(in thousands)
						Six Months Ended June 30,
						2021						2020
Supplemental disclosure of cash flow information:
Cash paid for interest						$	11,829					$	12,626
Cash paid for taxes						$	364					$	—
Non cash investing and financing activities:
Disposal of fully depreciated real estate						$	3					$	24
Financed insurance premiums						$	1,712					$	1,431
Value of shares issued under dividend reinvestment plan						$	30					$	58
Value of common shares exchanged for OP units						$	—					$	1,127
Change in fair value of cash flow hedge						$	3,510					$	(11,636)

						June 30,
						2021						2020
Cash, cash equivalents and restricted cash
Cash and cash equivalents						$	22,274					$	39,924
Restricted cash						211						155
Total cash, cash equivalents and restricted cash						$	22,485					$	40,079

17

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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																		Change From
						June 30, 2021						March 31, 2021						June 30, 2020						March 31, 2021						June 30, 2020
FFO (NAREIT) AND FFO CORE
Net income attributable to Whitestone REIT						$	5,126					$	1,415					$	410					262		%				1150		%
Adjustments to reconcile to FFO:
Depreciation and amortization of real estate assets						7,068						6,980						6,909						1		%				2		%
Depreciation and amortization of real estate assets of real estate partnership (pro rata)						409						405						427						1		%				(4)		%
(Gain) loss on sale or disposal of assets, net						(224)						(1)						657						(22300)		%				(134)		%
Loss (gain) on sale of property from discontinued operations						(1,833)						—						—						N.M.						N.M.
(Gain) loss on sale or disposal of properties or assets of real estate partnership (pro rata)						(20)						—						1						N.M.						N.M.
Net income attributable to noncontrolling interests						92						26						9						254		%				922		%
FFO (NAREIT)						10,618						8,825						8,413						20		%				26		%
Adjustments to reconcile to FFO Core:
Share-based compensation expense						1,244						1,468						1,196						(15)		%				4		%
FFO Core						$	11,862					$	10,293					$	9,609					15		%				23		%
FFO PER SHARE AND OP UNIT CALCULATION
Numerator:
FFO						$	10,618					$	8,825					$	8,413					20		%				26		%
Distributions paid on unvested restricted common shares						—						—						—						N.M.						N.M.
FFO excluding amounts attributable to unvested restricted common shares						$	10,618					$	8,825					$	8,413					20		%				26		%
FFO Core excluding amounts attributable to unvested restricted common shares						$	11,862					$	10,293					$	9,609					15		%				23		%
Denominator:
Weighted average number of total common shares - basic						43,378						42,495						42,212						2		%				3		%
Weighted average number of total noncontrolling OP units - basic						773						773						828						—		%				(7)		%
Weighted average number of total common shares and noncontrolling OP units - basic						44,151						43,268						43,040						2		%				3		%
Effect of dilutive securities:
Unvested restricted shares						747						836						551						(11)		%				36		%
Weighted average number of total common shares and noncontrolling OP units - diluted						44,898						44,104						43,591						2		%				3		%
FFO per common share and OP unit - basic						$	0.24					$	0.20					$	0.20					20		%				20		%
FFO per common share and OP unit - diluted						$	0.24					$	0.20					$	0.19					20		%				26		%
FFO Core per common share and OP unit - basic						$	0.27					$	0.24					$	0.22					13		%				23		%
FFO Core per common share and OP unit - diluted						$	0.26					$	0.23					$	0.22					13		%				18		%

18

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Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(in thousands, except per share and per unit data)
						Six Months Ended June 30,												% Change From June 30,
						2021						2020						2020
FFO (NAREIT) AND FFO CORE
Net income attributable to Whitestone REIT						$	6,541					$	2,022					223		%
Adjustments to reconcile to FFO:
Depreciation and amortization of real estate assets						14,048						13,818						2		%
Depreciation and amortization of real estate assets of real estate partnership (pro rata)						814						876						(7)		%
(Gain) loss on sale or disposal of assets, net						(225)						864						(126)		%
Gain on sale of property from discontinued operations						(1,833)						—						N.M.
(Gain) loss on sale or disposal of properties or assets of real estate partnership (pro rata)						(20)						54						(137)		%
Net income attributable to noncontrolling interests						118						44						168		%
FFO (NAREIT)						19,443						17,678						10		%
Adjustments to reconcile to FFO Core:
Share-based compensation expense						2,712						2,522						8		%
FFO Core						$	22,155					$	20,200					10		%
FFO PER SHARE AND OP UNIT CALCULATION
Numerator:
FFO						$	19,443					$	17,678					10		%
Distributions paid on unvested restricted common shares						—						—						N.M.
FFO excluding amounts attributable to unvested restricted common shares						$	19,443					$	17,678					10		%
FFO Core excluding amounts attributable to unvested restricted common shares						$	22,155					$	20,200					10		%
Denominator:
Weighted average number of total common shares - basic						42,939						42,130						2		%
Weighted average number of total noncontrolling OP units - basic						773						866						(11)		%
Weighted average number of total common shares and noncontrolling OP units - basic						43,712						42,996						2		%
Effect of dilutive securities:
Unvested restricted shares						791						604						31		%
Weighted average number of total common shares and noncontrolling OP units - diluted						44,503						43,600						2		%
FFO per common share and OP unit - basic						$	0.44					$	0.41					7		%
FFO per common share and OP unit - diluted						$	0.44					$	0.41					7		%
FFO Core per common share and OP unit - basic						$	0.51					$	0.47					9		%
FFO Core per common share and OP unit - diluted						$	0.50					$	0.46					9		%

19

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Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
						Three Months Ended												Six Months Ended
						June 30,												June 30,
						2021						2020						2021						2020
PROPERTY NET OPERATING INCOME
Net income attributable to Whitestone REIT						$	5,126					$	410					$	6,541					$	2,022
General and administrative expenses						4,730						4,644						10,364						9,744
Depreciation and amortization						7,105						6,970						14,118						13,941
Equity in earnings of real estate partnership						(189)						(364)						(278)						(556)
Interest expense						6,143						6,468						12,275						13,161
Interest, dividend and other investment income						(23)						(73)						(72)						(135)
Provision for income taxes						87						96						174						183
Gain on sale of property from discontinued operations						(1,833)						—						(1,833)						—
Management fee, net of related expenses						83						56						163						165
(Gain) loss on sale or disposal of assets, net						(224)						657						(225)						864
NOI of real estate partnership (pro rata)						952						1,164						1,843						2,260
Net income attributable to noncontrolling interests						92						9						118						44
NOI						22,049						20,037						43,188						41,693
Non-Same Store NOI (1)						—						—						—						—
NOI of real estate partnership (pro rata)						(952)						(1,164)						(1,843)						(2,260)
NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata)						21,097						18,873						41,345						39,433
Same Store straight-line rent adjustments						(484)						285						(694)						619
Same Store amortization of above/below market rents						(240)						(226)						(441)						(434)
Same Store lease termination fees						(150)						(271)						(227)						(301)
Same Store NOI (2)						$	20,223					$	18,661					$	39,983					$	39,317

(1)    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 June 30, 2021 to the three months ended June 30, 2020, Non-Same Store includes properties acquired between April 1, 2020 and June 30, 2021 and properties sold between April 1, 2020 and June 30, 2021, but not included in discontinued operations. For purposes of comparing the six months ended June 30, 2021 to the six months ended June 30, 2020, Non-Same Store includes properties acquired between January 1, 2020 and June 30, 2021 and properties sold between January 1, 2020 and June 30, 2021, but not included in discontinued operations.

(2)    We define “Same Store” as properties that have been owned during the entire period being compared. For purposes of comparing the three months ended June 30, 2021 to the three months ended June 30, 2020, Same Store includes properties owned before April 1, 2020 and not sold before June 30, 2021. For purposes of comparing the six months ended June 30, 2021 to the six months ended June 30, 2020, Same Store includes properties owned before January 1, 2020 and not sold before June 30, 2021.

20

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Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
						Three Months Ended																		% Change From
						June 30, 2021						March 31, 2021						June 30, 2020						March 31, 2021						June 30, 2020
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)
Net income attributable to Whitestone REIT						$	5,126					$	1,415					$	410					262		%				1150		%
Depreciation and amortization						7,105						7,013						6,970						1		%				2		%
Interest expense						6,143						6,132						6,468						—		%				(5)		%
Provision for income taxes						87						87						96						—		%				(9)		%
Net income attributable to noncontrolling interests						92						26						9						254		%				922		%
Equity in earnings of real estate partnership						(189)						(89)						(364)						112		%				(48)		%
EBITDAre adjustments for real estate partnership						766						685						999						12		%				(23)		%
Gain on sale of property from discontinued operations						(1,833)						—						—						N.M.						N.M.
(Gain) loss on sale or disposal of assets, net						(224)						(1)						657						(22300)		%				(134)		%
EBITDAre						17,073						15,268						15,245						12		%				12		%
Management fee, net of related expenses						83						80						56						4		%				48		%
Share-based compensation expense						1,244						1,468						1,196						(15)		%				4		%
EBITDAre-Adjusted						$	18,400					$	16,816					$	16,497					9		%				12		%

						Six Months Ended June 30,												% Change From June 30,
						2021						2020						2020
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)
Net income attributable to Whitestone REIT						$	6,541					$	2,022					223		%
Depreciation and amortization						14,118						13,941						1		%
Interest expense						12,275						13,161						(7)		%
Provision for income taxes						174						183						(5)		%
Net income attributable to noncontrolling interests						118						44						168		%
Equity in earnings of real estate partnership						(278)						(556)						(50)		%
EBITDAre adjustments for real estate partnership						1,451						1,886						(23)		%
Gain on sale of property from discontinued operations						(1,833)						—
(Gain) loss on sale or disposal of assets, net						(225)						864						(126)		%
EBITDAre						32,341						31,545						3		%
Management fee, net of related expenses						163						165						(1)		%
Share-based compensation expense						2,712						2,522						8		%
EBITDAre-Adjusted						$	35,216					$	34,232					3		%

21

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TABLE OF CONTENTS
			Page
Corporate Profile			1
Second Quarter 2021 Earnings Release			2
Financial Results
Consolidated Balance Sheets			10
Consolidated Statements of Operations and Comprehensive Income (Loss)			12
Consolidated Statements of Cash Flows			18
Reconciliation of Non-GAAP Measures			20
Same Store Property Analysis			21
Other Financial Information			23
Market Capitalization and Selected Ratios			24
Summary of Outstanding Debt and Debt Maturities			26
Summary of Occupancy and Top Tenants			27
Tenant Type Summary			30
Summary of Leasing Activity			31
Lease Expirations			34
Property Details			35

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CORPORATE PROFILE

NYSE: WSR

Whitestone REIT (NYSE: WSR) is a community-centered shopping center REIT that acquires, owns, manages,

Common Shares

develops and redevelops high quality open-air neighborhood centers primarily in the largest, fastest-growing and

most affluent markets in the Sunbelt. Whitestone seeks to create communities that thrive through

58 Community Centers

creating local connections between consumers in the surrounding communities and a well-crafted mix of national,

5.0 million sq. ft. of gross

regional and local tenants that provide daily necessities, needed services, entertainment and experiences. Whitestone

leasable area

has consistently paid a monthly dividend for over 15 years. The Company’s balanced and well-managed

1,440 tenants

capital structure provides stability and flexibility to support it through a multitude of economic cycles.

6 Top Growth Markets

We invest in properties that are or can become Community Centered Properties® from which our tenants deliver

Austin

needed services to the surrounding population. We focus on properties with smaller rental spaces that present

Chicago

opportunities for attractive returns.

Dallas-Fort Worth

Houston

Our strategic efforts target entrepreneurial, service-oriented tenants at each property who provide services to their

Phoenix

respective surrounding communities. Operations include an internal management structure providing cost-effective

San Antonio

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

Fiscal Year End

management, marketing, construction and maintenance departments with culturally diverse and multi-lingual

12/31

associates who understand the particular needs of our tenants and neighborhoods.

Common Shares &

We have a diverse tenant base concentrated on service offerings such as specialty retail, grocery, restaurants,

Units Outstanding*:

medical, educational and financial services and entertainment. These tenants tend to occupy smaller spaces (less

Common Shares: 46.3 million

than 3,000 square feet) and, as of June 30, 2021, provided a 50% premium rental rate compared to our larger

Operating Partnership Units:

space tenants. The largest of our 1,440 tenants at our wholly owned properties comprised only 2.9% of our

0.8 million

annualized base rental revenues for the three months ended June 30, 2021.

Distribution (per share / unit)*:

Quarter: $ 0.1075

Investor Relations:

Annualized: $ 0.43

Whitestone REIT

ICR LLC.

Dividend Yield: 4.9%**

Rebecca Elliott, Vice President of Corporate Communications

Brad Cohen

2600 South Gessner, Suite 500, Houston, Texas 77063

203.682.8211

Board of Trustees:

713.435.2219 email: [email protected]

Nandita V. Berry

website: www.whitestonereit.com

Jeffrey A. Jones

Paul T. Lambert

Analyst Coverage:

Jack L. Mahaffey

B. Riley FBR

JMP Securities

Maxim Group

James C. Mastandrea

Craig Kucera

Aaron Hecht

Michael Diana

David F. Taylor

540.277.3366

415.835.3963

212.895.3641

Trustee Emeritus:

[email protected]

[email protected]

[email protected]

Daniel G. DeVos

* As of August 2, 2021

** Based on common share price

of $8.69 as of close of market on

August 2, 2021.

We are followed by the analysts listed above. Please note that any opinions, estimates or forecasts regarding our performance made by these analysts are theirs alone and do not represent opinions, forecasts or predictions of our management. We do not by our reference above or distribution imply our endorsement of or concurrence with such information, conclusions or recommendations.

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Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
						June 30, 2021						December 31, 2020
ASSETS
Real estate assets, at cost
Property						$	1,109,794					$	1,106,426
Accumulated depreciation						(176,879)						(163,712)
Total real estate assets						932,915						942,714
Investment in real estate partnership						34,257						33,979
Cash and cash equivalents						22,274						25,777
Restricted cash						211						179
Escrows and acquisition deposits						10,402						9,274
Accrued rents and accounts receivable, net of allowance for doubtful accounts (1)						21,346						23,009
Receivable due from related party						647						335
Unamortized lease commissions, legal fees and loan costs						8,321						7,686
Prepaid expenses and other assets(2)						3,737						2,049
Total assets						$	1,034,110					$	1,045,002
LIABILITIES AND EQUITY
Liabilities:
Notes payable						$	614,441					$	644,185
Accounts payable and accrued expenses(3)						40,608						50,918
Payable due to related party						514						125
Tenants' security deposits						7,280						6,916
Dividends and distributions payable						4,995						4,532
Total liabilities						667,838						706,676
Commitments and contingencies:						—						—
Equity:
Preferred shares, $0.001 par value per share; 50,000,000 shares authorized; none issued and outstanding as of June 30, 2021 and December 31, 2020						—						—
Common shares, $0.001 par value per share; 400,000,000 shares authorized; 45,692,791 and 42,391,316 issued and outstanding as of June 30, 2021 and December 31, 2020, respectively						45						42
Additional paid-in capital						589,764						562,250
Accumulated deficit						(218,842)						(215,809)
Accumulated other comprehensive loss						(10,966)						(14,400)
Total Whitestone REIT shareholders' equity						360,001						332,083
Noncontrolling interest in subsidiary						6,271						6,243
Total equity						366,272						338,326
Total liabilities and equity						$	1,034,110					$	1,045,002

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Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands)
						June 30, 2021						December 31, 2020
(1) Accrued rents and accounts receivable, net of allowance for doubtful accounts
Tenant receivables						$	21,026					$	22,956
Accrued rents and other recoveries						16,435						16,348
Allowance for doubtful accounts						(16,186)						(16,426)
Other receivables						71						131
Total accrued rents and accounts receivable, net of allowance for doubtful accounts						$	21,346					$	23,009
(2) Operating lease right of use assets (net)						$	432					$	592
(3) Operating lease liabilities						$	439					$	603

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
						Three Months Ended																		% Change From
						June 30, 2021						March 31, 2021						June 30, 2020						March 31, 2021						June 30, 2020
Revenues
Rental(1)						$	30,152					$	28,695					$	27,052					5		%				11		%
Management, transaction, and other fees						466						350						545						33		%				(14)		%
Total revenues						30,618						29,045						27,597						5		%				11		%
Operating expenses
Depreciation and amortization						7,105						7,013						6,970						1		%				2		%
Operating and maintenance						5,444						4,839						4,395						13		%				24		%
Real estate taxes						4,160						4,038						4,385						3		%				(5)		%
General and administrative						4,730						5,634						4,644						(16)		%				2		%
Total operating expenses						21,439						21,524						20,394						—		%				5		%
Other expenses (income)
Interest expense						6,143						6,132						6,468						—		%				(5)		%
(Gain) loss on sale or disposal of assets, net						(224)						(1)						657						N.M. (2)						N.M.
Interest, dividend and other investment income						(23)						(49)						(73)						(53)		%				(68)		%
Total other expense						5,896						6,082						7,052						(3)		%				(16)		%
Income before equity investment in real estate partnership and income tax						3,283						1,439						151						128		%				2074		%
Equity in earnings of real estate partnership						189						89						364						112		%				(48)		%
Provision for income tax						(87)						(87)						(96)						—		%				(9)		%
Income from continuing operations						3,385						1,441						419						135		%				708		%
Gain on sale of property from discontinued operations						1,833						—						—						N.M.						N.M.
Income from discontinued operations						1,833						—						—						N.M.						N.M.
Net income						5,218						1,441						419						262		%				1145		%
Less: Net income attributable to noncontrolling interests						92						26						9						254		%				922		%
Net income attributable to Whitestone REIT						$	5,126					$	1,415					$	410					262		%				1150		%

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands, except per share data)
						Three Months Ended																		% Change From
						June 30, 2021						March 31, 2021						June 30, 2020						March 31, 2021						June 30, 2020
Basic Earnings Per Share:
Net income from continuing operations attributable to Whitestone REIT excluding amounts attributable to unvested restricted shares						$	0.08					$	0.03					$	0.01					167		%				700		%
Income from discontinued operations attributable to Whitestone REIT						0.04						0.00						0.00						N.M.						N.M.
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares						$	0.12					$	0.03					$	0.01					300		%				1100		%
Diluted Earnings Per Share:
Net income from continuing operations attributable to Whitestone REIT excluding amounts attributable to unvested restricted shares						$	0.08					$	0.03					$	0.01					167		%				700		%
Income from discontinued operations attributable to Whitestone REIT						0.04						0.00						0.00						N.M.						N.M.
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares						$	0.12					$	0.03					$	0.01					300		%				1100		%
Weighted average number of common shares outstanding:
Basic						43,378						42,495						42,212						2		%				3		%
Diluted						44,125						43,331						42,763						2		%				3		%
Consolidated Statements of Comprehensive Income (Loss)
Net income						$	5,218					$	1,441					$	419					262		%				1145		%
Other comprehensive income (loss)
Unrealized gain (loss) on cash flow hedging activities						1,289						2,221						(684)						N.M.						N.M.
Comprehensive income (loss)						6,507						3,662						(265)						N.M.						N.M.
Less: Net income attributable to noncontrolling interests						92						26						9						254		%				922		%
Less: Comprehensive income (loss) attributable to noncontrolling interests						21						41						(15)						N.M.						N.M.
Comprehensive income (loss) attributable to Whitestone REIT						$	6,394					$	3,595					$	(259)					N.M.						N.M.

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
						Three Months Ended																		% Change From
						June 30, 2021						March 31, 2021						June 30, 2020						March 31, 2021						June 30, 2020
(1) Rental
Rental revenues						$	22,238					$	21,626					$	21,706					3		%				2		%
Recoveries						8,057						7,598						7,674						6		%				5		%
Bad debt						(143)						(529)						(2,328)						73		%				94		%
Total rental						$	30,152					$	28,695					$	27,052					5		%				11		%

(2) Not Meaningful

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
						Six Months Ended June 30,												% Change From June 30,
						2021						2020						2020
Revenues
Rental(1)						$	58,847					$	57,248					3		%
Management, transaction, and other fees						816						933						(13)		%
Total revenues						59,663						58,181						3		%
Operating expenses
Depreciation and amortization						14,118						13,941						1		%
Operating and maintenance						10,283						9,992						3		%
Real estate taxes						8,198						8,921						(8)		%
General and administrative						10,364						9,744						6		%
Total operating expenses						42,963						42,598						1		%
Other expenses (income)
Interest expense						12,275						13,161						(7)		%
(Gain) loss on sale or disposal of assets, net						(225)						864						(126)		%
Interest, dividend and other investment income						(72)						(135)						(47)		%
Total other expense						11,978						13,890						(14)		%
Income before equity investment in real estate partnership and income tax						4,722						1,693						179		%
Equity in earnings of real estate partnership						278						556						(50)		%
Provision for income tax						(174)						(183)						(5)		%
Income from continuing operations						4,826						2,066						134		%
Gain on sale of property from discontinued operations						1,833						—						N.M.
Income from discontinued operations						1,833						—						N.M.
Net income						6,659						2,066						222		%
Less: Net income attributable to noncontrolling interests						118						44						168		%
Net income attributable to Whitestone REIT						$	6,541					$	2,022					223		%

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands, except per share data)
						Six Months Ended June 30,												% Change From June 30,
						2021						2020						2020
Basic Earnings Per Share:
Net income from continuing operations attributable to Whitestone REIT excluding amounts attributable to unvested restricted shares						$	0.11					$	0.05					120		%
Income from discontinued operations attributable to Whitestone REIT						0.04						0.00						N.M.
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares						$	0.15					$	0.05					200		%
Diluted Earnings Per Share:
Net income from continuing operations attributable to Whitestone REIT excluding amounts attributable to unvested restricted shares						$	0.11					$	0.05					120		%
Income from discontinued operations attributable to Whitestone REIT						0.04						0.00						N.M.
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares						$	0.15					$	0.05					200		%
Weighted average number of common shares outstanding:
Basic						42,939						42,130						2		%
Diluted						43,730						42,734						2		%
Consolidated Statements of Comprehensive Income (Loss)
Net income						$	6,659					$	2,066					222		%
Other comprehensive income (loss)
Unrealized gain (loss) on cash flow hedging activities						3,510						(11,636)						N.M.
Comprehensive income (loss)						10,169						(9,570)						N.M.
Less: Net income attributable to noncontrolling interests						118						44						168		%
Less: Comprehensive income (loss) attributable to noncontrolling interests						62						(246)						N.M.
Comprehensive income (loss) attributable to Whitestone REIT						$	9,989					$	(9,368)					N.M.

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
						Six Months Ended June 30,												% Change From June 30,
						2021						2020						2020
(1) Rental
Rental revenues						$	43,864					$	43,783					—		%
Recoveries						15,655						16,637						(6)		%
Bad debt						(672)						(3,172)						79		%
Total rental						$	58,847					$	57,248					3		%

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Whitestone REIT and Subsidiaries CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands)
						Six Months Ended June 30,
						2021						2020
Cash flows from operating activities:
Net income from continuing operations						$	4,826					$	2,066
Net income from discontinued operations						1,833						—
Net income						6,659						2,066
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization						14,118						13,941
Amortization of deferred loan costs						548						562
(Gain) loss on sale or disposal of assets and loan forgiveness, net						(225)						864
Bad debt						672						3,172
Share-based compensation						2,575						2,388
Equity in earnings of real estate partnership						(278)						(556)
Changes in operating assets and liabilities:
Escrows and acquisition deposits						(1,128)						1,448
Accrued rents and accounts receivable						991						(4,994)
Receivable due from related party						(312)						(592)
Unamortized lease commissions, legal fees and loan costs						(1,852)						(461)
Prepaid expenses and other assets						201						1,263
Accounts payable and accrued expenses						(6,800)						(5,843)
Payable due to related party						389						398
Tenants' security deposits						364						264
Net cash provided by operating activities						14,089						13,920
Cash flows from investing activities:
Additions to real estate						(3,499)						(3,053)
Net cash used in investing activities						(3,499)						(3,053)
Net cash provided by investing activities of discontinued operations						1,833						—
Cash flows from financing activities:
Distributions paid to common shareholders						(9,082)						(16,341)
Distributions paid to OP unit holders						(165)						(349)
Proceeds from issuance of common shares, net of offering costs						25,371						2,241
Payments of exchange offer costs						(31)						(43)
Proceeds from notes payable						—						1,734
Net proceeds from (payments of) credit facility						(30,000)						30,000
Repayments of notes payable						(1,559)						(1,603)
Repurchase of common shares						(428)						(2,070)
Net cash provided by (used in) financing activities						(15,894)						13,569
Net increase (decrease) in cash, cash equivalents and restricted cash						(3,471)						24,436
Cash, cash equivalents and restricted cash at beginning of period						25,956						15,643
Cash, cash equivalents and restricted cash at end of period (1)						$	22,485					$	40,079

(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)
						Six Months Ended June 30,
						2021						2020
Supplemental disclosure of cash flow information:
Cash paid for interest						$	11,829					$	12,626
Cash paid for taxes						$	364					$	—
Non cash investing and financing activities:
Disposal of fully depreciated real estate						$	3					$	24
Financed insurance premiums						$	1,712					$	1,431
Value of shares issued under dividend reinvestment plan						$	30					$	58
Value of common shares exchanged for OP units						$	—					$	1,127
Change in fair value of cash flow hedge						$	3,510					$	(11,636)

						June 30,
						2021						2020
Cash, cash equivalents and restricted cash
Cash and cash equivalents						$	22,274					$	39,924
Restricted cash						211						155
Total cash, cash equivalents and restricted cash						$	22,485					$	40,079

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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																		Change From
						June 30, 2021						March 31, 2021						June 30, 2020						March 31, 2021						June 30, 2020
FFO (NAREIT) AND FFO CORE
Net income attributable to Whitestone REIT						$	5,126					$	1,415					$	410					262		%				1150		%
Adjustments to reconcile to FFO:
Depreciation and amortization of real estate assets						7,068						6,980						6,909						1		%				2		%
Depreciation and amortization of real estate assets of real estate partnership (pro rata)						409						405						427						1		%				(4)		%
(Gain) loss on sale or disposal of assets, net						(224)						(1)						657						(22300)		%				(134)		%
Gain on sale of property from discontinued operations						(1,833)						—						—						N.M.						N.M.
(Gain) loss on sale or disposal of properties or assets of real estate partnership (pro rata)						(20)						—						1						N.M.						N.M.
Net income attributable to noncontrolling interests						92						26						9						254		%				922		%
FFO (NAREIT)						10,618						8,825						8,413						20		%				26		%
Adjustments to reconcile to FFO Core:
Share-based compensation expense						1,244						1,468						1,196						(15)		%				4		%
FFO Core						$	11,862					$	10,293					$	9,609					15		%				23		%
FFO PER SHARE AND OP UNIT CALCULATION
Numerator:
FFO						$	10,618					$	8,825					$	8,413					20		%				26		%
Distributions paid on unvested restricted common shares						—						—						—						N.M.						N.M.
FFO excluding amounts attributable to unvested restricted common shares						$	10,618					$	8,825					$	8,413					20		%				26		%
FFO Core excluding amounts attributable to unvested restricted common shares						$	11,862					$	10,293					$	9,609					15		%				23		%
Denominator:
Weighted average number of total common shares - basic						43,378						42,495						42,212						2		%				3		%
Weighted average number of total noncontrolling OP units - basic						773						773						828						—		%				(7)		%
Weighted average number of total common shares and noncontrolling OP units - basic						44,151						43,268						43,040						2		%				3		%
Effect of dilutive securities:
Unvested restricted shares						747						836						551						(11)		%				36		%
Weighted average number of total common shares and noncontrolling OP units - diluted						44,898						44,104						43,591						2		%				3		%
FFO per common share and OP unit - basic						$	0.24					$	0.20					$	0.20					20		%				20		%
FFO per common share and OP unit - diluted						$	0.24					$	0.20					$	0.19					20		%				26		%
FFO Core per common share and OP unit - basic						$	0.27					$	0.24					$	0.22					13		%				23		%
FFO Core per common share and OP unit - diluted						$	0.26					$	0.23					$	0.22					13		%				18		%

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(in thousands, except per share and per unit data)
																		% Change
						Six Months Ended June 30,												From June 30,
						2021						2020						2020
FFO (NAREIT) AND FFO CORE
Net income attributable to Whitestone REIT						$	6,541					$	2,022					223		%
Adjustments to reconcile to FFO:
Depreciation and amortization of real estate assets						14,048						13,818						2		%
Depreciation and amortization of real estate assets of real estate partnership (pro rata)						814						876						(7)		%
(Gain) loss on sale or disposal of assets, net						(225)						864						(126)		%
Gain on sale of property from discontinued operations						(1,833)						—						N.M.
(Gain) loss on sale or disposal of properties or assets of real estate partnership (pro rata)						(20)						54						(137)		%
Net income attributable to noncontrolling interests						118						44						168		%
FFO (NAREIT)						19,443						17,678						10		%
Adjustments to reconcile to FFO Core:
Share-based compensation expense						2,712						2,522						8		%
FFO Core						$	22,155					$	20,200					10		%
FFO PER SHARE AND OP UNIT CALCULATION
Numerator:
FFO						$	19,443					$	17,678					10		%
Distributions paid on unvested restricted common shares						—						—						N.M.
FFO excluding amounts attributable to unvested restricted common shares						$	19,443					$	17,678					10		%
FFO Core excluding amounts attributable to unvested restricted common shares						$	22,155					$	20,200					10		%
Denominator:
Weighted average number of total common shares - basic						42,939						42,130						2		%
Weighted average number of total noncontrolling OP units - basic						773						866						(11)		%
Weighted average number of total common shares and noncontrolling OP units - basic						43,712						42,996						2		%
Effect of dilutive securities:
Unvested restricted shares						791						604						31		%
Weighted average number of total common shares and noncontrolling OP units - diluted						44,503						43,600						2		%
FFO per common share and OP unit - basic						$	0.44					$	0.41					7		%
FFO per common share and OP unit - diluted						$	0.44					$	0.41					7		%
FFO Core per common share and OP unit - basic						$	0.51					$	0.47					9		%
FFO Core per common share and OP unit - diluted						$	0.50					$	0.46					9		%

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
						Three Months Ended												Six Months Ended
						June 30,												June 30,
						2021						2020						2021						2020
PROPERTY NET OPERATING INCOME
Net income attributable to Whitestone REIT						$	5,126					$	410					$	6,541					$	2,022
General and administrative expenses						4,730						4,644						10,364						9,744
Depreciation and amortization						7,105						6,970						14,118						13,941
Equity in earnings of real estate partnership						(189)						(364)						(278)						(556)
Interest expense						6,143						6,468						12,275						13,161
Interest, dividend and other investment income						(23)						(73)						(72)						(135)
Provision for income taxes						87						96						174						183
Gain on sale of property from discontinued operations						(1,833)						—						(1,833)						—
Management fee, net of related expenses						83						56						163						165
(Gain) loss on sale or disposal of assets, net						(224)						657						(225)						864
NOI of real estate partnership (pro rata)						952						1,164						1,843						2,260
Net income attributable to noncontrolling interests						92						9						118						44
NOI						22,049						20,037						43,188						41,693
Non-Same Store NOI (1)						—						—						—						—
NOI of real estate partnership (pro rata)						(952)						(1,164)						(1,843)						(2,260)
NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata)						21,097						18,873						41,345						39,433
Same Store straight-line rent adjustments						(484)						285						(694)						619
Same Store amortization of above/below market rents						(240)						(226)						(441)						(434)
Same Store lease termination fees						(150)						(271)						(227)						(301)
Same Store NOI (2)						$	20,223					$	18,661					$	39,983					$	39,317

(1)    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 June 30, 2021 to the three months ended June 30, 2020, Non-Same Store includes properties acquired between April 1, 2020 and June 30, 2021 and properties sold between April 1, 2020 and June 30, 2021, but not included in discontinued operations. For purposes of comparing the six months ended June 30, 2021 to the six months ended June 30, 2020, Non-Same Store includes properties acquired between January 1, 2020 and June 30, 2021 and properties sold between January 1, 2020 and June 30, 2021, but not included in discontinued operations.

(2)    We define “Same Store” as properties that have been owned during the entire period being compared. For purposes of comparing the three months ended June 30, 2021 to the three months ended June 30, 2020, Same Store includes properties owned before April 1, 2020 and not sold before June 30, 2021. For purposes of comparing the six months ended June 30, 2021 to the six months ended June 30, 2020, Same Store includes properties owned before January 1, 2020 and not sold before June 30, 2021.

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
						Three Months Ended																		% Change From
						June 30, 2021						March 31, 2021						June 30, 2020						March 31, 2021						June 30, 2020
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)
Net income attributable to Whitestone REIT						$	5,126					$	1,415					$	410					262		%				1150		%
Depreciation and amortization						7,105						7,013						6,970						1		%				2		%
Interest expense						6,143						6,132						6,468						—		%				(5)		%
Provision for income taxes						87						87						96						—		%				(9)		%
Net income attributable to noncontrolling interests						92						26						9						254		%				922		%
Equity in earnings of real estate partnership						(189)						(89)						(364)						112		%				(48)		%
EBITDAre adjustments for real estate partnership						766						685						999						12		%				(23)		%
Gain on sale of property from discontinued operations						(1,833)						—						—						N.M.						N.M.
(Gain) loss on sale or disposal of assets, net						(224)						(1)						657						(22300)		%				(134)		%
EBITDAre						17,073						15,268						15,245						12		%				12		%
Management fee, net of related expenses						83						80						56						4		%				48		%
Share-based compensation expense						1,244						1,468						1,196						(15)		%				4		%
EBITDAre-Adjusted						$	18,400					$	16,816					$	16,497					9		%				12		%

						Six Months Ended June 30,												% Change From June 30,
						2021						2020						2020
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)
Net income attributable to Whitestone REIT						$	6,541					$	2,022					223		%
Depreciation and amortization						14,118						13,941						1		%
Interest expense						12,275						13,161						(7)		%
Provision for income taxes						174						183						(5)		%
Net income attributable to noncontrolling interests						118						44						168		%
Equity in earnings of real estate partnership						(278)						(556)						(50)		%
EBITDAre adjustments for real estate partnership						1,451						1,886						(23)		%
Gain on sale of property from discontinued operations						(1,833)						—
(Gain) loss on sale or disposal of assets, net						(225)						864						(126)		%
EBITDAre						32,341						31,545						3		%
Management fee, net of related expenses						163						165						(1)		%
Share-based compensation expense						2,712						2,522						8		%
EBITDAre-Adjusted						$	35,216					$	34,232					3		%

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Whitestone REIT and Subsidiaries
SAME STORE PROPERTY ANALYSIS
(in thousands)
						Three Months Ended June 30,												Increase						% Increase
						2021						2020						(Decrease)						(Decrease)
Same Store (53 properties excluding development land)
Property revenues
Rental						$	30,152					$	27,052					$	3,100					11		%
Management, transaction and other fees						321						390						(69)						(18)		%
Total property revenues						30,473						27,442						3,031						11		%
Property expenses
Property operation and maintenance						5,216						4,184						1,032						25		%
Real estate taxes						4,160						4,385						(225)						(5)		%
Total property expenses						9,376						8,569						807						9		%
Total property revenues less total property expenses						21,097						18,873						2,224						12		%
Same Store straight-line rent adjustments						(484)						285						(769)						(270)		%
Same Store amortization of above/below market rents						(240)						(226)						(14)						6		%
Same Store lease termination fees						(150)						(271)						121						(45)		%
Same Store NOI (1)						$	20,223					$	18,661					$	1,562					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
SAME STORE PROPERTY ANALYSIS
(in thousands)
						Six Months Ended June 30,												Increase						% Increase
						2021						2020						(Decrease)						(Decrease)
Same Store (53 properties, excluding development land)
Property revenues
Rental						$	58,847					$	57,248					$	1,599					3		%
Management, transaction and other fees						532						622						(90)						(14)		%
Total property revenues						59,379						57,870						1,509						3		%
Property expenses
Property operation and maintenance						9,836						9,516						320						3		%
Real estate taxes						8,198						8,921						(723)						(8)		%
Total property expenses						18,034						18,437						(403)						(2)		%
Total property revenues less total property expenses						41,345						39,433						1,912						5		%
Same Store straight-line rent adjustments						(694)						619						(1,313)						(212)		%
Same Store amortization of above/below market rents						(441)						(434)						(7)						2		%
Same Store lease termination fees						(227)						(301)						74						(25)		%
Same Store NOI(1)						$	39,983					$	39,317					$	666					2		%

(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												Six Months Ended
						June 30,												June 30,
						2021						2020						2021						2020
Other Financial Information:
Tenant improvements (1) (2)						$	488					$	491					$	968					$	985
Leasing commissions (1) (2)						$	969					$	366					$	1,735					$	736
Maintenance capital (1)						$	1,340					$	824					$	2,079					$	1,910
Scheduled debt principal payments (1)						$	436					$	477					$	890					$	960
Straight-line rent income (1)						$	472					$	(343)					$	686					$	(725)
Market rent amortization income from acquired leases (1)						$	228					$	232					$	426					$	439
Non-cash share-based compensation expense (1)						$	1,244					$	1,196					$	2,712					$	2,522
Non-real estate depreciation and amortization (1)						$	36					$	61					$	70					$	123
Amortization of loan fees (1)						$	279					$	286					$	559					$	569
Undepreciated value of unencumbered properties						$	828,298					$	804,714					$	828,298					$	804,714
Number of unencumbered properties						51						50						51						50
Full time employees						91						86						91						86

(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 June 30, 2021
MARKET CAPITALIZATION:						Percent of Total Equity						Total Market Capitalization						Percent of Total Market Capitalization
Equity Capitalization:
Common shares outstanding						98.3		%				45,693
Operating partnership units outstanding						1.7		%				773
Total						100.0		%				46,466
Market price of common shares as of
June 30, 2021												$	8.25
Total equity capitalization												$	383,345					39		%
Debt Capitalization:
Outstanding debt												$	615,316
Less: Cash and cash equivalents												(22,274)
Total debt capitalization												593,042						61		%
Total Market Capitalization as of
June 30, 2021												$	976,387					100		%

SELECTED RATIOS:
						Three Months Ended												Six Months Ended
						June 30,												June 30,
INTEREST COVERAGE RATIO						2021						2020						2021						2020
EBITDAre/Interest Expense
EBITDAre (1)						$	17,073					$	15,245					$	32,341					$	31,545
Interest expense						6,143						6,468						12,275						13,161
Pro rata share of interest expense from real estate partnership						163						167						324						323
Less: amortization of loan fees, including pro rata share from real estate partnership						(279)						(286)						(559)						(569)
Interest expense, excluding amortization of loan fees						6,027						6,349						12,040						12,915
Ratio of EBITDAre to interest expense						2.8						2.4						2.7						2.4

(1)    For a reconciliation of EBITDAre, see previous section “Reconciliation of Non-GAAP Measures.”

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Whitestone REIT and Subsidiaries
MARKET CAPITALIZATION AND SELECTED RATIOS
(continued)
(in thousands, except per share amounts and percentages)
LEVERAGE RATIO						June 30,
						2021						2020
Debt/Undepreciated Book Value
Outstanding debt						$	614,392					$	676,781
Less: Cash						(22,274)						(39,924)
Add: Proportional share of net debt of real estate partnership						8,894						9,467
Outstanding debt after cash						$	601,012					$	646,324
Undepreciated real estate assets						$	1,109,794					$	1,102,379
Add: Proportional share of real estate from unconsolidated partnership						46,124						45,801
Undepreciated real estate assets						$	1,155,918					$	1,148,180
Ratio of debt to real estate assets						52		%				56		%

						Three Months Ended												Six Months Ended
						June 30,												June 30,
						2021						2020						2021						2020
Debt/EBITDAre Ratio
Outstanding debt						$	614,392					$	676,781					$	614,392					$	676,781
Less: Cash						(22,274)						(39,924)						(22,274)						(39,924)
Add: Proportional share of net debt of unconsolidated real estate partnership						8,894						9,467						8,894						9,467
Total Net Debt						$	601,012					$	646,324					$	601,012					$	646,324
EBITDAre						$	17,073					$	15,245					$	32,341					$	31,545
Management fee, net of related expenses						83						56						163						165
Share based compensation						1,244						1,196						2,712						2,522
EBITDAre-Adjusted						$	18,400					$	16,497					$	35,216					$	34,232
Effect of partial period acquisitions and dispositions						—						—						—						—
Pro forma EBITDAre-Adjusted						18,400						16,497						35,216						34,232
Pro forma annualized EBITDAre-Adjusted						$	73,600					$	65,988					$	70,432					$	68,464
Ratio of debt to pro forma EBITDAre-Adjusted						8.2						9.8						8.5						9.4

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Whitestone REIT and Subsidiaries
SUMMARY OF OUTSTANDING DEBT AND DEBT MATURITIES
TOTAL OUTSTANDING DEBT
(in thousands)
Description						June 30, 2021						December 31, 2020
Fixed rate notes
$100.0 million, 1.73% plus 1.35% to 1.90% Note, due October 30, 2022 (1)						$	100,000					$	100,000
$165.0 million, 2.24% plus 1.35% to 1.90% Note, due January 31, 2024 (2)						165,000						165,000
$80.0 million, 3.72% Note, due June 1, 2027						80,000						80,000
$19.0 million 4.15% Note, due December 1, 2024						18,523						18,687
$20.2 million 4.28% Note, due June 6, 2023						18,016						18,222
$14.0 million 4.34% Note, due September 11, 2024						13,108						13,236
$14.3 million 4.34% Note, due September 11, 2024						13,894						14,014
$15.1 million 4.99% Note, due January 6, 2024						14,037						14,165
$2.6 million 5.46% Note, due October 1, 2023						2,314						2,339
$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
$1.7 million 3.25% Note, due December 28, 2021						924						—
Floating rate notes
Unsecured line of credit, LIBOR plus 1.40% to 1.90%, due January 31, 2023						89,500						119,500
Total notes payable principal						615,316						645,163
Less deferred financing costs, net of accumulated amortization						(875)						(978)
Total notes payable						$	614,441					$	644,185

(1)    Promissory note includes an interest rate swap that fixed the LIBOR portion of Term Loan 3 at 1.73%.

(2)     Promissory note includes an interest rate swap that fixed the LIBOR portion of the interest rate at an average rate of 2.24% for the duration of the term through January 31, 2024.

SCHEDULE OF DEBT MATURITIES AS OF JUNE 30, 2021
(in thousands)
Year						Amount Due
2021 (remaining)						$	1,981
2022						101,684
2023						117,363
2024						228,574
2025						17,143
Thereafter						148,571
Total						$	615,316

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Whitestone REIT and Subsidiaries
SUMMARY OF OCCUPANCY AND TOP TENANTS
						Gross Leasable Area as of						Occupancy % as of
						June 30,						June 30,						March 31						December 31,						September 30,
Community Centered Properties®						2021						2021						2021						2020						2020
Whitestone						4,953,571						90		%				89		%				88		%				89		%
Unconsolidated real estate partnership						926,798						61		%				59		%				61		%				62		%

 

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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
Safeway Stores Incorporated (2)						Austin, Houston and Phoenix						$	2,529					2.9		%				11/14/1982, 5/8/1991, 7/1/2000, 4/1/2014, 4/1/2014 and 10/19/16						2022, 2024, 2025, 2025, 2026 and 2034
Whole Foods Market						Houston						2,247						2.6		%				9/3/2014						2035
Frost Bank						Houston						1,948						2.2		%				7/1/2014						2024
Newmark Real Estate of Houston LLC						Houston						1,050						1.2		%				10/1/2015						2026
Bashas' Inc. (3)						Phoenix						1,010						1.2		%				10/9/2004 and 4/1/2009						2024 and 2029
Verizon Wireless (4)						Houston and Phoenix						946						1.1		%				8/16/1994, 2/1/2004, 5/10/2004, 1/27/2006 and 5/1/2014						2022, 2023, 2024, 2024 and 2038
Walgreens & Co. (5)						Houston and Phoenix						946						1.1		%				11/14/1982, 11/2/1987, 8/24/1996 and 11/3/1996						2022, 2027, 2049 and 2056
Alamo Drafthouse Cinema						Austin						690						0.8		%				2/1/2012						2031
Dollar Tree (6)						Houston and Phoenix						635						0.7		%				8/10/1999, 6/29/2001, 11/8/2009, 12/17/2009, and 5/21/2013						2023, 2025, 2025, 2026 and 2027
Wells Fargo & Company (7)						Phoenix						592						0.7		%				10/24/1996 and 4/16/1999						2022 and 2023
Kroger Co.						Dallas						483						0.6		%				12/15/2000						2022
Regus Corporation						Houston						460						0.5		%				5/23/2014						2025
Paul's Ace Hardware						Phoenix						427						0.5		%				3/1/2008						2023
Original Ninfas LP						Houston						411						0.5		%				8/29/2018						2029
Whataburger University						San Antonio						374						0.4		%				2/1/2018						2023
												$	14,748					17.0		%

(1)    Annualized Base Rental Revenues represents the monthly base rent as of June 30, 2021 for each applicable tenant multiplied by 12.

(2)    As of June 30, 2021, we had six 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 1.2% 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 $42,000, 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 0.4% 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 0.4% of our total annualized base rental revenue. The annualized

28

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rental revenue for the lease that commenced on November 14, 1982, and is scheduled to expire in 2022, was $318,000, which represents approximately 0.4% 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 0.5% of our total annualized base rental revenue.

(3)    As of June 30, 2021, 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 0.9% of our total annualized base rental revenue.

(4)    As of June 30, 2021, we had five 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 $22,000, 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 $136,000, which represents approximately 0.2% 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 0.9% of our total annualized rental revenue. The annualized rental revenue for the lease that commenced on May 10, 2004, and is scheduled to expire in 2022, was $0, which represents less than 0.1% of our total annualized base rental revenue.

(5)    As of June 30, 2021, 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 2022, was $181,000, 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 June 30, 2021, we had five 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 approximately 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 $169,000, which represents approximately 0.2% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on May 21, 2013, and is scheduled to expire in 2023, was $110,000, which represents approximately 0.1% 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 $151,000, which represents approximately 0.2% of our total annualized base rental revenue.

(7)    As of June 30, 2021, 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 2022, was $131,000, which represents approximately 0.2% 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 $461,000, 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 June 30, 2021
						% of Leased SF						% of ABR
Restaurants & Food Service						18%						23%
Grocery						15%						9%
Financial Services						6%						9%
Salons						7%						8%
Medical & Dental						6%						8%
Non Retail						4%						6%
Home Décor And Improvement						7%						5%
General Retail						7%						5%
Apparel						4%						4%
Education						4%						4%
Fitness						5%						4%
Local Services						2%						3%
Off-Price						4%						2%
Pet Supply & Services						3%						2%
Wireless						1%						2%
Entertainment						2%						2%
Pharmacies & Nutritional Supplies						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												Six Months Ended
						June 30,												June 30,
						2021						2020						2021						2020
RENEWALS
Number of Leases						57						43						105						99
Total Square Feet (1)						181,551						136,937						289,783						305,167
Average Square Feet						3,185						3,185						2,760						3,082
Total Lease Value						$	17,537,000					$	9,756,000					$	28,466,000					$	25,679,000
NEW LEASES
Number of Leases						35						21						81						45
Total Square Feet (1)						75,071						43,308						192,064						96,217
Average Square Feet						2,145						2,062						2,371						2,138
Total Lease Value						$	12,312,000					$	5,238,000					$	32,208,000					$	11,270,000
TOTAL LEASES
Number of Leases						92						64						186						144
Total Square Feet (1)						256,622						180,245						481,847						401,384
Average Square Feet						2,789						2,816						2,591						2,787
Total Lease Value						$	29,849,000					$	14,994,000					$	60,673,000					$	36,949,000

(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:
2nd Quarter 2021						71						$	22,322,346					207,913						5.1						$	2,069,587					$	9.95					$	20.91					$	21.12					$	(44,199)					(1.0)		%				$	282,582					6.8		%
1st Quarter 2021						72						21,870,651						160,509						5.4						1,201,947						7.49						22.12						23.14						(162,801)						(4.4)		%				273,174						7.8		%
4th Quarter 2020						73						16,880,587						297,812						4.1						388,146						1.30						13.20						13.19						4,030						0.1		%				254,859						6.8		%
3rd Quarter 2020						63						15,059,079						216,564						3.8						723,072						3.34						16.35						15.83						107,566						3.3		%				344,848						11.0		%
Total - 12 months						279						$	76,132,663					882,798						4.5						$	4,382,752					$	4.96					$	17.41					$	17.51					$	(95,404)					(0.6)		%				$	1,155,463					8.0		%
Comparable New Leases:
2nd Quarter 2021						19						$	5,852,882					39,326						5.6						$	892,966					$	22.71					$	25.01					$	25.52					$	(19,839)					(2.0)		%				$	29,940					3.1		%
1st Quarter 2021						26						11,296,796						56,578						6.7						1,002,823						17.72						23.87						26.52						(149,925)						(10.0)		%				75,001						5.3		%
4th Quarter 2020						20						4,653,817						30,371						5.5						291,222						9.59						23.58						26.73						(95,836)						(11.8)		%				(42,922)						(5.4)		%
3rd Quarter 2020						18						5,437,366						45,158						4.8						630,803						13.97						22.39						21.80						26,323						2.7		%				25,687						2.9		%
Total - 12 months						83						$	27,240,861					171,433						5.7						$	2,817,814					$	16.44					$	23.69					$	25.09					$	(239,277)					(5.6)		%				$	87,706					2.2		%
Comparable Renewal Leases:
2nd Quarter 2021						52						$	16,469,464					168,587						5.0						$	1,176,621					$	6.98					$	19.95					$	20.09					$	(24,360)					(0.7)		%				$	252,642					7.9		%
1st Quarter 2021						46						10,573,855						103,931						4.7						199,124						1.92						21.17						21.29						(12,876)						(0.6)		%				198,173						9.6		%
4th Quarter 2020						53						12,226,770						267,441						3.9						96,924						0.36						12.02						11.65						99,866						3.2		%				297,781						10.1		%
3rd Quarter 2020						45						9,621,713						171,406						3.5						92,269						0.54						14.76						14.28						81,243						3.4		%				319,161						13.9		%
Total - 12 months						196						$	48,891,802					711,365						4.2						$	1,564,938					$	2.20					$	15.89					$	15.69					$	143,873					1.3		%				$	1,067,757					10.2		%

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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
2nd Quarter 2021						92						$	29,849,313					256,622						5.2						$	2,870,379					$	11.19					$	21.38
1st Quarter 2021						94						30,824,156						225,225						5.7						2,034,341						9.03						21.44
4th Quarter 2020						84						19,013,353						322,875						4.0						502,216						1.56						13.69
3rd Quarter 2020						78						19,540,109						257,370						4.0						1,002,715						3.90						16.85
Total - 12 months						348						$	99,226,931					1,062,092						4.7						$	6,409,651					$	6.03					$	17.96
New
2nd Quarter 2021						35						$	12,312,470					75,071						5.9						$	1,652,986					$	22.02					$	24.44
1st Quarter 2021						46						19,895,385						116,993						6.7						1,832,500						15.66						21.62
4th Quarter 2020						28						6,477,724						49,664						4.9						401,475						8.08						22.27
3rd Quarter 2020						32						9,861,214						85,196						4.8						906,788						10.64						20.98
Total - 12 months						141						$	48,546,793					326,924						5.8						$	4,793,749					$	14.66					$	22.20
Renewal
2nd Quarter 2021						57						$	17,536,843					181,551						4.9						$	1,217,393					$	6.71					$	20.12
1st Quarter 2021						48						10,928,771						108,232						4.7						201,841						1.86						21.24
4th Quarter 2020						56						12,535,629						273,211						3.9						100,741						0.37						12.13
3rd Quarter 2020						46						9,678,895						172,174						3.5						95,927						0.56						14.81
Total - 12 months						207						$	50,680,138					735,168						4.2						$	1,615,902					$	2.20					$	16.07

(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 June 30, 2021
Year						Number of Leases						Square Feet						Percent of Gross Leasable Area						Amount (in thousands)						Percent of Total						Per Square Foot
2021						316						413,134						8.3		%				$	7,391					8.5		%				$	17.89
2022						248						639,283						12.9		%				12,166						13.9		%				19.03
2023						207						624,883						12.6		%				12,177						14.0		%				19.49
2024						205						734,443						14.8		%				15,382						17.6		%				20.94
2025						184						728,903						14.7		%				13,005						14.9		%				17.84
2026						118						472,979						9.5		%				8,422						9.7		%				17.81
2027						45						188,594						3.8		%				4,021						4.6		%				21.32
2028						33						160,416						3.2		%				3,478						4.0		%				21.68
2029						19						160,086						3.2		%				2,901						3.3		%				18.12
2030						23						68,143						1.4		%				2,123						2.4		%				31.16
Total						1,398						4,190,864						84.4		%				$	81,066					92.9		%				$	19.34

(1)    Lease expirations table reflects rents in place as of June 30, 2021, and does not include option periods.

(2)    Annualized Base Rent represents the monthly base rent as of June 30, 2021 for each tenant multiplied by 12.

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Whitestone REIT and Subsidiaries
Property Details
As of June 30, 2021
Community Name						Location						Year Built/ Renovated						Gross Leasable Square Feet						Percent Occupied at 06/30/2021						Annualized Base Rental Revenue  (in thousands) (1)						Average Base Rental Revenue Per Sq. Ft. (2)						Average Net Effective Annual Base Rent Per Leased Sq. Ft.(3)
Whitestone Properties:
Ahwatukee Plaza						Phoenix						1979						72,650						83		%				$	744					$	12.33					$	13.28
Anthem Marketplace						Phoenix						2000						113,293						88		%				1,499						15.03						14.99
Anthem Marketplace Phase II						Phoenix						2019						6,853						100		%				235						34.23						33.94
Bissonnet/Beltway						Houston						1978						29,205						93		%				395						14.53						14.67
BLVD Place						Houston						2014						216,944						98		%				8,972						42.20						43.07
The Citadel						Phoenix						2013						28,547						93		%				459						17.31						17.42
City View Village						San Antonio						2005						17,870						100		%				554						30.99						30.26
Davenport Village						Austin						1999						128,934						95		%				3,052						24.92						24.76
Desert Canyon						Phoenix						2000						62,533						88		%				644						11.70						14.40
Eldorado Plaza						Dallas						2004						219,287						95		%				2,857						13.71						15.02
Fountain Hills						Phoenix						2009						111,289						87		%				1,572						16.23						16.24
Fountain Square						Phoenix						1986						118,209						88		%				1,815						17.45						16.76
Fulton Ranch Towne Center						Phoenix						2005						120,575						96		%				2,026						17.50						17.70
Gilbert Tuscany Village						Phoenix						2009						49,415						100		%				1,021						20.66						19.97
Gilbert Tuscany Village Hard Corner						Phoenix						2009						14,603						100		%				124						8.50						8.91
Heritage						Dallas						2006						70,431						100		%				1,649						23.41						23.83
HQ Village						Dallas						2009						89,134						84		%				2,282						30.48						32.14
Keller Place						Dallas						2001						93,541						93		%				919						10.57						11.15
Kempwood Plaza						Houston						1974						91,302						90		%				1,191						14.49						14.44
La Mirada						Phoenix						1997						147,209						90		%				3,105						23.44						23.45
Las Colinas						Dallas						2000						104,919						80		%				1,764						21.02						25.76
Lion Square						Houston						2014						117,592						92		%				1,679						15.52						14.97
The MarketPlace at Central						Phoenix						2012						111,130						98		%				1,093						10.04						9.71
Market Street at DC Ranch						Phoenix						2003						244,888						95		%				5,049						21.70						22.01
Mercado at Scottsdale Ranch						Phoenix						1987						118,730						87		%				1,666						16.13						16.05
Paradise Plaza						Phoenix						1983						125,898						93		%				1,594						13.62						12.91
Parkside Village North						Austin						2005						27,045						100		%				855						31.62						37.46
Parkside Village South						Austin						2012						90,101						100		%				2,206						24.48						25.17
Pima Norte						Phoenix						2007						35,110						62		%				371						17.04						18.64
Pinnacle of Scottsdale						Phoenix						1991						113,108						98		%				2,320						20.93						23.29
Pinnacle Phase II						Phoenix						2017						27,063						100		%				768						28.37						28.63
The Promenade at Fulton Ranch						Phoenix						2007						98,792						80		%				1,093						13.83						14.13
Providence						Houston						1980						90,327						98		%				1,064						12.02						11.80
Quinlan Crossing						Austin						2012						109,892						96		%				2,355						22.32						23.80
Seville						Phoenix						1990						90,042						86		%				2,356						30.42						30.79
Shaver						Houston						1978						21,926						100		%				356						16.23						16.18
Shops at Pecos Ranch						Phoenix						2009						78,767						88		%				1,736						25.04						27.38
Shops at Starwood						Dallas						2006						55,385						100		%				1,763						31.84						32.29
The Shops at Williams Trace						Houston						1985						132,991						83		%				1,871						16.95						16.88
South Richey						Houston						1980						69,928						96		%				704						10.49						10.55
Spoerlein Commons						Chicago						1987						41,455						90		%				711						19.06						19.38
Starwood Phase II						Dallas						2016						35,351						90		%				1,170						36.77						36.49
Strand						San Antonio						2000						73,920						100		%				1,684						22.78						23.33
SugarPark Plaza						Houston						1974						95,032						97		%				1,132						12.28						12.35
Sunridge						Houston						1979						49,359						83		%				597						14.56						14.17
Sunset at Pinnacle Peak						Phoenix						2000						41,530						95		%				705						17.87						18.71
Terravita Marketplace						Phoenix						1997						102,733						64		%				1,099						16.72						17.80
Town Park						Houston						1978						43,526						96		%				952						22.78						23.83
Dana Park						Phoenix						2009						323,026						78		%				5,675						22.52						21.76
Westchase						Houston						1978						50,332						77		%				584						15.06						17.12
Williams Trace Plaza						Houston						1983						129,222						90		%				1,759						15.12						15.01
Windsor Park						San Antonio						2012						196,458						97		%				1,960						10.28						10.09
Woodlake Plaza						Houston						1974						106,169						56		%				1,134						19.07						19.93
Total/Weighted Average - Whitestone Properties																		4,953,571						90		%				86,937						19.50						19.95
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 (5)																		—						—						—						—						—
Grand Total/Weighted Average - Whitestone Properties																		4,953,571						90		%				$	86,937					$	19.50					$	19.95
Properties owned in Unconsolidated Real Estate Partnership (81.4% ownership):
9101 LBJ Freeway						Dallas						1985						125,874						49		%				$	1,125					$	18.24					$	18.36
Corporate Park Northwest						Houston						1981						174,359						73		%				1,780						13.98						13.97
Corporate Park Woodland II						Houston						2000						14,344						100		%				247						17.22						17.22
Holly Hall Industrial Park						Houston						1980						90,000						49		%				318						7.21						7.21
Holly Knight						Houston						1984						20,015						100		%				411						20.53						20.76
Interstate 10 Warehouse						Houston						1980						151,000						29		%				269						6.14						6.10
Uptown Tower						Dallas						1982						253,981						65		%				3,826						23.18						22.82
Westgate Service Center						Houston						1984						97,225						90		%				660						7.54						7.39
Total/Weighted Average - Unconsolidated Properties																		926,798						61		%				$	8,636					$	15.28					$	15.16

(1)      Calculated as the tenant’s actual June 30, 2021 base rent (defined as cash base rents including abatements) multiplied by 12. Excludes vacant space as of June 30, 2021. 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 June 30, 2021 equaled approximately $227,822 for the month ended June 30, 2021.

 

(2)      Calculated as annualized base rent divided by leased square feet as of June 30, 2021.  

(3)    Represents (i) the contractual base rent for leases in place as of June 30, 2021, 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 June 30, 2021.

(4)    Includes (i) new acquisitions, through the earlier of attainment of 90% occupancy or 18 months of ownership, and (ii) properties that are undergoing significant development, redevelopment or re-tenanting.

(5)    As of June 30, 2021, these parcels of land were held for development and, therefore, had no gross leasable area.

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