EX-99.1 2 ex_752909.htm EXHIBIT 99.1 ex_752909.htm

Exhibit 99.1

 

WHITESTONE REIT

REPORTS FOURTH QUARTER AND FULL YEAR 2024 RESULTS

 

Houston, Texas, March 3, 2025 - Whitestone REIT (NYSE: WSR) (“Whitestone” or the “Company”) today announced its operating and financial results for the fourth quarter and full year of 2024. Whitestone creates neighborhood center communities in its high-quality open-air shopping centers that it acquires, owns, manages, develops, and redevelops primarily in some of the largest, fastest-growing, high-household-income markets in the Sunbelt. For the three months ended December 31, 2024 and 2023, Net income attributable to common shareholders per diluted share was $0.33 and $0.03, respectively. For the full year 2024 and 2023, Net income attributable to common shareholders per diluted share was $0.72 and $0.38, respectively.

 

“We are pleased to report strong fourth quarter and full year operating and financial results, highlighted by 11% year over year Core FFO per share growth, 5.1% Same Store NOI growth for the full year 2024 and a fourth quarter ratio of debt to EBITDAre of 6.6X, an improvement of almost one full turn over fourth quarter 2023.   The leasing environment in our markets remains robust, evidenced by our 21.9% combined GAAP leasing spreads in the fourth quarter, extending our streak to 11 consecutive quarters with leasing spreads in excess of 17%.  We remain confident in the quality of our portfolio, strength of our well-diversified tenant base and the ability of our team to execute on the opportunities before us to drive strong sustainable earnings growth through strategically focusing on sunbelt markets and leveraging our leadership position in high-value shop space (77% of ABR).  Our first quarter 2025 dividend represents a 9% increase from the prior quarter and today we are providing an initial 2025 Core FFO guidance range of $1.03 to $1.07. We look forward to providing more color on our fourth quarter earnings call tomorrow morning.”

 

–    Dave Holeman, Chief Executive Officer

 

Fourth Quarter 2024 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, Core FFO, NOI and EBITDAre are included herein.

 

 

Revenues of $40.8 million versus $37.5 million for the fourth quarter of 2023.

 

Net Income attributable to common shareholders of $17.3 million, or $0.33 per diluted share, inclusive of a $0.23 per diluted share gain on sale of properties, versus $1.5 million, or $0.03 per diluted share for the fourth quarter of 2023. 
  Core Funds from Operations (“FFO”) of $14.7 million versus $12.4 million for the fourth quarter of 2023.
 

FFO per diluted share of $0.28 versus $0.21 for the fourth quarter of 2023. 

 

Core FFO per diluted share was $0.28 versus $0.24 for the fourth quarter of 2023.

 

EBITDAre of $23.0 million versus $21.0 million for the fourth quarter of 2023.

 

Same-Store Net Operating Income (“NOI”) grew 5.8% to $25.0 million versus $23.7 million for the fourth quarter of 2023. 

 

Net Effective Annual Base Rental Revenue per leased square foot was up 5% to $24.51, compared to the prior year quarter.

 

Full Year 2024 Operating and Financial Results

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

 

 

Revenues of $154.3 million versus $147.0 million for 2023.

 

Net Income attributable to common shareholders of $36.9 million, or $0.72 per diluted share, inclusive of a $0.43 per diluted share gain on sale of properties, versus $19.2 million, or $0.38 per diluted share, inclusive of a $0.18 per diluted share gain on sale of properties for 2023.

 

Funds from Operations (“FFO”) per diluted share of $0.98 versus $0.88 for 2023.

 

Core FFO per diluted share of $1.01 versus $0.91 for 2023.

 

EBITDAre of $85.3 million versus $81.0 million for 2023.

 

Same-Store Net Operating Income (“NOI”) grew 5.1% to $94.6 versus $90.1 million for 2023.

 

Operating Results

For the three-month periods ending December 31, 2024 and 2023, the Company’s operating highlights were as follows:

 

   

Fourth Quarter 2024

 

Fourth Quarter 2023

Occupancy:

       

Wholly Owned Properties – All

 

94.1%

 

94.2%

>10,000 Sq Ft Occupancy   97.4%   97.5%
≤ 10,000 Sq Ft Occupancy   92.1%   92.1%

Same Store Property Net Operating Income Change (1)

 

5.8%

 

2.4%

Rental Rate Growth - Total (GAAP Basis):

 

21.9%

 

21.8%

New Leases

 

36.1%

 

37.3%

Renewal Leases

 

19.0%

 

15.3%

Leasing Transactions:

       

Number of New Leases

 

29

 

44

New Leases - Lease Term Revenue (millions)

 

$40.6

 

$26.7

Number of Renewal Leases

 

50

 

32

Renewal Leases - Lease Term Revenue (millions)

 

$15.9

 

$23.6

 

 

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Balance Sheet and Debt Metrics

 

 

As of December 31, 2024, Whitestone had total debt of $632.5 million, along with capacity and availability of $125.0 million each under its $250 million revolving credit facility.

 

As of December 31, 2024, the Company has undepreciated real estate assets of $1.2 billion.

 

Dividend

 

On December 4, 2024, the Company declared a quarterly cash distribution of $0.135 per common share and OP unit for the first quarter of 2025, to be paid in three equal installments of $0.045 in January, February, and March of 2025. 

 

2025 Full Year Guidance

 

The Company currently estimates that U.S. generally accepted accounting principles (“GAAP”) net income available to common shareholders will be within the range of $0.33 to $0.37 per diluted share, and Core FFO will be within the range of $1.03 to $1.07 per diluted share and OP Unit.

 

   

Initial 2025 Guidance

2024 Actual

   

(unaudited, amounts in thousands except per share and percentages)

Net income attributable to Whitestone REIT

 

$17,135 - $19,219

$36,893

Core FFO (1)

 

$54,158 - $56,268

$52,474

       

Net income attributable to Whitestone REIT per share

 

$0.33 - $0.37

$0.72

Core FFO per diluted share and OP Unit (1)

 

$1.03 - $1.07

$1.01

       

Key Drivers:

     

Same store net operating income growth (2)

 

3.0% - 4.5%

5.1%

Bad debt as a percentage of revenue

 

0.75% - 1.00%

0.81%

General and administrative expense

 

$20,800 - $22,800

$23,189

Interest expense

 

$32,000 - $33,000

$34,035

Ending occupancy

 

94.0% - 95.0%

94.1%

 

(1)

For the reconciliation of forward-looking non-GAAP financial measure to the comparable GAAP financial measure, see the “Core FFO per diluted share and OP unit” reconciliation table. Core Funds from Operations (“Core FFO”) is a non-GAAP measure. Guidance does not include the operational or capital impact of any future unannounced acquisition or disposition activity or the collection of any amounts due us from our claims in the Pillarstone bankruptcy.

(2)

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

 

Portfolio Statistics

 

As of December 31, 2024, Whitestone wholly owned 55 Community-Centered Properties™ with 4.9 million square feet of gross leasable area (“GLA”). Five of the 55 Community-Centered Properties™ are land parcels held for future development. The portfolio is comprised of 31 properties in Texas and 24 in Arizona. Whitestone’s Community-Centered Properties are located in the MSA's of Austin (6), Dallas-Fort Worth (9), Houston (13), Phoenix (24), and San Antonio (3). The Company’s properties in these markets are generally in high-traffic locations, surrounded by high-household-income communities.

 

2

 

At the end of the fourth quarter, the Company’s diversified tenant base was comprised of 1,445 tenants, with the largest tenant accounting for only 2.2% 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 Tuesday, March 4, 2025, at 8:30 A.M Eastern Time / 7:30 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 Friday, March 18, 2025. 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): 13747760

 

 

Supplemental Financial Information

 

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

 

About Whitestone REIT

 

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

 

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

 

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Forward-Looking Statements

 

This Report contains forward-looking statements within the meaning of the federal securities laws, including discussion and analysis of our financial condition; pending acquisitions and the impact of such acquisitions on our financial condition and results of operations; statements related to our expectations regarding the performance of our business; 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 reflect 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,” “hopes,” “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 and the real estate industry, both 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, Dallas, and Phoenix in particular, including the potential impact of public health emergencies, on our tenants’ ability to pay their rent, which could result in bad debt allowances or straight-line rent reserve adjustments; increases in interest rates, including as a result of inflation, which may increase our operating costs or general and administrative expenses; our current geographic concentration in the Houston, Dallas, and Phoenix metropolitan area markets makes us susceptible to potential local economic downturns; natural disasters, such as floods and hurricanes, which may increase as a result of climate change may adversely affect our returns and adversely impact our existing and prospective tenants; increasing focus by stakeholders on environmental, social, and governance matters; financial institution disruptions; 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; harm to our reputation, ability to do business and results of operations as a result of improper conduct by our employees, agents or business partners; 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; risks related to generative artificial intelligence tools and language models, along with the potential interpretations and conclusions they might make regarding our business and prospects, particularly concerning the spread of misinformation; 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 conflict in the Gaza Strip and unrest in the Middle East; the need to fund tenant improvements or other capital expenditures out of our 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: the timing and the ultimate amount we will collect in connection with the redemption of our equity investment in Pillarstone Capital REIT Operating Partnership LP (“Pillarstone” or “Pillarstone OP.”); 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, Core 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. We calculate 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: 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.

 

Core Funds from Operations (“Core FFO”) is a non-GAAP measure. From time to time, we report or provide guidance with respect to “Core FFO” which removes the impact of certain non-recurring and non-operating transactions or other items we do not consider to be representative of our core operating results including, without limitation, default interest on debt of real estate partnership, extinguishment of debt cost, gains or losses associated with litigation involving the Company that is not in the normal course of business, and proxy contest costs.

 

Management uses FFO and Core FFO as a supplemental measure to conduct and evaluate our business because there are certain limitations associated with using GAAP net income 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 and Core FFO should not be considered as alternatives to net income or other measurements under GAAP, as an indicator of our operating performance or to cash flows from operating, investing or financing activities as a measure of liquidity.  FFO and Core FFO do not reflect working capital changes, cash expenditures for capital improvements or principal payments on indebtedness. Although our calculation of FFO is consistent with that of NAREIT, there can be no assurance that FFO and Core FFO presented by us is comparable to similarly titled measures of other REITs.

 

 

4

 

NOI: Net Operating Income: Management believes that NOI is a useful measure of our property operating performance. We define NOI as operating revenues (rental and other revenues) less property and related expenses (property operation and maintenance and real estate taxes). Other REITs may use different methodologies for calculating NOI and, accordingly, our NOI may not be comparable to other REITs. Because NOI excludes general and administrative expenses, depreciation and amortization, deficit in earnings of real estate partnership, interest expense, interest, dividend and other investment income, provision for income taxes, gain on sale of properties, loss on disposal 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 properties, and gain or loss on sale or disposition of assets.

 

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

 

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

 

 

Investor and Media Relations:

David Mordy

Director, Investor Relations

Whitestone REIT

(713) 435-2219

[email protected]

 

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Whitestone REIT and Subsidiaries

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data)

 

   

December 31, 2024

   

December 31, 2023

 
                 

ASSETS

 

Real estate assets, at cost

               

Property

  $ 1,248,223     $ 1,221,466  

Accumulated depreciation

    (246,534 )     (229,767 )

Total real estate assets

    1,001,689       991,699  

Investment in real estate partnership

          31,671  

Cash and cash equivalents

    5,224       4,572  

Restricted cash

    10,146       68  

Escrows and deposits

    4,006       24,148  

Accrued rents and accounts receivable, net of allowance for doubtful accounts (1)

    33,820       30,592  

Receivable from partnership redemption

    31,643        

Receivable due from related party

    15,186       1,513  

Unamortized lease commissions, legal fees and loan costs

    14,693       13,783  

Prepaid expenses and other assets(2)

    7,805       4,765  

Finance lease right-of-use assets

    10,427       10,428  

Total assets

  $ 1,134,639     $ 1,113,239  
                 

LIABILITIES AND EQUITY

 

Liabilities:

               

Notes payable

  $ 631,518     $ 640,172  

Accounts payable and accrued expenses(3)

    40,703       36,513  

Payable due to related party

    1,577       1,577  

Tenants' security deposits

    9,295       8,614  

Dividends and distributions payable

    6,931       6,025  

Finance lease liabilities

    781       721  

Total liabilities

    690,805       693,622  

Commitments and contingencies:

           

Equity:

               

Preferred shares, $0.001 par value per share; 50,000,000 shares authorized; none issued and outstanding as of December 31, 2024 and December 31, 2023

           

Common shares, $0.001 par value per share; 400,000,000 shares authorized; 50,690,163 and 49,610,831 issued and outstanding as of December 31, 2024 and December 31, 2023, respectively

    51       50  

Additional paid-in capital

    637,946       628,079  

Accumulated deficit

    (205,557 )     (216,963 )

Accumulated other comprehensive income

    5,713       2,576  

Total Whitestone REIT shareholders' equity

    438,153       413,742  

Noncontrolling interest in subsidiary

    5,681       5,875  

Total equity

    443,834       419,617  

Total liabilities and equity

  $ 1,134,639     $ 1,113,239  

 

6

 

Whitestone REIT and Subsidiaries

CONSOLIDATED BALANCE SHEETS

(in thousands)

 

   

December 31, 2024

   

December 31, 2023

 

(1) Accrued rents and accounts receivable, net of allowance for doubtful accounts

               

Tenant receivables

  $ 17,285     $ 16,287  

Accrued rents and other recoveries

    29,964       26,751  

Allowance for doubtful accounts

    (14,720 )     (13,570 )

Other receivables

    1,291       1,124  

Total accrued rents and accounts receivable, net of allowance for doubtful accounts

  $ 33,820     $ 30,592  
                 

(2) Operating lease right of use assets (net)

  $ 59     $ 109  

(3) Operating lease liabilities

  $ 58     $ 112  

 

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Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(in thousands)

 

   

Three Months Ended December 31,

   

Year Ended December 31,

 
   

2024

   

2023

   

2024

   

2023

 

Revenues

                               

Rental(1)

  $ 38,932     $ 37,247     $ 151,260     $ 145,652  

Management, transaction, and other fees

    1,906       277       3,022       1,317  

Total revenues

    40,838       37,524       154,282       146,969  
                                 

Operating expenses

                               

Depreciation and amortization

    8,652       8,428       34,894       32,966  

Operating and maintenance

    7,538       8,101       28,205       27,948  

Real estate taxes

    4,785       3,848       17,773       18,016  

General and administrative

    5,579       5,002       23,189       20,653  

Total operating expenses

    26,554       25,379       104,061       99,583  
                                 

Other expenses (income)

                               

Interest expense

    8,222       8,303       34,035       32,866  

(Gain) loss on sale of properties

    (11,913 )     620       (22,125 )     (9,006 )

Loss on disposal of assets, net

    364       22       547       522  

Interest, dividend and other investment income

    (72 )     (2 )     (87 )     (51 )

Total other expenses

    (3,399 )     8,943       12,370       24,331  
                                 

Income before equity investment in real estate partnership and income tax

    17,683       3,202       37,851       23,055  
                                 

Deficit in earnings of real estate partnership

          (1,528 )     (28 )     (3,155 )

Provision for income tax

    (123 )     (111 )     (450 )     (450 )

Net Income

    17,560       1,563       37,373       19,450  
                                 

Less: Net income attributable to noncontrolling interests

    223       22       480       270  
                                 

Net income attributable to Whitestone REIT

  $ 17,337     $ 1,541     $ 36,893     $ 19,180  

 

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Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(in thousands, except per share data)

 

 

   

Three Months Ended December 31,

   

Year Ended December 31,

 
   

2024

   

2023

   

2024

   

2023

 

Basic Earnings Per Share:

                               

Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares

  $ 0.34     $ 0.03     $ 0.73     $ 0.39  

Diluted Earnings Per Share:

                               

Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares

  $ 0.33     $ 0.03     $ 0.72     $ 0.38  
                                 

Weighted average number of common shares outstanding:

                               

Basic

    50,650       49,586       50,214       49,501  

Diluted

    51,859       51,064       51,347       50,813  
                                 

Consolidated Statements of Comprehensive Income (Loss)

                               
                                 

Net income

  $ 17,560     $ 1,563     $ 37,373     $ 19,450  
                                 

Other comprehensive income (loss)

                               
                                 

Unrealized gain (loss) on cash flow hedging activities

    6,474       (10,054 )     3,178       (3,452 )
                                 

Comprehensive income (loss)

    24,034       (8,491 )     40,551       15,998  
                                 

Less: Net income attributable to noncontrolling interests

    223       22       480       270  

Less: Comprehensive income (loss) attributable to noncontrolling interests

    82       (139 )     41       (48 )
                                 

Comprehensive income (loss) attributable to Whitestone REIT

  $ 23,729     $ (8,374 )   $ 40,030     $ 15,776  

 

9

 

Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(in thousands)

 

   

Three Months Ended December 31,

   

Year Ended December 31,

 
   

2024

   

2023

   

2024

   

2023

 

(1) Rental

                               

Rental revenues

  $ 27,580     $ 26,714     $ 108,930     $ 105,494  

Recoveries

    11,549       10,538       43,558       41,109  

Bad debt

    (197 )     (5 )     (1,228 )     (951 )

Total rental

  $ 38,932     $ 37,247     $ 151,260     $ 145,652  

 

10

 

Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

 

   

Year Ended December 31,

 
   

2024

   

2023

 

Cash flows from operating activities:

               

Net income

  $ 37,373     $ 19,450  

Adjustments to reconcile net income to net cash provided by operating activities:

               

Depreciation and amortization

    34,894       32,966  

Amortization of deferred loan costs

    1,106       1,089  

Gain on sale of properties

   

(22,125

)    

(9,006

)

Loss on disposal of assets

    547       522  

Bad debt

    1,229       951  

Share-based compensation

    4,579       3,727  

Deficit in earnings of real estate partnership

    28       3,155  

Amortization of right-of-use assets - finance leases

   

87

     

94

 
Building improvements received due to lease termination     (749 )      

Changes in operating assets and liabilities:

               

Escrows and deposits

    6,509       2,312  

Accrued rents and accounts receivable

    (4,415 )     (5,973 )

Receivable due from related party

    (40 )     (136 )

Unamortized lease commissions, legal fees and loan costs

    (3,536 )     (4,592 )

Prepaid expenses and other assets

    2,279       2,484  

Accounts payable and accrued expenses

    (220 )     355  

Payable due to related party

          16  

Tenants' security deposits

    681       186  

Net cash provided by operating activities

    58,227       47,600  

Cash flows from investing activities:

               

Acquisitions of real estate

   

(55,751

)    

(25,474

)

Additions to real estate

    (22,410 )     (17,055 )

Proceeds from sales of properties

   

52,004

     

19,847

 

Proceeds from the sale of property held in restricted cash (1031 exchange)

    10,146        

Escrowed loan repayment on behalf of real estate partnership

          (13,633 )

Net cash used in investing activities

    (16,011 )     (36,315 )

Cash flows from financing activities:

               

Distributions paid to common shareholders

    (24,572 )     (23,684 )

Distributions paid to OP unit holders

    (321 )     (332 )

Proceeds from issuance of common shares, net of offering costs

    7,620        

Payments of exchange offer costs

    (81 )      

Proceeds from (payments of) credit facility

    (21,000 )     42,500  

Repayments of notes payable

    (66,016 )     (30,945 )
Proceeds from notes payable     76,340        

Payments of loan origination costs

    (789 )      

Repurchase of common shares

   

(2,641

)    

(525

)

Payment of finance lease liability

    (26 )     (14 )

Net cash used in financing activities

    (31,486 )     (13,000 )

Net increase (decrease) in cash, cash equivalents and restricted cash

    10,730       (1,715 )

Cash, cash equivalents and restricted cash at beginning of period

    4,640       6,355  

Cash, cash equivalents and restricted cash at end of period (1)

  $ 15,370     $ 4,640  

 

(1)

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

 

11

 

Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

Supplemental Disclosures

(in thousands)

 

   

Year Ended December 31,

 
   

2024

   

2023

 

Supplemental disclosure of cash flow information:

               

Cash paid for interest

  $ 33,663     $ 31,136  

Cash paid for taxes

  $ 432     $ 435  

Non cash investing and financing activities:

               

Disposal of fully depreciated real estate

  $ 58     $ 976  

Financed insurance premiums

  $ 2,638     $ 3,002  

Value of shares issued under dividend reinvestment plan

  $ 36     $ 75  

Value of common shares exchanged for OP units

  $ 355     $ 17  

Change in fair value of cash flow hedge

  $ 3,178     $ (3,452 )

Accrued capital expenditures

  $ 2,062     $  

Receivable from partnership redemption

  $ 31,643     $  

Recognition of finance lease liability

  $ 86     $  
Building improvements received due to lease termination   $ 749     $  

 

 

   

December 31,

 
   

2024

   

2023

 

Cash, cash equivalents and restricted cash

               

Cash and cash equivalents

  $ 5,224     $ 4,572  

Restricted cash

    10,146       68  

Total cash, cash equivalents and restricted cash

  $ 15,370     $ 4,640  

 

12

 

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

(in thousands, except per share and per unit data)

 

   

Three Months Ended December 31,

   

Year Ended December 31,

 
   

2024

   

2023

   

2024

   

2023

 

FFO (NAREIT) AND CORE FFO

                               

Net income attributable to Whitestone REIT

  $ 17,337     $ 1,541     $ 36,893     $ 19,180  

Adjustments to reconcile to FFO:(1)

                               

Depreciation and amortization of real estate assets

    8,642       8,394       34,811       32,811  

Depreciation and amortization of real estate assets of real estate partnership (pro rata) (2)

          404       111       1,613  

Loss on disposal of assets

    364       22       547       522  

(Gain) loss on sale of properties

    (11,913 )     620       (22,125 )     (9,006 )

Net income attributable to noncontrolling interests

    223       22       480       270  

FFO (NAREIT)

  $ 14,653     $ 11,003     $ 50,717     $ 45,390  

Adjustments to reconcile to Core FFO:

                               

Proxy contest costs

                1,757        

Default interest on debt of real estate partnership (1)(2)

          1,375             1,375  

Core FFO

  $ 14,653     $ 12,378     $ 52,474     $ 46,765  
                                 

FFO PER SHARE AND OP UNIT CALCULATION

                               

Numerator:

                               

FFO

  $ 14,653     $ 11,003     $ 50,717     $ 45,390  

Core FFO

  $ 14,653     $ 12,378     $ 52,474     $ 46,765  

Denominator:

                               

Weighted average number of total common shares - basic

    50,650       49,586       50,214       49,501  

Weighted average number of total noncontrolling OP units - basic

    649       693       653       694  

Weighted average number of total common shares and noncontrolling OP units - basic

    51,299       50,279       50,867       50,195  
                                 

Effect of dilutive securities:

                               

Unvested restricted shares

    1,209       1,478       1,133       1,312  

Weighted average number of total common shares and noncontrolling OP units - diluted

    52,508       51,757       52,000       51,507  
                                 

FFO per common share and OP unit - basic

  $ 0.29     $ 0.22     $ 1.00     $ 0.90  

FFO per common share and OP unit - diluted

  $ 0.28     $ 0.21     $ 0.98     $ 0.88  
                                 

Core FFO per common share and OP unit - basic

  $ 0.29     $ 0.25     $ 1.03     $ 0.93  

Core FFO per common share and OP unit - diluted

  $ 0.28     $ 0.24     $ 1.01     $ 0.91  

 

(1)

Includes pro-rata share attributable to real estate partnership for the year ended December 31, 2023 and through January 25, 2024, the redemption date.

 

(2)

We rely on reporting provided to us by our third party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of and for the periods ended December 31, 2024 and 2023 have not been made available to us, we have estimated depreciation and amortization of real estate assets based on the information available to us at the time of this Report.

 

13

 

 

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

(continued)

(in thousands)

 

 

   

Three Months Ended December 31,

   

Year Ended December 31,

 
   

2024

   

2023

   

2024

   

2023

 

PROPERTY NET OPERATING INCOME

                               

Net income attributable to Whitestone REIT

  $ 17,337     $ 1,541     $ 36,893     $ 19,180  

General and administrative expenses

    5,579       5,002       23,189       20,653  

Depreciation and amortization

    8,652       8,428       34,894       32,966  

Deficit in earnings of real estate partnership (1)

          1,528       28       3,155  

Interest expense

    8,222       8,303       34,035       32,866  

Interest, dividend and other investment income

    (72 )     (2 )     (87 )     (51 )

Provision for income taxes

    123       111       450       450  

(Gain) loss on sale of properties

    (11,913 )     620       (22,125 )     (9,006 )

Management fee, net of related expenses

                      16  

Loss on disposal of assets, net

    364       22       547       522  

NOI of real estate partnership (pro rata)(1)

          670       183       2,553  

Net income attributable to noncontrolling interests

    223       22       480       270  

NOI

  $ 28,515     $ 26,245     $ 108,487     $ 103,574  

Non-Same Store NOI (2)

    (1,183 )     (1,321 )     (8,001 )     (6,863 )

NOI of real estate partnership (pro rata) (1)

          (670 )     (183 )     (2,553 )

NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata)

    27,332       24,254       100,303       94,158  

Same Store straight-line rent adjustments

    (470 )     (274 )     (2,981 )     (2,602 )

Same Store amortization of above/below market rents

    (158 )     (211 )     (748 )     (808 )

Same Store lease termination fees

    (1,662 )     (98 )     (1,961 )     (687 )

Same Store NOI (3)

  $ 25,042     $ 23,671     $ 94,613     $ 90,061  

 

(1)

We rely on reporting provided to us by our third party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of and for the years ended December 31, 2024 and 2023 have not been made available to us, we have estimated deficit in earnings and pro rata share of NOI of real estate partnership based on the information available to us at the time of this Report. On January 25, 2024, we exercised our notice of redemption for substantially all of our investment in Pillarstone OP. As of December 31, 2024, our ownership in Pillarstone OP no longer represents a majority interest

 

(2)

We define “Non-Same Store” as properties that have been acquired since the beginning of the period being compared and properties that have been sold, but not classified as discontinued operations. For purpose of comparing the three months ended December 31, 2024 to the three months ended December 31, 2023, Non-Same Store includes properties acquired between October 1, 2023 and December 31, 2024, and properties sold between October 1, 2023 and December 31, 2024, but not included in discontinued operations. For purposes of comparing the twelve months ended December 31, 2024 to the twelve months ended December 31, 2023, Non-Same Store includes properties acquired between January 1, 2023 and December 31, 2024 and properties sold between January 1, 2023 and December 31, 2024, but not included in discontinued operations.

 

(3)

We define “Same Store” as properties that have been owned during the entire period being compared. For purpose of comparing the three months ended December 31, 2024 to the three months ended December 31, 2023, Same Store includes properties owned before October 1, 2023 and not sold before December 31, 2024. For purposes of comparing the twelve months ended December 31, 2024 to the twelve months ended December 31, 2023, Same Store includes properties owned before January 1, 2023 and not sold before December 31, 2024. Straight line rent adjustments, above/below market rents, and lease termination fees are excluded.

 

14

 

 

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

(continued)

(in thousands)

 

   

Three Months Ended December 31,

   

Year Ended December 31,

 
   

2024

   

2023

   

2024

   

2023

 

EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)

                 
                                 

Net income attributable to Whitestone REIT

  $ 17,337     $ 1,541     $ 36,893     $ 19,180  

Depreciation and amortization

    8,652       8,428       34,894       32,966  

Interest expense

    8,222       8,303       34,035       32,866  

Provision for income taxes

    123       111       450       450  

Net income attributable to noncontrolling interests

    223       22       480       270  

Deficit in earnings of real estate partnership (1)

          1,528       28       3,155  

EBITDAre adjustments for real estate partnership (1)

          448       136       617  

(Gain) loss on sale of properties

    (11,913 )     620       (22,125 )     (9,006 )

Loss on disposal of assets

    364       22       547       522  

EBITDAre

  $ 23,008     $ 21,023     $ 85,338     $ 81,020  

 

(1)

We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements for the three and twelve months ended December 31, 2024 and 2023 have not been made available to us, we have estimated deficit in earnings and EBITDAre adjustments for real estate partnership based on the information available to us at the time of this Report. On January 25, 2024, we exercised our notice of redemption for substantially all of our investment in Pillarstone OP. As of December 31, 2024, our ownership in Pillarstone OP no longer represents a majority interest.

 

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

Initial Full Year Guidance for 2025

(in thousands, except per share and per unit data)

 

     

Projected Range Full Year 2025

 
     

Low

 

High

 

FFO and Core FFO per diluted share and OP unit

               
                 

Net income attributable to Whitestone REIT

    $ 17,135   $ 19,219  

Adjustments to reconcile to FFO

               

Depreciation and amortization of real estate assets

      36,781     36,781  

Net income attributable to noncontrolling interests

      242     268  

FFO

    $ 54,158   $ 56,268  

Adjustments to reconcile to Core FFO

               

Adjustments

           

Core FFO (1)

    $ 54,158   $ 56,268  

Denominator:

               

Diluted shares

      52,084     52,084  

OP Units

      649     649  

Diluted share and OP Units

      52,733     52,733  
                 

Net income attributable to Whitestone REIT per diluted share

    $ 0.33   $ 0.37  
                 

FFO per diluted share and OP Unit

    $ 1.03   $ 1.07  
                 

Core FFO per diluted share and OP Unit (1)

    $ 1.03   $ 1.07  

 

(1)

Guidance does not include the operational or capital impact of any future unannounced acquisition or disposition activity or the collection of any amounts due us from our claims in the Pillarstone bankruptcy.

 

15