8-K - WSR - Equibles

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 2, 2022

Whitestone REIT

(Exact name of registrant as specified in charter)

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

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

Not Applicable

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

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

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

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

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

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

Emerging growth company ☐

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

Item 2.02 Results of Operations and Financial Condition.

On August 2, 2022, Whitestone REIT (the “Company”) announced its financial results for the three and six months ended June 30, 2022. A copy of the Company’s August 2, 2022 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 2, 2022.

99.2 Quarterly Supplemental Operating and Financial Data Package for Whitestone REIT for the three and six months ended June 30, 2022.

EXHIBIT INDEX

99.1	Press release of Whitestone REIT, dated August 2, 2022.
99.2	Quarterly Supplemental Operating and Financial Data for Whitestone REIT for the three and six months ended June 30, 2022.

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 2, 2022	By: /s/ John S. Hogan
		Name: John S. Hogan<br><br> <br>Title: Chief Financial Officer

ex_383909.htm

Exhibit 99.1

WHITESTONE REIT

REPORTS SECOND QUARTER 2022 RESULTS

Houston, Texas, August 2, 2022 - Whitestone REIT (NYSE: WSR) (“Whitestone” or the “Company”) today announced its operating and financial results for the second quarter of 2022. Whitestone creates neighborhood center communities in its high-quality open-air shopping centers that it acquires, owns, manages, develops, and redevelops primarily in the largest, fastest-growing, high-household-income markets in the Sunbelt.

“We are very pleased to deliver strong second quarter operating and financial results with occupancy hitting a record 91.5% and Same Store NOI growth of 8%. Our strategic focus on community centers in high-growth sunbelt markets continues to drive improvements in our leasing efforts and our rent per square foot. We remain focused on maximizing shareholder value through organic growth, prudent capital allocation, reducing G&A, improving our debt leverage, and delivering on our targeted FFO per share growth of 14 to 19%.”

– Dave Holeman, Chief Executive Officer

Second Quarter 2022 Operating and Financial Results

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

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

•	Revenues of $35.0 million versus $30.6 million for the second quarter of 2021.
•	Net Income attributable to common shareholders of $4.3 million, or $0.09 per diluted share, versus $5.1 million, or $0.12 per diluted share for the second quarter of 2021, inclusive of $0.04 from discontinued operations.
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•	Funds from Operations ("FFO") per diluted share of $0.25 versus $0.24 for the second quarter of 2021.
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•	EBITDAre of $19.2 million versus $17.1 million for the second quarter of 2021.
---	---
•	Same-Store Net Operating Income ("NOI") of $21.8 million versus $20.2 million for the second quarter of 2021, representing 8% growth.
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•	Net Effective Annual Base Rental Revenue per leased square foot of $21.72 as of June 30, 2022, representing growth of 8.9% since June 30, 2021
---	---

Operating Results

For the three-month periods ending June 30, 2022 and 2021 the Company’s operating highlights were as follows:

	Second Quarter 2022	Second Quarter 2021
Occupancy:
Wholly Owned Properties – All	91.5%	89.9%
Same Store Property Net Operating Income Change ^(1)^	8.0%	8.4%
Rental Rate Growth - Total (GAAP Basis):	17.4%	6.8%
New Leases	15.6%	3.1%
Renewal Leases	17.6%	7.9%
Leasing Transactions:
Number of New Leases	34	35
New Leases - Lease Term Revenue (millions)	$13.0	$12.3
Number of Renewal Leases	56	57
Renewal Leases - Lease Term Revenue (millions)	$16.1	$17.5

Balance Sheet and Debt Metrics

•	As of June 30, 2022, Whitestone had total debt of $637.8 million and net debt of $637.6 million, along with capacity and availability of $135.0 million and $110.1 million, respectively, under its $250 million revolving credit facility.
•	As of June 30, 2022, the Company has undepreciated real estate assets of $1.2 billion.
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Dividend

On July 27, 2022, the Company declared a quarterly cash distribution of $0.12 per common share and OP unit for the fourth quarter of 2022, to be paid in three equal installments of $0.04 in October, November and December of 2022. The fourth quarter dividend represents an 11.6% increase from the fourth quarter of 2021.

On May 23, 2022, the Company declared a quarterly cash distribution of $0.12 per common share and OP unit for the third quarter of 2022, to be paid in three equal installments of $0.04 in July, August and September of 2022.

2022 Full Year Guidance

The Company reaffirms its previously released guidance for 2022 and estimates that U.S. generally accepted accounting principles (“GAAP”) net income available to common shareholders will be within the range of $0.35 to $0.39 per diluted share, and FFO will be within the range of $0.98 to $1.02 per diluted share and OP Unit.

	2022 Guidance
	(unaudited, amounts in thousands except per share and percentages)
Net income attributable to Whitestone REIT	$17,500 - $19,700
FFO ^(1)^	$50,000 - $52,200
Net income attributable to Whitestone REIT per share	$0.35 - $0.39
FFO per diluted per share and OP Unit ^(1)^	$0.98 - $1.02
Key Drivers:
Same store net operating income growth ^(2)^	3.0% – 5.0%
Bad debt as a percentage of revenue	1.0% – 2.0%
General and administrative expense	$19,200 - $19,700
Ending occupancy	92% - 93%

^(1)^ The Company does not provide a reconciliation of forward-looking non-GAAP financial measures to the comparable GAAP financial measures because we are unable to reasonably predict certain items contained in the GAAP measures, including non-recurring and infrequent items that are not indicative of the Company’s ongoing operations. Such items include, but are not limited to, net gain or loss on sale or disposal of assets, gain on sale of property from discontinued operations and pro rata net gain or loss on sale or disposal of properties or assets of real estate partnership. These items are uncertain, depend on various factors and could have a material impact on our GAAP results for the guidance period.

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

Portfolio Statistics

As of June 30, 2022, Whitestone wholly owned 60 Community-Centered Properties™ with 5.2 million square feet of gross leasable area ("GLA"). Five of the 60 Community-Centered Properties™ are land parcels held for future development. The portfolio is comprised of 32 properties in Texas, 27 in Arizona and 1 in Illinois. Whitestone’s Community-Centered Properties™ are located in the MSA's of Austin (5), Chicago (1), Dallas-Fort Worth (9), Houston (15), Phoenix (27), and San Antonio (3). The Company’s properties in these markets are generally in high-traffic locations, surrounded by high-household-income communities. The Company also owns an 81.4% equity interest in 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 1,592 tenants, with the largest tenant accounting for only 2.5% 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.

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 3^rd^, 2022, at 8:00 A.M Eastern Time / 7:00 A.M. Central Time. The call will be led by Dave Holeman, Chief Executive Officer. Conference call access information is as follows:

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

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

The conference call will be recorded, and a telephone replay will be available through Wednesday, August 17, 2022. 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):	13727919

Supplemental Financial Information

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

About Whitestone REIT

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

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

Forward-Looking Statements

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

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

Non-GAAP Financial Measures

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

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

FFO: Funds From Operations: The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO as net income (loss) (calculated in accordance with GAAP), excluding depreciation and amortization related to real estate, gains or losses from the sale of certain real estate assets, gains and losses from change in control, and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. We calculate FFO in a manner consistent with the NAREIT definition and also include adjustments for our unconsolidated real estate partnership. Management uses FFO as a supplemental measure to conduct and evaluate our business because there are certain limitations associated with using GAAP net income (loss) alone as the primary measure of our operating performance. Historical cost accounting for real estate assets in accordance with GAAP implicitly assumes that the value of real estate assets diminishes predictably over time. Because real estate values instead have historically risen or fallen with market conditions, management believes that the presentation of operating results for real estate companies that use historical cost accounting is insufficient by itself. In addition, securities analysts, investors and other interested parties use FFO as the primary metric for comparing the relative performance of equity REITs. FFO should not be considered as an alternative to net income or other measurements under GAAP, as an indicator of our operating performance or to cash flows from operating, investing or financing activities as a measure of liquidity. FFO does not reflect working capital changes, cash expenditures for capital improvements or principal payments on indebtedness. Although our calculation of FFO is consistent with that of NAREIT, there can be no assurance that FFO presented by us is comparable to similarly titled measures of other REITs.

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

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

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

Investor and Media Relations:

David Mordy

Director, Investor Relations

Whitestone REIT

(713) 435-2219

ir@whitestonereit.com

Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
			December 31, 2021
---	---	---	---	---	---
ASSETS
Real estate assets, at cost
Property	1,204,029		$	1,196,919
Accumulated depreciation	(205,058	)		(190,333	)
Total real estate assets	998,971			1,006,586
Investment in real estate partnership	34,827			34,588
Cash and cash equivalents	8,464			15,721
Restricted cash	184			193
Escrows and acquisition deposits	10,672			11,323
Accrued rents and accounts receivable, net of allowance for doubtful accounts (1)	23,145			22,395
Receivable due from related party	1,220			847
Unamortized lease commissions, legal fees and loan costs	8,493			8,442
Prepaid expenses and other assets(2)	3,075			1,995
Total assets	1,089,051		$	1,102,090
LIABILITIES AND EQUITY
Liabilities:
Notes payable	638,011		$	642,842
Accounts payable and accrued expenses(3)	28,864			45,777
Payable due to related party	1,435			997
Tenants' security deposits	8,314			8,070
Dividends and distributions payable	6,001			5,366
Total liabilities	682,625			703,052
Commitments and contingencies:	—			—
Equity:
Preferred shares, 0.001 par value per share; 50,000,000 shares authorized; none issued and outstanding as of June 30, 2022 and December 31, 2021	—			—
Common shares, 0.001 par value per share; 400,000,000 shares authorized; 49,241,251 and 49,144,153 issued and outstanding as of June 30, 2022 and December 31, 2021, respectively	49			48
Additional paid-in capital	622,593			623,462
Accumulated deficit	(224,363	)		(223,973	)
Accumulated other comprehensive income (loss)	1,774			(6,754	)
Total Whitestone REIT shareholders' equity	400,053			392,783
Noncontrolling interest in subsidiary	6,373			6,255
Total equity	406,426			399,038
Total liabilities and equity	1,089,051		$	1,102,090

All values are in US Dollars.

Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands)
	June 30, 2022			December 31, 2021
---	---	---	---	---	---	---
^(1)^ Accrued rents and accounts receivable, net of allowance for doubtful accounts
Tenant receivables	$	18,625		$	18,410
Accrued rents and other recoveries		19,446			18,681
Allowance for doubtful accounts		(15,285	)		(14,896	)
Other receivables		359			200
Total accrued rents and accounts receivable, net of allowance for doubtful accounts	$	23,145		$	22,395
(2) Operating lease right of use assets (net)	$	171		$	222
(3) Operating lease liabilities	$	171		$	231

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(in thousands)
	Three Months Ended June 30,						Six Months Ended June 30,
---	---	---	---	---	---	---	---	---	---	---	---	---
	2022			2021			2022			2021
Revenues			****			****			****			****
Rental^(1)^	$	34,663		$	30,152		$	68,471		$	58,847
Management, transaction, and other fees		334			466			649			816
Total revenues		34,997			30,618			69,120			59,663
Operating expenses			****			****			****			****
Depreciation and amortization		7,862			7,105			15,772			14,118
Operating and maintenance		6,211			5,444			11,936			10,283
Real estate taxes		4,987			4,160			9,354			8,198
General and administrative		5,182			4,730			8,231			10,364
Total operating expenses		24,242			21,439			45,293			42,963
Other expenses (income)			****			****			****			****
Interest expense		6,234			6,143			12,295			12,275
(Gain) loss on sale or disposal of assets, net		(10	)		(224	)		5			(225	)
Interest, dividend and other investment income		(16	)		(23	)		(30	)		(72	)
Total other expenses		6,208			5,896			12,270			11,978
Income before equity investment in real estate partnership and income tax		4,547			3,283			11,557			4,722
Equity (deficit) in earnings of real estate partnership		(41	)		189			239			278
Provision for income tax		(100	)		(87	)		(201	)		(174	)
Income from continuing operations		4,406			3,385			11,595			4,826
Gain on sale of property from discontinued operations		—			1,833			—			1,833
Income from discontinued operations		—			1,833			—			1,833
Net Income		4,406			5,218			11,595			6,659
Less: Net income attributable to noncontrolling interests		68			92			179			118
Net income attributable to Whitestone REIT	$	4,338		$	5,126		$	11,416		$	6,541

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(in thousands, except per share data)
	Three Months Ended June 30,				Six Months Ended June 30,
---	---	---	---	---	---	---	---	---
	2022		2021		2022		2021
Basic Earnings Per Share:
Income from continuing operations attributable to Whitestone REIT, excluding amounts attributable to unvested restricted shares	$	0.09	$	0.08	$	0.23	$	0.11
Income from discontinued operations attributable to Whitestone REIT		—		0.04		—		0.04
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.09	$	0.12	$	0.23	$	0.15
Diluted Earnings Per Share:
Income from continuing operations attributable to Whitestone REIT, excluding amounts attributable to unvested restricted shares	$	0.09	$	0.08	$	0.23	$	0.11
Income from discontinued operations attributable to Whitestone REIT		—		0.04		—		0.04
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.09	$	0.12	$	0.23	$	0.15
Weighted average number of common shares outstanding:
Basic		49,147		43,378		49,147		42,939
Diluted		50,047		44,125		50,177		43,730
Consolidated Statements of Comprehensive Income
Net income	$	4,406	$	5,218	$	11,595	$	6,659
Other comprehensive income
Unrealized gain on cash flow hedging activities		2,675		1,289		8,661		3,510
Comprehensive income		7,081		6,507		20,256		10,169
Less: Net income attributable to noncontrolling interests		68		92		179		118
Less: Comprehensive income attributable to noncontrolling interests		41		21		133		62
Comprehensive income attributable to Whitestone REIT	$	6,972	$	6,394	$	19,944	$	9,989

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(in thousands)
	Three Months Ended June 30,					Six Months Ended June 30,
---	---	---	---	---	---	---	---	---	---	---	---
	2022		2021			2022			2021
(1) Rental
Rental revenues	$	24,935	$	22,238		$	49,779		$	43,864
Recoveries		9,603		8,057			18,940			15,655
Bad debt		125		(143	)		(248	)		(672	)
Total rental	$	34,663	$	30,152		$	68,471		$	58,847

Whitestone REIT and Subsidiaries<br><br> <br>CONSOLIDATED STATEMENTS OF CASH FLOWS<br><br> <br>(in thousands)
	Six Months Ended June 30,
---	---	---	---	---	---	---
	2022			2021
Cash flows from operating activities:			****			****
Net income from continuing operations	$	11,595		$	4,826
Net income from discontinued operations		—			1,833
Net income		11,595			6,659
Adjustments to reconcile net income to net cash provided by operating activities:			****			****
Depreciation and amortization		15,772			14,118
Amortization of deferred loan costs		548			548
(Gain) loss on sale or disposal of assets, net		5			(225	)
Bad debt		247			672
Share-based compensation		(630	)		2,575
Equity in earnings of real estate partnership		(239	)		(278	)
Changes in operating assets and liabilities:
Escrows and acquisition deposits		651			(1,128	)
Accrued rents and accounts receivable		(997	)		991
Receivable due from related party		(373	)		(312	)
Unamortized lease commissions, legal fees and loan costs		(1,402	)		(1,852	)
Prepaid expenses and other assets		708			201
Accounts payable and accrued expenses		(8,254	)		(6,800	)
Payable due to related party		438			389
Tenants' security deposits		244			364
Net cash provided by operating activities		18,313			14,089
Cash flows from investing activities:			****			****
Additions to real estate		(7,196	)		(3,499	)
Net cash used in investing activities		(7,196	)		(3,499	)
Net cash provided by investing activities of discontinued operations		—			1,833
Cash flows from financing activities:			****			****
Distributions paid to common shareholders		(11,148	)		(9,082	)
Distributions paid to OP unit holders		(175	)		(165	)
Proceeds from issuance of common shares, net of offering costs		—			25,371
Payments of exchange offer costs		—			(31	)
Net payments of credit facility		(5,000	)		(30,000	)
Repayments of notes payable		(1,782	)		(1,559	)
Repurchase of common shares		(278	)		(428	)
Net cash used in financing activities		(18,383	)		(15,894	)
Net decrease in cash, cash equivalents and restricted cash		(7,266	)		(3,471	)
Cash, cash equivalents and restricted cash at beginning of period		15,914			25,956
Cash, cash equivalents and restricted cash at end of period ^(1)^	$	8,648		$	22,485
^(1)^	For a reconciliation of cash, cash equivalents and restricted cash, see supplemental disclosures below.
---	---

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Supplemental Disclosures
(in thousands)
	Six Months Ended June 30,
---	---	---	---	---
	2022		2021
Supplemental disclosure of cash flow information:
Cash paid for interest	$	11,790	$	11,829
Cash paid for taxes	$	366	$	364
Non cash investing and financing activities:
Disposal of fully depreciated real estate	$	25	$	3
Financed insurance premiums	$	1,846	$	1,712
Value of shares issued under dividend reinvestment plan	$	32	$	30
Value of common shares exchanged for OP units	$	8	$	—
Change in fair value of cash flow hedge	$	8,661	$	3,510
	June 30, 2022
---	---	---	---	---
	2022		2021
Cash, cash equivalents and restricted cash
Cash and cash equivalents	$	8,464	$	22,274
Restricted cash		184		211
Total cash, cash equivalents and restricted cash	$	8,648	$	22,485

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(in thousands, except per share and per unit data)
	Three Months Ended June 30,						Six Months Ended June 30,
---	---	---	---	---	---	---	---	---	---	---	---
	2022			2021			2022		2021
FFO (NAREIT)			****			****					****
Net income attributable to Whitestone REIT	$	4,338		$	5,126		$	11,416	$	6,541
Adjustments to reconcile to FFO:^(1)^
Depreciation and amortization of real estate assets		7,820			7,068			15,688		14,048
Depreciation and amortization of real estate assets of real estate partnership (pro rata)		412			409			806		814
(Gain) loss on sale or disposal of properties or assets of real estate partnership (pro rata)^(2)^		—			(20	)		—		(20	)
(Gain) loss on sale or disposal of assets, net		(10	)		(224	)		5		(225	)
Gain on sale of property from discontinued operations		—			(1,833	)		—		(1,833	)
Net income attributable to noncontrolling interests		68			92			179		118
FFO (NAREIT)		12,628			10,618			28,094		19,443
FFO PER SHARE AND OP UNIT CALCULATION			****			****					****
Numerator:
FFO	$	12,628		$	10,618		$	28,094	$	19,443
Denominator:
Weighted average number of total common shares - basic		49,147			43,378			49,147		42,939
Weighted average number of total noncontrolling OP units - basic		770			773			770		773
Weighted average number of total common shares and noncontrolling OP units - basic		49,917			44,151			49,917		43,712
Effect of dilutive securities:
Unvested restricted shares		900			747			1,030		791
Weighted average number of total common shares and noncontrolling OP units - diluted		50,817			44,898			50,947		44,503
FFO per common share and OP unit - basic	$	0.25		$	0.24		$	0.56	$	0.44
FFO per common share and OP unit - diluted	$	0.25		$	0.24		$	0.55	$	0.44
^(1)^	Includes pro-rata share attributable to real estate partnership.
---	---

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
	Three Months Ended June 30,						Six Months Ended June 30,
---	---	---	---	---	---	---	---	---	---	---	---	---
	2022			2021			2022			2021
PROPERTY NET OPERATING INCOME			****			****			****			****
Net income attributable to Whitestone REIT	$	4,338		$	5,126		$	11,416		$	6,541
General and administrative expenses		5,182			4,730			8,231			10,364
Depreciation and amortization		7,862			7,105			15,772			14,118
(Equity) deficit in earnings of real estate partnership		41			(189	)		(239	)		(278	)
Interest expense		6,234			6,143			12,295			12,275
Interest, dividend and other investment income		(16	)		(23	)		(30	)		(72	)
Provision for income taxes		100			87			201			174
Gain on sale of property from discontinued operations		—			(1,833	)		—			(1,833	)
Management fee, net of related expenses		29			83			81			163
(Gain) loss on sale or disposal of assets, net		(10	)		(224	)		5			(225	)
NOI of real estate partnership (pro rata)		709			952			1,706			1,843
Net income attributable to noncontrolling interests		68			92			179			118
NOI		24,537			22,049			49,617			43,188
Non-Same Store NOI ^(1)^		(1,497	)		—			(2,793	)		—
NOI of real estate partnership (pro rata)		(709	)		(952	)		(1,706	)		(1,843	)
NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata)		22,331			21,097			45,118			41,345
Same Store straight-line rent adjustments		(241	)		(484	)		(479	)		(694	)
Same Store amortization of above/below market rents		(233	)		(240	)		(462	)		(441	)
Same Store lease termination fees		(13	)		(150	)		(22	)		(227	)
Same Store NOI ^(2)^	$	21,844		$	20,223		$	44,155		$	39,983
^(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, 2022 to the three months ended June 30, 2021, Non-Same Store includes properties acquired between April 1, 2021 and June 30, 2022 and properties sold between April 1, 2021 and June 30, 2022, but not included in discontinued operations. For purposes of comparing the six months ended June 30, 2022 to the six months ended June 30, 2021, Non-Same Store includes properties acquired between January 1, 2021 and June 30, 2022 and properties sold between January 1, 2021 and June 30, 2022, 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, 2022 to the three months ended June 30, 2021, Same Store includes properties owned before April 1, 2021 and not sold before June 30, 2022. For purposes of comparing the six months ended June 30, 2022 to the six months ended June 30, 2021, Same Store includes properties owned before January 1, 2021 and not sold before June 30, 2022.
---	---

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
	Three Months Ended June 30,						Six Months Ended June 30,
---	---	---	---	---	---	---	---	---	---	---	---	---
	2022			2021			2022			2021
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)									****			****
Net income attributable to Whitestone REIT	$	4,338		$	5,126		$	11,416		$	6,541
Depreciation and amortization		7,862			7,105			15,772			14,118
Interest expense		6,234			6,143			12,295			12,275
Provision for income taxes		100			87			201			174
Net income attributable to noncontrolling interests		68			92			179			118
(Equity) deficit in earnings of real estate partnership		41			(189	)		(239	)		(278	)
EBITDAre adjustments for real estate partnership		564			766			1,431			1,451
Gain on sale of property from discontinued operations		—			(1,833	)		—			(1,833	)
(Gain) loss on sale or disposal of assets, net		(10	)		(224	)		5			(225	)
EBITDAre	$	19,197		$	17,073		$	41,060		$	32,341

ex_383910.htm

Exhibit 99.2

Table of Contents

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

Table of Contents

CORPORATE PROFILE
NYSE: WSR<br><br> <br>Common Shares<br><br> <br><br><br> <br>60 Community Centers<br><br> <br>5.2 million sq. ft. of gross<br><br> <br>leasable area<br><br> <br>1,592 tenants<br><br> <br><br><br> <br>6 Top Growth Markets<br><br> <br>Austin<br><br> <br>Chicago<br><br> <br>Dallas-Fort Worth<br><br> <br>Houston<br><br> <br>Phoenix<br><br> <br>San Antonio<br><br> <br><br><br> <br>Fiscal Year End<br><br> <br>12/31<br><br> <br><br><br> <br>Common Shares &<br><br> <br>*Units Outstanding:**<br><br> <br>Common Shares: 49.2 million<br><br> <br>Operating Partnership Units:<br><br> <br>0.8 million	Whitestone REIT (NYSE: WSR) is a community-centered shopping center REIT that acquires, owns, manages, develops and redevelops high-quality open-air neighborhood centers primarily in the largest, fastest-growing and high-household-income markets in the Sunbelt. Whitestone creates communities that thrive through creating local connections between consumers in the surrounding communities and a well-crafted mix of national, regional and local tenants that provide daily necessities, needed services, entertainment and experiences. Whitestone has consistently paid a monthly dividend for more than 15 years. The Company’s balanced and well-managed capital structure provides stability and flexibility to support it through a multitude of economic cycles.<br><br> <br><br><br> <br>We invest in properties that are or can become Community Centered Properties® from which our tenants deliver needed services to the surrounding population. We focus on properties with smaller rental spaces that present opportunities for attractive returns.<br><br> <br><br><br> <br>Our strategic efforts target entrepreneurial, service-oriented tenants at each property who provide services to their respective surrounding communities. Operations include an internal management structure providing cost-effective services to locally-oriented, smaller space tenants. Multi-cultural community focus sets us apart from traditional commercial real estate operators. We value diversity on our team and maintain in-house leasing, property management, marketing, construction, and maintenance departments with culturally diverse and multi-lingual associates who understand the particular needs of our tenants and neighborhoods.<br><br> <br><br><br> <br>We have a diverse tenant base concentrated on service offerings such as specialty retail, grocery, restaurants, medical, educational and financial services, and entertainment. These tenants tend to occupy smaller spaces (less than 3,000 square feet) and, as of June 30, 2022, provided a50% premium rental rate compared to our larger space tenants. The largest of our 1,592 tenants at our wholly owned properties comprised only 2.5% of our revenues for the three months ended June 30, 2022.
Distribution (per share / unit)*:
---	---	---	---
Quarter: 0.12
Annualized: 0.48			ICR LLC.
Dividend Yield: 4.30%**			Brad Cohen
			203.682.8211

Board of Trustees:
David F. Taylor
Nandita V. Berry
Amy S. Feng
David K. Holeman	Colliers	EF Hutton	JMP Securities
Jeffrey A. Jones	David Toti	Gaurav Mehta, CFA	Mitchell Germain
Paul T. Lambert	917.903.9407	212.970.5261	212.906.3537
	david.toti@colliers.com	gmehta@efhuttongroup.com	mgermain@jmpsecurities.com


* As of August 1, 2022
** Based on common share price
of 11.16 as of close of market on
August 1, 2022.

All values are in US Dollars.

Table of Contents

WHITESTONE REIT

REPORTS SECOND QUARTER 2022 RESULTS

– Dave Holeman, Chief Executive Officer

Second Quarter 2022 Operating and Financial Results

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

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

•	Revenues of $35.0 million versus $30.6 million for the second quarter of 2021.
•	Net Income attributable to common shareholders of $4.3 million, or $0.09 per diluted share, versus $5.1 million, or $0.12 per diluted share for the second quarter of 2021, inclusive of $0.04 from discontinued operations.
---	---
•	Funds from Operations ("FFO") per diluted share of $0.25 versus $0.24 for the second quarter of 2021.
---	---
•	EBITDAre of $19.2 million versus $17.1 million for the second quarter of 2021.
---	---
•	Same-Store Net Operating Income ("NOI") of $21.8 million versus $20.2 million for the second quarter of 2021, representing 8% growth.
---	---
•	Net Effective Annual Base Rental Revenue per leased square foot of $21.72 as of June 30, 2022, representing growth of 8.9% since June 30, 2021
---	---

Operating Results

For the three month periods ending June 30, 2022 and 2021 the Company’s operating highlights were as follows:

	Second Quarter 2022	Second Quarter 2021
Occupancy:
Wholly Owned Properties – All	91.5%	89.9%
Same Store Property Net Operating Income Change (1)	8.0%	8.4%
Rental Rate Growth - Total (GAAP Basis):	17.4%	6.8%
New Leases	15.6%	3.1%
Renewal Leases	17.6%	7.9%
Leasing Transactions:
Number of New Leases	34	35
New Leases - Lease Term Revenue (millions)	$13.0	$12.3
Number of Renewal Leases	56	57
Renewal Leases - Lease Term Revenue (millions)	$16.1	$17.5

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Balance Sheet and Debt Metrics

•	As of June 30, 2022, Whitestone had total debt of $637.8 million and net debt of $637.6 million, along with capacity and availability of $135.0 million and $110.1 million, respectively, under its $250 million revolving credit facility.
•	As of June 30, 2022, the Company has undepreciated real estate assets of $1.2 billion.
---	---

Dividend

2022 Full Year Guidance

	2022 Guidance
	(unaudited, amounts in thousands except per share and percentages)
Net income attributable to Whitestone REIT	$17,500 - $19,700
FFO ^(1)^	$50,000 - $52,200
Net income attributable to Whitestone REIT per share	$0.35 - $0.39
FFO per diluted per share and OP Unit ^(1)^	$0.98 - $1.02
Key Drivers:
Same store net operating income growth ^(2)^	3.0% – 5.0%
Bad debt as a percentage of revenue	1.0% – 2.0%
General and administrative expense	$19,200 - $19,700
Ending occupancy	92% - 93%

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

Portfolio Statistics

As of June 30, 2022, Whitestone wholly owned 60 Community-Centered Properties™ with 5.2 million square feet of gross leasable area ("GLA"). Five of the 60 Community-Centered Properties™ are land parcels held for future development. The portfolio is comprised of 32 properties in Texas, 27 in Arizona and 1 in Illinois. Whitestone’s Community-Centered Properties^TM^ are located in the MSA's of Austin (5), Chicago (1), Dallas-Fort Worth (9), Houston (15), Phoenix (27), and San Antonio (3). The Company’s properties in these markets are generally in high-traffic locations, surrounded by high-household-income communities. The Company also owns an 81.4% equity interest in and manages eight properties containing 0.9 million square feet of GLA through its investment in Pillarstone OP.

Table of Contents

Conference Call Information

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

The conference call will be recorded, and a telephone replay will be available through Wednesday, August 17, 2022. 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):	13727919

Supplemental Financial Information

About Whitestone REIT

Table of Contents

Forward-Looking Statements

Non-GAAP Financial Measures

Table of Contents

Investor and Media Relations:

David Mordy

Director, Investor Relations

Whitestone REIT

(713) 435-2219

ir@whitestonereit.com

Table of Contents

Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
			December 31, 2021
---	---	---	---	---	---
ASSETS
Real estate assets, at cost
Property	1,204,029		$	1,196,919
Accumulated depreciation	(205,058	)		(190,333	)
Total real estate assets	998,971			1,006,586
Investment in real estate partnership	34,827			34,588
Cash and cash equivalents	8,464			15,721
Restricted cash	184			193
Escrows and acquisition deposits	10,672			11,323
Accrued rents and accounts receivable, net of allowance for doubtful accounts (1)	23,145			22,395
Receivable due from related party	1,220			847
Unamortized lease commissions, legal fees and loan costs	8,493			8,442
Prepaid expenses and other assets(2)	3,075			1,995
Total assets	1,089,051		$	1,102,090
LIABILITIES AND EQUITY
Liabilities:
Notes payable	638,011		$	642,842
Accounts payable and accrued expenses(3)	28,864			45,777
Payable due to related party	1,435			997
Tenants' security deposits	8,314			8,070
Dividends and distributions payable	6,001			5,366
Total liabilities	682,625			703,052
Commitments and contingencies:	—			—
Equity:
Preferred shares, 0.001 par value per share; 50,000,000 shares authorized; none issued and outstanding as of June 30, 2022 and December 31, 2021	—			—
Common shares, 0.001 par value per share; 400,000,000 shares authorized; 49,241,251 and 49,144,153 issued and outstanding as of June 30, 2022 and December 31, 2021, respectively	49			48
Additional paid-in capital	622,593			623,462
Accumulated deficit	(224,363	)		(223,973	)
Accumulated other comprehensive income (loss)	1,774			(6,754	)
Total Whitestone REIT shareholders' equity	400,053			392,783
Noncontrolling interest in subsidiary	6,373			6,255
Total equity	406,426			399,038
Total liabilities and equity	1,089,051		$	1,102,090

All values are in US Dollars.

Table of Contents

Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands)
	June 30, 2022			December 31, 2021
---	---	---	---	---	---	---
^(1)^ Accrued rents and accounts receivable, net of allowance for doubtful accounts
Tenant receivables	$	18,625		$	18,410
Accrued rents and other recoveries		19,446			18,681
Allowance for doubtful accounts		(15,285	)		(14,896	)
Other receivables		359			200
Total accrued rents and accounts receivable, net of allowance for doubtful accounts	$	23,145		$	22,395
(2) Operating lease right of use assets (net)	$	171		$	222
(3) Operating lease liabilities	$	171		$	231

Table of Contents

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(in thousands)
	Three Months Ended June 30,						Six Months Ended June 30,
---	---	---	---	---	---	---	---	---	---	---	---	---
	2022			2021			2022			2021
Revenues			****			****			****			****
Rental^(1)^	$	34,663		$	30,152		$	68,471		$	58,847
Management, transaction, and other fees		334			466			649			816
Total revenues		34,997			30,618			69,120			59,663
Operating expenses			****			****			****			****
Depreciation and amortization		7,862			7,105			15,772			14,118
Operating and maintenance		6,211			5,444			11,936			10,283
Real estate taxes		4,987			4,160			9,354			8,198
General and administrative		5,182			4,730			8,231			10,364
Total operating expenses		24,242			21,439			45,293			42,963
Other expenses (income)			****			****			****			****
Interest expense		6,234			6,143			12,295			12,275
(Gain) loss on sale or disposal of assets, net		(10	)		(224	)		5			(225	)
Interest, dividend and other investment income		(16	)		(23	)		(30	)		(72	)
Total other expenses		6,208			5,896			12,270			11,978
Income before equity investment in real estate partnership and income tax		4,547			3,283			11,557			4,722
Equity (deficit) in earnings of real estate partnership		(41	)		189			239			278
Provision for income tax		(100	)		(87	)		(201	)		(174	)
Income from continuing operations		4,406			3,385			11,595			4,826
Gain on sale of property from discontinued operations		—			1,833			—			1,833
Income from discontinued operations		—			1,833			—			1,833
Net Income		4,406			5,218			11,595			6,659
Less: Net income attributable to noncontrolling interests		68			92			179			118
Net income attributable to Whitestone REIT	$	4,338		$	5,126		$	11,416		$	6,541

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(in thousands, except per share data)
	Three Months Ended June 30,				Six Months Ended June 30,
---	---	---	---	---	---	---	---	---
	2022		2021		2022		2021
Basic Earnings Per Share:
Income from continuing operations attributable to Whitestone REIT, excluding amounts attributable to unvested restricted shares	$	0.09	$	0.08	$	0.23	$	0.11
Income from discontinued operations attributable to Whitestone REIT		—		0.04		—		0.04
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.09	$	0.12	$	0.23	$	0.15
Diluted Earnings Per Share:
Income from continuing operations attributable to Whitestone REIT, excluding amounts attributable to unvested restricted shares	$	0.09	$	0.08	$	0.23	$	0.11
Income from discontinued operations attributable to Whitestone REIT		—		0.04		—		0.04
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.09	$	0.12	$	0.23	$	0.15
Weighted average number of common shares outstanding:
Basic		49,147		43,378		49,147		42,939
Diluted		50,047		44,125		50,177		43,730
Consolidated Statements of Comprehensive Income
Net income	$	4,406	$	5,218	$	11,595	$	6,659
Other comprehensive income
Unrealized gain on cash flow hedging activities		2,675		1,289		8,661		3,510
Comprehensive income		7,081		6,507		20,256		10,169
Less: Net income attributable to noncontrolling interests		68		92		179		118
Less: Comprehensive income attributable to noncontrolling interests		41		21		133		62
Comprehensive income attributable to Whitestone REIT	$	6,972	$	6,394	$	19,944	$	9,989

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(in thousands)
	Three Months Ended June 30,					Six Months Ended June 30,
---	---	---	---	---	---	---	---	---	---	---	---
	2022		2021			2022			2021
^(1)^ Rental
Rental revenues	$	24,935	$	22,238		$	49,779		$	43,864
Recoveries		9,603		8,057			18,940			15,655
Bad debt		125		(143	)		(248	)		(672	)
Total rental	$	34,663	$	30,152		$	68,471		$	58,847

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Whitestone REIT and Subsidiaries<br><br> <br>CONSOLIDATED STATEMENTS OF CASH FLOWS<br><br> <br>(in thousands)
	Six Months Ended June 30,
---	---	---	---	---	---	---
	2022			2021
Cash flows from operating activities:			****			****
Net income from continuing operations	$	11,595		$	4,826
Net income from discontinued operations		—			1,833
Net income		11,595			6,659
Adjustments to reconcile net income to net cash provided by operating activities:			****			****
Depreciation and amortization		15,772			14,118
Amortization of deferred loan costs		548			548
(Gain) loss on sale or disposal of assets, net		5			(225	)
Bad debt		247			672
Share-based compensation		(630	)		2,575
Equity in earnings of real estate partnership		(239	)		(278	)
Changes in operating assets and liabilities:
Escrows and acquisition deposits		651			(1,128	)
Accrued rents and accounts receivable		(997	)		991
Receivable due from related party		(373	)		(312	)
Unamortized lease commissions, legal fees and loan costs		(1,402	)		(1,852	)
Prepaid expenses and other assets		708			201
Accounts payable and accrued expenses		(8,254	)		(6,800	)
Payable due to related party		438			389
Tenants' security deposits		244			364
Net cash provided by operating activities		18,313			14,089
Cash flows from investing activities:			****			****
Additions to real estate		(7,196	)		(3,499	)
Net cash used in investing activities		(7,196	)		(3,499	)
Net cash provided by investing activities of discontinued operations		—			1,833
Cash flows from financing activities:			****			****
Distributions paid to common shareholders		(11,148	)		(9,082	)
Distributions paid to OP unit holders		(175	)		(165	)
Proceeds from issuance of common shares, net of offering costs		—			25,371
Payments of exchange offer costs		—			(31	)
Net payments of credit facility		(5,000	)		(30,000	)
Repayments of notes payable		(1,782	)		(1,559	)
Repurchase of common shares		(278	)		(428	)
Net cash used in financing activities		(18,383	)		(15,894	)
Net decrease in cash, cash equivalents and restricted cash		(7,266	)		(3,471	)
Cash, cash equivalents and restricted cash at beginning of period		15,914			25,956
Cash, cash equivalents and restricted cash at end of period ^(1)^	$	8,648		$	22,485
^(1)^	For a reconciliation of cash, cash equivalents and restricted cash, see supplemental disclosures below.
---	---

Table of Contents

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Supplemental Disclosures
(in thousands)
	Six Months Ended June 30,
---	---	---	---	---
	2022		2021
Supplemental disclosure of cash flow information:
Cash paid for interest	$	11,790	$	11,829
Cash paid for taxes	$	366	$	364
Non cash investing and financing activities:
Disposal of fully depreciated real estate	$	25	$	3
Financed insurance premiums	$	1,846	$	1,712
Value of shares issued under dividend reinvestment plan	$	32	$	30
Value of common shares exchanged for OP units	$	8	$	—
Change in fair value of cash flow hedge	$	8,661	$	3,510
	June 30, 2022
---	---	---	---	---
	2022		2021
Cash, cash equivalents and restricted cash
Cash and cash equivalents	$	8,464	$	22,274
Restricted cash		184		211
Total cash, cash equivalents and restricted cash	$	8,648	$	22,485

Table of Contents

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(in thousands, except per share and per unit data)
	Three Months Ended June 30,						Six Months Ended June 30,
---	---	---	---	---	---	---	---	---	---	---	---
	2022			2021			2022		2021
FFO (NAREIT)			****			****					****
Net income attributable to Whitestone REIT	$	4,338		$	5,126		$	11,416	$	6,541
Adjustments to reconcile to FFO:^(1)^
Depreciation and amortization of real estate assets		7,820			7,068			15,688		14,048
Depreciation and amortization of real estate assets of real estate partnership (pro rata)		412			409			806		814
(Gain) loss on sale or disposal of properties or assets of real estate partnership (pro rata)^(2)^		—			(20	)		—		(20	)
(Gain) loss on sale or disposal of assets, net		(10	)		(224	)		5		(225	)
Gain on sale of property from discontinued operations		—			(1,833	)		—		(1,833	)
Net income attributable to noncontrolling interests		68			92			179		118
FFO (NAREIT)		12,628			10,618			28,094		19,443
FFO PER SHARE AND OP UNIT CALCULATION			****			****					****
Numerator:
FFO	$	12,628		$	10,618		$	28,094	$	19,443
Denominator:
Weighted average number of total common shares - basic		49,147			43,378			49,147		42,939
Weighted average number of total noncontrolling OP units - basic		770			773			770		773
Weighted average number of total common shares and noncontrolling OP units - basic		49,917			44,151			49,917		43,712
Effect of dilutive securities:
Unvested restricted shares		900			747			1,030		791
Weighted average number of total common shares and noncontrolling OP units - diluted		50,817			44,898			50,947		44,503
FFO per common share and OP unit - basic	$	0.25		$	0.24		$	0.56	$	0.44
FFO per common share and OP unit - diluted	$	0.25		$	0.24		$	0.55	$	0.44
^(1)^	Includes pro-rata share attributable to real estate partnership.
---	---

Table of Contents

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
	Three Months Ended June 30,						Six Months Ended June 30,
---	---	---	---	---	---	---	---	---	---	---	---	---
	2022			2021			2022			2021
PROPERTY NET OPERATING INCOME			****			****			****			****
Net income attributable to Whitestone REIT	$	4,338		$	5,126		$	11,416		$	6,541
General and administrative expenses		5,182			4,730			8,231			10,364
Depreciation and amortization		7,862			7,105			15,772			14,118
(Equity) deficit in earnings of real estate partnership		41			(189	)		(239	)		(278	)
Interest expense		6,234			6,143			12,295			12,275
Interest, dividend and other investment income		(16	)		(23	)		(30	)		(72	)
Provision for income taxes		100			87			201			174
Gain on sale of property from discontinued operations		—			(1,833	)		—			(1,833	)
Management fee, net of related expenses		29			83			81			163
(Gain) loss on sale or disposal of assets, net		(10	)		(224	)		5			(225	)
NOI of real estate partnership (pro rata)		709			952			1,706			1,843
Net income attributable to noncontrolling interests		68			92			179			118
NOI		24,537			22,049			49,617			43,188
Non-Same Store NOI ^(1)^		(1,497	)		—			(2,793	)		—
NOI of real estate partnership (pro rata)		(709	)		(952	)		(1,706	)		(1,843	)
NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata)		22,331			21,097			45,118			41,345
Same Store straight-line rent adjustments		(241	)		(484	)		(479	)		(694	)
Same Store amortization of above/below market rents		(233	)		(240	)		(462	)		(441	)
Same Store lease termination fees		(13	)		(150	)		(22	)		(227	)
Same Store NOI ^(2)^	$	21,844		$	20,223		$	44,155		$	39,983
^(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, 2022 to the three months ended June 30, 2021, Non-Same Store includes properties acquired between April 1, 2021 and June 30, 2022 and properties sold between April 1, 2021 and June 30, 2022, but not included in discontinued operations. For purposes of comparing the six months ended June 30, 2022 to the six months ended June 30, 2021, Non-Same Store includes properties acquired between January 1, 2021 and June 30, 2022 and properties sold between January 1, 2021 and June 30, 2022, 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, 2022 to the three months ended June 30, 2021, Same Store includes properties owned before April 1, 2021 and not sold before June 30, 2022. For purposes of comparing the six months ended June 30, 2022 to the six months ended June 30, 2021, Same Store includes properties owned before January 1, 2021 and not sold before June 30, 2022.
---	---

Table of Contents

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
	Three Months Ended June 30,						Six Months Ended June 30,
---	---	---	---	---	---	---	---	---	---	---	---	---
	2022			2021			2022			2021
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)									****			****
Net income attributable to Whitestone REIT	$	4,338		$	5,126		$	11,416		$	6,541
Depreciation and amortization		7,862			7,105			15,772			14,118
Interest expense		6,234			6,143			12,295			12,275
Provision for income taxes		100			87			201			174
Net income attributable to noncontrolling interests		68			92			179			118
(Equity) deficit in earnings of real estate partnership		41			(189	)		(239	)		(278	)
EBITDAre adjustments for real estate partnership		564			766			1,431			1,451
Gain on sale of property from discontinued operations		—			(1,833	)		—			(1,833	)
(Gain) loss on sale or disposal of assets, net		(10	)		(224	)		5			(225	)
EBITDAre	$	19,197		$	17,073		$	41,060		$	32,341

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Whitestone REIT and Subsidiaries
SAME STORE PROPERTY ANALYSIS
(in thousands)
	Three Months Ended June 30,						Increase			% Increase
---	---	---	---	---	---	---	---	---	---	---	---	---
	2022			2021			(Decrease)			(Decrease)
Same Store (53 properties excluding development land)	****	****	****	****	****	****	****	****	****	****	****	****
Property revenues	****	****	****	****	****	****	****	****	****	****	****	****
Rental	$	32,559		$	30,152		$	2,407			8	%
Management, transaction and other fees		189			321			(132	)		(41	)%
Total property revenues		32,748			30,473			2,275			7	%
Property expenses	****	****	****	****	****	****	****	****	****	****	****	****
Property operation and maintenance		5,744			5,216			528			10	%
Real estate taxes		4,673			4,160			513			12	%
Total property expenses		10,417			9,376			1,041			11	%
Total property revenues less total property expenses		22,331			21,097			1,234			6	%
Same Store straight-line rent adjustments		(241	)		(484	)		243			(50	)%
Same Store amortization of above/below market rents		(233	)		(240	)		7			(3	)%
Same Store lease termination fees		(13	)		(150	)		137			(91	)%
Same Store NOI ^(1)^	$	21,844		$	20,223		$	1,621		****	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
---	---	---	---	---	---	---	---	---	---	---	---	---
	2022			2021			(Decrease)			(Decrease)
Same Store (53 properties excluding development land)			****			****			****			****
Property revenues			****			****			****			****
Rental	$	64,567		$	58,847		$	5,720			10	%
Management, transaction and other fees		357			532			(175	)		(33	)%
Total property revenues		64,924			59,379			5,545			9	%
Property expenses			****			****			****			****
Property operation and maintenance		11,080			9,836			1,244			13	%
Real estate taxes		8,726			8,198			528			6	%
Total property expenses		19,806			18,034			1,772			10	%
Total property revenues less total property expenses		45,118			41,345			3,773			9	%
Same Store straight-line rent adjustments		(479	)		(694	)		215			(31	)%
Same Store amortization of above/below market rents		(462	)		(441	)		(21	)		5	%
Same Store lease termination fees		(22	)		(227	)		205			(90	)%
Same Store NOI ^(1)^	$	44,155		$	39,983		$	4,172			10	%

^(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,
	2022		2021		2022			2021
Other Financial Information:							****
Tenant improvements ^(1) (2)^	$	1,264	$	488	$	2,593		$	968
Leasing commissions ^(1) (2)^	$	672	$	969	$	1,269		$	1,735
Maintenance capital ^(1)^	$	1,192	$	1,340	$	1,739		$	2,079
Scheduled debt principal payments ^(1)^	$	457	$	436	$	931		$	890
Straight-line rent income ^(1)^	$	818	$	472	$	1,119		$	686
Market rent amortization income from acquired leases ^(1)^	$	240	$	228	$	463		$	426
Non-cash share-based compensation expense ^(1)^	$	841	$	1,244	$	(488	)	$	2,712
Non-real estate depreciation and amortization ^(1)^	$	42	$	36	$	84		$	70
Amortization of loan fees ^(1)^	$	280	$	279	$	560		$	559
Undepreciated value of unencumbered properties	$	921,011	$	828,298	$	921,011		$	828,298
Number of unencumbered properties		53		51		53			51
Full time employees		89		91		89			91
^(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.
---	---

Table of Contents

Whitestone REIT and Subsidiaries
MARKET CAPITALIZATION AND SELECTED RATIOS
(in thousands, except per share amounts and percentages)
	As of June 30, 2022
---	---	---	---	---	---	---	---	---	---
MARKET CAPITALIZATION:	Percent of Total Equity			Total Market Capitalization			Percent of Total Market Capitalization
Equity Capitalization:			****			****			****
Common shares outstanding		98.5	%		49,241
Operating partnership units outstanding		1.5	%		770
Total		100.0	%		50,011
Market price of common shares as of June 30, 2022				$	10.75
Total equity capitalization				$	537,618			46	%
Debt Capitalization:			****			****			****
Outstanding debt				$	638,679
Less: Cash and cash equivalents					(8,464	)
Total debt capitalization					630,215			54	%
Total Market Capitalization as of June 30, 2022				$	1,167,833			100	%
SELECTED RATIOS:
---
	Three Months Ended						Six Months Ended
---	---	---	---	---	---	---	---	---	---	---	---	---
INTEREST COVERAGE RATIO	June 30,						June 30,
	2022			2021			2022			2021
EBITDAre/Interest Expense			****			****			****			****
EBITDAre ^(1)^	$	19,197		$	17,073		$	41,060		$	32,341
Interest expense		6,234			6,143			12,295			12,275
Pro rata share of interest expense from real estate partnership		161			163			317			324
Less: amortization of loan fees, including pro rata share from real estate partnership		(280	)		(279	)		(560	)		(559	)
Interest expense, excluding amortization of loan fees		6,115			6,027			12,052			12,040
Ratio of EBITDAre to interest expense		3.1			2.8			3.4			2.7
^(1)^	For a reconciliation of EBITDAre, see previous section “Reconciliation of Non-GAAP Measures.”
---	---

Table of Contents

Whitestone REIT and Subsidiaries
MARKET CAPITALIZATION AND SELECTED RATIOS
(continued)
(in thousands, except per share amounts and percentages)
LEVERAGE RATIO	June 30,
---	---	---	---	---	---	---
	2022			2021
Debt/Undepreciated Book Value			****			****
Outstanding debt	$	637,807		$	614,392
Less: Cash		(8,464	)		(22,274	)
Add: Proportional share of net debt of real estate partnership		8,235			8,894
Outstanding debt after cash	$	637,578		$	601,012
Undepreciated real estate assets	$	1,204,029		$	1,109,794
Add: Proportional share of real estate from unconsolidated partnership		46,741			46,124
Undepreciated real estate assets	$	1,250,770		$	1,155,918
Ratio of debt to real estate assets		51	%		52	%
	Three Months Ended						Six Months Ended
---	---	---	---	---	---	---	---	---	---	---	---	---
	June 30,						June 30,
	2022			2021			2022			2021
Debt/EBITDAre Ratio			****			****			****			****
Outstanding debt	$	637,807		$	614,392		$	637,807		$	614,392
Less: Cash		(8,464	)		(22,274	)		(8,464	)		(22,274	)
Add: Proportional share of net debt of unconsolidated real estate partnership		8,235			8,894			8,235			8,894
Total Net Debt	$	637,578		$	601,012		$	637,578		$	601,012
EBITDAre	$	19,197		$	17,073		$	41,060		$	32,341
Pro forma EBITDAre		19,197			17,073			41,060			32,341
Pro forma annualized EBITDAre	$	76,788		$	68,292		$	82,120		$	64,682
Ratio of debt to pro forma EBITDAre		8.3			8.8			7.8			9.3

Table of Contents

Whitestone REIT and Subsidiaries
SUMMARY OF OUTSTANDING DEBT AND DEBT MATURITIES
TOTAL OUTSTANDING DEBT
(in thousands)
Description			December 31, 2021
---	---	---	---	---	---
Fixed rate notes		****			****
100.0 million, 1.73% plus 1.35% to 1.90% Note, 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	18,188			18,358
20.2 million 4.28% Note, due June 6, 2023	17,593			17,808
14.0 million 4.34% Note, due September 11, 2024	12,844			12,978
14.3 million 4.34% Note, due September 11, 2024	13,647			13,773
15.1 million 4.99% Note, due January 6, 2024	13,772			13,907
2.6 million 5.46% Note, due October 1, 2023	2,263			2,289
50.0 million, 5.09% Note, due March 22, 2029	50,000			50,000
50.0 million, 5.17% Note, due March 22, 2029	50,000			50,000
1.8 million 3.15% Note, due November 28, 2022	872			—
Floating rate notes		****			****
Unsecured line of credit, LIBOR plus 1.40% to 1.90%, due January 31, 2023	114,500			119,500
Total notes payable principal	638,679			643,613
Less deferred financing costs, net of accumulated amortization	(668	)		(771	)
Total notes payable	638,011		$	642,842

All values are in US Dollars.

^(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, 2022
---
(in thousands)
Year	Amount Due
---	---	---
2022 (remaining)	$	102,028
2023		142,363
2024		228,573
2025		17,143
2026		17,143
Thereafter		131,429
Total	$	638,679

Table of Contents

Whitestone REIT and Subsidiaries
SUMMARY OF OCCUPANCY AND TOP TENANTS
	Gross Leasable Area as of		Occupancy % as of
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
Community Centered Properties®	June 30, 2022		June 30, 2022			March 31, 2022			December 31, 2021			September 30, 2021
Whitestone		5,211,176		91	%		91	%		90	%		90	%
Unconsolidated real estate partnership		926,798		56	%		58	%		59	%		61	%

Table of Contents

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	$	2,531		2.5	%	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		2.2	%	9/3/2014		2035
Frost Bank	Houston		1,988		2.0	%	7/1/2014		2024
Newmark Real Estate of Houston LLC	Houston		1,260		1.3	%	10/1/2015		2026
Bashas' Inc. ^(3)^	Phoenix		1,010		1.0	%	10/9/2004 and 4/1/2009		2024 and 2029
Verizon Wireless ^(4)^	Houston and Phoenix		960		1.0	%	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		0.9	%	11/14/1982, 11/2/1987, 8/24/1996 and 11/3/1996		2027, 2027, 2049 and 2056
Alamo Drafthouse Cinema	Austin		740		0.7	%	2/1/2012		2031
Dollar Tree ^(6)^	Houston and Phoenix		647		0.6	%	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		605		0.6	%	10/24/1996 and 4/16/1999		2022 and 2023
Kroger Co.	Dallas		483		0.5	%	12/15/2000		2027
Regus Corporation	Houston		469		0.5	%	5/23/2014		2025
Paul's Ace Hardware	Phoenix		490		0.5	%	3/1/2008		2033
Capital Area Multispecialty Providers	Austin		444		0.4	%	12/12/2011		2026
Original Ninfas LP	Houston		420		0.4	%	8/29/2018		2029
		$	15,240		15.1	%
^(1)^	Annualized Base Rental Revenues represents the monthly base rent as of June 30, 2022 for each applicable tenant multiplied by 12.
---	---

Table of Contents

^(2)^	As of June 30, 2022, 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 1.0% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on April 1, 2014, and is scheduled to expire in 2024, was $44,000, which represents less than 0.1% of our annualized base rental revenue. The annualized rental revenue for the lease that commenced on May 8, 1991, and is scheduled to expire in 2026, was $344,000, which represents approximately 0.3% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on July 1, 2000, and is scheduled to expire in 2025, was $353,000, which represents approximately 0.4% 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 $318,000, which represents approximately 0.3% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on October 19, 2016, and is scheduled to expire in 2025, was $425,000, which represents approximately 0.4% of our total annualized base rental revenue.
^(3)^	As of June 30, 2022, we had two leases with the same tenant occupying space at properties located in Phoenix. The annualized rental revenue for the lease that commenced on October 9, 2004, and is scheduled to expire in 2024, was $281,000, which represents approximately 0.3% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on April 1, 2009, and is scheduled to expire in 2029, was $729,000, which represents approximately 0.7% of our total annualized base rental revenue.
---	---
^(4)^	As of June 30, 2022, 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 $23,000, which represents less than 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on January 27, 2006, and is scheduled to expire in 2023, was $138,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on February 1, 2004, and is scheduled to expire in 2024, was $38,000, which represents less than 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on May 1, 2014, and is scheduled to expire in 2024, was $749,000, which represents approximately 0.7% of our total annualized rental revenue. The annualized rental revenue for the lease that commenced on May 10, 2004, and is scheduled to expire in 2022, was $12,000, which represents less than 0.1% of our total annualized base rental revenue.
---	---
^(5)^	As of June 30, 2022, we had four leases with the same tenant occupying space at properties located in Phoenix and Houston. The annualized rental revenue for the lease that commenced on November 3, 1996, and is scheduled to expire in 2049, was $279,000, which represents approximately 0.3% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on November 2, 1987, and is scheduled to expire in 2027, was $189,000, which represents approximately 0.2% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on November 14, 1982, and is scheduled to expire in 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, 2022, 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 $175,000, 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 $156,000, which represents approximately 0.2% of our total annualized base rental revenue.
---	---
^(7)^	As of June 30, 2022, we had two leases with the same tenant occupying space at properties located in Phoenix. The annualized rental revenue for the lease that commenced on October 24, 1996, and is scheduled to expire in 2022, was $131,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on April 16, 1999, and is scheduled to expire in 2023, was $474,000, which represents approximately 0.5% of our total annualized base rental revenue.
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Table of Contents

Whitestone REIT and Subsidiaries
TENANT TYPE SUMMARY
As of June 30, 2022
	% of Leased SF			% of ABR
---	---	---	---	---	---	---
Restaurants & Food Service		18	%		24	%
Financial Services		6	%		9	%
Grocery		14	%		8	%
Salons		7	%		8	%
Medical & Dental		7	%		8	%
Home Décor And Improvement		7	%		5	%
General Retail		7	%		5	%
Non Retail		4	%		5	%
Education		4	%		4	%
Fitness		5	%		4	%
Apparel		4	%		4	%
Pet Supply & Services		3	%		3	%
Local Services		2	%		2	%
Off-Price		4	%		2	%
Wireless		1	%		2	%
Pharmacies & Nutritional Supplies		2	%		2	%
Entertainment		2	%		2	%
Sporting Goods		1	%		1	%
Postal Services		1	%		1	%
Automotive Supply & Services		1	%		1	%
Total		100	%		100	%

Table of Contents

Whitestone REIT and Subsidiaries
SUMMARY OF LEASING ACTIVITY
	Three Months Ended				Six Months Ended
---	---	---	---	---	---	---	---	---
	June 30,				June 30,
	2022		2021		2022		2021
RENEWALS
Number of Leases		56		57		112		105
Total Square Feet ^(1)^		177,813		181,551		350,193		289,783
Average Square Feet		3,175		3,185		3,127		2,760
Total Lease Value	$	16,105,000	$	17,537,000	$	29,829,000	$	28,466,000
NEW LEASES
Number of Leases		34		35		63		81
Total Square Feet ^(1)^		90,581		75,071		134,284		192,064
Average Square Feet		2,664		2,145		2,131		2,371
Total Lease Value	$	12,996,000	$	12,312,000	$	22,245,000	$	32,208,000
TOTAL LEASES
Number of Leases		90		92		175		186
Total Square Feet ^(1)^		268,394		256,622		484,477		481,847
Average Square Feet		2,982		2,789		2,768		2,591
Total Lease Value	$	29,101,000	$	29,849,000	$	52,074,000	$	60,673,000
^(1)^	Represents the square footage as the result of new, renewal, expansion and contraction leases.
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Table of Contents

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 2022		63	$	17,593,087		191,368		4.4	$	596,616	$	3.12	$	20.72	$	19.03	$	324,270			8.9	%	$	596,073		17.4	%
1st Quarter 2022		66		17,848,053		190,078		4.6		653,527		3.44		19.08		18.57		96,350			2.7	%		345,345		10.1	%
4th Quarter 2021		84		26,114,148		241,803		4.7		1,135,500		4.70		20.36		20.05		74,996			1.5	%		670,356		14.9	%
3rd Quarter 2021		75		21,174,759		159,787		4.8		843,333		5.28		24.34		23.62		115,317			3.0	%		468,826		13.1	%
Total - 12 months		288	$	82,730,047		783,036		4.6	$	3,228,976	$	4.12	$	20.95	$	20.17	$	610,933			3.9	%	$	2,080,600		13.9	%
Comparable New Leases:																			****			****					****
2nd Quarter 2022		10	$	2,075,522		17,848		4.4	$	163,749	$	9.17	$	25.55	$	24.38	$	21,009			4.8	%	$	62,963		15.6	%
1st Quarter 2022		14		4,936,115		26,663		7.5		479,932		18.00		24.72		23.10		43,268			7.0	%		77,077		12.7	%
4th Quarter 2021		23		5,795,662		41,700		6.1		530,358		12.72		21.61		22.52		(38,073	)		(4.1	)%		97,992		11.2	%
3rd Quarter 2021		13		2,201,043		18,848		4.2		101,472		5.38		23.72		25.49		(33,336	)		(6.9	)%		23,927		5.4	%
Total - 12 months		60	$	15,008,342		105,059		5.8	$	1,275,511	$	12.14	$	23.45	$	23.51	$	(7,132	)		(0.3	)%	$	261,959		11.2	%
Comparable Renewal Leases:																			****			****					****
2nd Quarter 2022		53	$	15,517,566		173,520		4.4	$	432,867	$	2.49	$	20.22	$	18.48	$	303,261			9.5	%	$	533,110		17.6	%
1st Quarter 2022		52		12,911,938		163,415		4.2		173,595		1.06		18.16		17.84		53,082			1.8	%		268,268		9.6	%
4th Quarter 2021		61		20,318,486		200,103		4.4		605,142		3.02		20.10		19.54		113,069			2.9	%		572,364		15.7	%
3rd Quarter 2021		62		18,973,716		140,939		4.9		741,861		5.26		24.43		23.37		148,653			4.5	%		444,899		14.1	%
Total - 12 months		228	$	67,721,706		677,977		4.4	$	1,953,465	$	2.88	$	20.56	$	19.65	$	618,065			4.6	%	$	1,818,641		14.4	%

Table of Contents

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 2022		90	$	29,101,085		268,394		5.1	$	1,683,308	$	6.27	$	20.67
1st Quarter 2022		85		22,973,692		216,083		4.6		934,795		4.33		20.33
4th Quarter 2021		111		38,182,937		326,136		5.4		2,928,167		8.98		19.80
3rd Quarter 2021		103		33,044,924		238,717		5.0		2,040,458		8.55		24.44
Total - 12 months		389	$	123,302,638		1,049,330		5.1	$	7,586,728	$	7.23	$	21.19
New
2nd Quarter 2022		34	$	12,996,051		90,581		6.6	$	1,209,828	$	13.36	$	21.43
1st Quarter 2022		29		9,249,355		43,703		6.3		750,901		17.18		27.75
4th Quarter 2021		46		17,485,510		116,266		7.6		2,240,044		19.27		19.45
3rd Quarter 2021		38		12,734,682		90,143		5.2		1,210,123		13.42		24.85
Total - 12 months		147	$	52,465,598		340,693		6.5	$	5,410,896	$	15.80	$	22.47
Renewal
2nd Quarter 2022		56	$	16,105,034		177,813		4.4	$	473,480	$	2.66	$	20.28
1st Quarter 2022		56		13,724,337		172,380		4.1		183,894		1.07		18.45
4th Quarter 2021		65		20,697,427		209,870		4.3		688,123		3.28		19.99
3rd Quarter 2021		65		20,310,242		148,574		5.0		830,335		5.59		24.19
Total - 12 months		242	$	70,837,040		708,637		4.4	$	2,175,832	$	3.07	$	20.57
^(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.

Table of Contents

Whitestone REIT and Subsidiaries
LEASE EXPIRATIONS ^(1)^
							****	Annualized Base Rent(2)
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
			Gross Leasable Area					as of June 30, 2022
Year	Number of Leases		Square Feet		Percent of Gross Leasable Area			Amount (in thousands)		Percent of Total			Per Square Foot
2022		351		432,984		8.3	%	$	7,902		7.9	%	$	18.25
2023		272		602,646		11.6	%		12,692		12.6	%		21.06
2024		229		787,708		15.1	%		16,874		16.8	%		21.42
2025		229		836,131		16.0	%		16,135		16.1	%		19.30
2026		157		572,245		11.0	%		11,990		11.9	%		20.95
2027		161		538,234		10.3	%		11,534		11.5	%		21.43
2028		52		273,874		5.3	%		5,659		5.6	%		20.66
2029		38		198,589		3.8	%		3,994		4.0	%		20.11
2030		26		78,645		1.5	%		2,609		2.6	%		33.17
2031		26		127,698		2.5	%		3,611		3.6	%		28.28
Total		1,541		4,448,754		85.4	%	$	93,000		92.6	%	$	20.90
^(1)^	Lease expirations table reflects rents in place as of June 30, 2022, and does not include option periods.
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^(2)^	Annualized Base Rent represents the monthly base rent as of June 30, 2022 for each tenant multiplied by 12.
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Table of Contents

Whitestone REIT and Subsidiaries
Property Details
As of June 30, 2022
		Year Built/	Gross Leasable		Percent Occupied at			Annualized Base Rental Revenue		Average Base Rental Revenue Per		Average Net Effective Annual Base Rent Per Leased
---	---	---	---	---	---	---	---	---	---	---	---	---	---
Community Name	Location	Renovated	Square Feet		6/30/2022			(in thousands) (1)		Sq. Ft. (2)		Sq. Ft.(3)
Whitestone Properties:							****
Ahwatukee Plaza	Phoenix	1979		72,650		42	%	$	557	$	18.25	$	18.62
Anderson Arbor	Austin	2001		89,746		91	%		1,792		21.94		23.06
Anthem Marketplace	Phoenix	2000		113,293		88	%		1,532		15.37		14.99
Anthem Marketplace Phase II	Phoenix	2019		6,853		100	%		241		35.17		33.85
Bissonnet/Beltway	Houston	1978		29,205		93	%		412		15.17		15.17
BLVD Place	Houston	2014		216,944		99	%		9,293		43.27		44.21
The Citadel	Phoenix	2013		28,547		94	%		503		18.74		18.26
City View Village	San Antonio	2005		17,870		100	%		560		31.34		31.28
Davenport Village	Austin	1999		128,934		99	%		3,512		27.51		28.10
Desert Canyon	Phoenix	2000		62,533		84	%		706		13.44		15.25
Eldorado Plaza	Dallas	2004		219,287		100	%		3,489		15.91		17.04
Fountain Hills	Phoenix	2009		111,289		94	%		1,730		16.54		16.48
Fountain Square	Phoenix	1986		118,209		91	%		1,882		17.50		17.24
Fulton Ranch Towne Center	Phoenix	2005		120,575		97	%		2,242		19.17		20.37
Gilbert Tuscany Village	Phoenix	2009		49,415		91	%		921		20.48		20.28
Gilbert Tuscany Village Hard Corner	Phoenix	2009		14,603		100	%		128		8.77		8.90
Heritage	Dallas	2006		70,431		98	%		1,658		24.02		23.83
HQ Village	Dallas	2009		89,134		97	%		2,673		30.92		35.70
Keller Place	Dallas	2001		93,541		96	%		1,017		11.33		11.75
Kempwood Plaza	Houston	1974		91,302		88	%		1,220		15.18		15.04
La Mirada	Phoenix	1997		147,209		90	%		3,277		24.73		25.23
Lakeside Market	Dallas	2000		162,649		90	%		3,636		24.84		27.02
Las Colinas	Dallas	2000		104,919		96	%		2,834		28.14		29.63
Lion Square	Houston	2014		117,592		98	%		1,823		15.82		18.29
The MarketPlace at Central	Phoenix	2012		111,130		99	%		1,148		10.43		10.33
Market Street at DC Ranch	Phoenix	2003		244,888		96	%		5,330		22.67		22.47
Mercado at Scottsdale Ranch	Phoenix	1987		118,730		90	%		1,738		16.26		15.96
Paradise Plaza	Phoenix	1983		125,898		93	%		1,582		13.51		13.45
Parkside Village North	Austin	2005		27,045		100	%		887		32.80		39.79
Parkside Village South	Austin	2012		90,101		100	%		2,552		28.32		28.49
Pima Norte	Phoenix	2007		35,110		70	%		413		16.80		18.23
Pinnacle of Scottsdale	Phoenix	1991		113,108		100	%		2,619		23.15		24.08
Pinnacle Phase II	Phoenix	2017		27,063		100	%		842		31.11		31.89
The Promenade at Fulton Ranch	Phoenix	2007		98,792		64	%		1,044		16.51		14.66
Providence	Houston	1980		90,327		96	%		1,135		13.09		14.13
Quinlan Crossing	Austin	2012		109,892		96	%		2,653		25.15		25.07
Seville	Phoenix	1990		90,042		92	%		2,793		33.72		35.68
Shaver	Houston	1978		21,926		94	%		344		16.69		16.69
Shops at Pecos Ranch	Phoenix	2009		78,767		99	%		1,904		24.42		29.25
Shops at Starwood	Dallas	2006		55,385		98	%		1,752		32.28		32.41
The Shops at Williams Trace	Houston	1985		132,991		95	%		2,228		17.63		19.42
South Richey	Houston	1980		72,738		100	%		862		11.85		11.80
Spoerlein Commons	Chicago	1987		43,855		90	%		826		20.93		21.94
Starwood Phase II	Dallas	2016		35,351		90	%		1,188		37.34		35.86
Strand	San Antonio	2000		73,920		100	%		1,792		24.24		26.23
SugarPark Plaza	Houston	1974		95,032		97	%		1,201		13.03		13.17
Sunridge	Houston	1979		49,359		70	%		586		16.96		16.67
Sunset at Pinnacle Peak	Phoenix	2000		41,530		100	%		807		19.43		20.49

Table of Contents

Whitestone REIT and Subsidiaries
Property Details
As of June 30, 2022
		Year Built/	Gross Leasable	Percent Occupied at			Annualized Base Rental Revenue		Average Base Rental Revenue Per		Average Net Effective Annual Base Rent Per Leased
---	---	---	---	---	---	---	---	---	---	---	---	---
Community Name	Location	Renovated	Square Feet	6/30/2022			(in thousands) (1)		Sq. Ft. (2)		Sq. Ft.(3)
Terravita Marketplace	Phoenix	1997	102,733		75	%		1,365		17.72		15.74
Town Park	Houston	1978	43,526		96	%		1,042		24.94		25.68
Dana Park	Phoenix	2009	323,026		83	%		6,111		22.79		22.23
Westchase	Houston	1978	50,332		73	%		605		16.47		16.33
Williams Trace Plaza	Houston	1983	129,222		91	%		1,873		15.93		16.34
Windsor Park	San Antonio	2012	196,458		97	%		1,975		10.36		10.59
Woodlake Plaza	Houston	1974	106,169		63	%		1,165		17.42		17.48
Total/Weighted Average - Whitestone Properties			5,211,176		91	%		100,000		21.09		21.72
Land Held for Development:						****
BLVD Phase II-B	Houston	N/A	—		—	%		—		—		—
Dana Park Development	Phoenix	N/A	—		—	%		—		—		—
Eldorado Plaza Development	Dallas	N/A	—		—	%		—		—		—
Fountain Hills	Phoenix	N/A	—		—	%		—		—		—
Market Street at DC Ranch	Phoenix	N/A	—		—	%		—		—		—
Total/Weighted Average - Land Held For Development ^(4)^			—		—	%		—		—		—
Grand Total/Weighted Average - Whitestone Properties			5,211,176		91	%	$	100,000	$	21.09	$	21.72
Properties owned in Unconsolidated Real Estate Partnership (81.4% ownership):						****
9101 LBJ Freeway	Dallas	1985	125,874		50	%	$	1,194	$	18.97	$	18.43
Corporate Park Northwest	Houston	1981	174,359		73	%		1,805		14.18		14.02
Corporate Park Woodland II	Houston	2000	14,344		83	%		201		16.88		17.22
Holly Hall Industrial Park	Houston	1980	90,000		57	%		394		7.68		7.56
Holly Knight	Houston	1984	20,015		86	%		384		22.31		21.84
Interstate 10 Warehouse	Houston	1980	151,000		6	%		68		7.51		7.51
Uptown Tower	Dallas	1982	253,981		62	%		3,854		24.47		23.97
Westgate Service Center	Houston	1984	97,225		83	%		700		8.67		8.19
Total/Weighted Average - Unconsolidated Properties			926,798		56	%	$	8,600	$	16.57	$	16.22
^(1)^	Calculated as the tenant’s actual June 30, 2022 base rent (defined as cash base rents including abatements) multiplied by 12. Excludes vacant space as of June 30, 2022. Because annualized base rental revenue is not derived from historical results that were accounted for in accordance with generally accepted accounting principles, historical results differ from the annualized amounts. Total abatements for leases in effect as of June 30, 2022 equaled approximately $267,503 for the month ended June 30, 2022.
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^(2)^	Calculated as annualized base rent divided by leased square feet as of June 30, 2022.
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^(3)^	Represents (i) the contractual base rent for leases in place as of June 30, 2022, adjusted to a straight-line basis to reflect changes in rental rates throughout the lease term and amortize free rent periods and abatements, but without regard to tenant improvement allowances and leasing commissions, divided by (ii) square footage under commenced leases of June 30, 2022.
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^(4)^	As of June 30, 2022, these parcels of land were held for development and, therefore, had no gross leasable area.
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