Whitestone REIT Reports Fourth Quarter and Full Year 2020 Results & Provides COVID-19 Update

-Net Income Per Diluted Share Attributable to Whitestone REIT of $0.07 for the Fourth Quarter and $0.14 for the Full Year-
-Leading the Shopping Center Industry in Foot Traffic Recovery at its Properties(1)

HOUSTON, Feb. 24, 2021 (GLOBE NEWSWIRE) — Whitestone REIT (NYSE: WSR) (“Whitestone” or the “Company”) today announced its operating and financial results for the fourth quarter and full year of 2020 with an update on its business activities in light of the ongoing COVID-19 pandemic. Whitestone is a community-centered shopping center REIT that acquires, owns, manages, develops and redevelops high-quality open-air neighborhood centers primarily in the largest, fastest-growing and most affluent markets in the Sunbelt. Whitestone seeks to create communities that thrive through creating local connections between consumers in the surrounding communities. This is accomplished by providing a well-crafted mix of national, regional and local tenants that provide daily necessities, needed services, entertainment and experiences at each of our centers. Whitestone has consistently paid a monthly dividend since its public commencement. Whitestone’s strong balanced and well-managed capital structure provides stability and flexibility to support it through a multitude of economic cycles.

Fourth Quarter Operating and Full Year Operating and Financial Highlights:

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

Included in fourth quarter and full year net income attributable to common shareholders and funds from operations is a $1.7 million gain from PPP Loan forgiveness. 

  • Full Year Net Income attributable to common shareholders of $0.14 per diluted share
  • Full Year 2020 Funds from Operations (“FFO”), as defined by the National Association of Real Estate Investment Trusts (“NAREIT”), was $0.83 per share
  • Full Year FFO Core was $0.93 per share
  • Fourth Quarter Net Income attributable to common shareholders of $0.07 per diluted share
  • Fourth Quarter FFO of $0.23 per share
  • Fourth Quarter FFO Core of $0.24 per share
  • Comparable GAAP-based leasing spreads of 6.8% for the quarter and 8.9% for the year
  • Same-store Net Operating Income (“NOI”) decreased 4.2% and 4.4% for the three and twelve month periods, respectively
  • Bad debt/uncollectable revenue for the quarter was $1.3 million, or $0.03 per share, primarily due to COVID-19 pandemic and included $151,000 of non-cash straight-line rent
  • Total Net Debt, defined as outstanding debt plus pro rata share of outstanding debt of real estate partnership less cash and pro rata share of cash of real estate partnership, reduced $12.0 Million, or 2% from prior year

COVID-19 Update Summary (as of February 23, 2021)

  • All 53 community centers are open and have remained open throughout the pandemic
  • 99% of tenants are open and operating (based on ABR)
  • 95% of fourth quarter 2020 contractual rents have been collected
  • 96% of total January contractual rents have been collected to date
  • Entered into rent deferral agreements representing 3% of fourth quarter 2020 revenue
  • Grew cash and cash equivalents by $10.2 million from prior year

Jim Mastandrea, Chairman and Chief Executive Officer of Whitestone REIT, commented, “Whitestone’s strong performance and operating trends throughout the pandemic, achieving near-or-top-of-the-industry’s quarterly cash rental collections, and leading the shopping center industry in foot traffic recovery at our properties, sets it apart. Our focus since the pandemic started was to protect our employees, tenants, and the value of our properties so we can continue to produce stable cash flows. Through the sheer dedication and unyielding efforts of our associates, we were able to stabilize our properties and produce stellar rental collection results, while also continuing to lease space. As exemplified by our recent dividend increase, our cash flow remains strong and we remain firmly committed to serving all of our stakeholders by continuing to outperform.”

(1) Source: S&P Global Market Intelligence (S&P), December 7,2020. Whitestone REIT (NYSE: WSR) ranked first in year-over-year recovery in Black Friday foot traffic. The analysis by S&P, which sourced data from
AirSage
, reveals that the foot traffic in Whitestone centers has recovered to 80.4% of the previous year’s foot traffic levels as compared to the overall public shopping center industry average of a 48%
recovery. Includes properties owned by Acadia Realty Trust,
Brixmor
Property Group Inc., Cedar Realty Trust, Inc., SITE Center Corp, Federal Realty Investment Trust, Kimco Realty Corporation, Kite Realty Group Trust, RPT Realty, Regency Centers Corporation, Retail Opportunity Investments Corp., Retail Properties of America, Inc., Retail Value Inc., Saul Centers, Inc., Urban Edge Properties,
Urstadt
Biddle Properties Inc., Weingarten Realty Investors, Wheeler Real Estate Investment Trust Inc. and Whitestone REIT.


Financial Results

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

Net income attributable to common shareholders for the quarter ended December 31, 2020 was $3.1 million, or $0.07 per diluted share, inclusive of $1.3 million or $0.03 per share, related to credit loss and straight-line rent reserve, primarily due to the impact of the COVID-19 pandemic. Net income attributable to common shareholders for the quarter ended December 31, 2019 was $15.8 million, or $0.37 per share.

FFO for the quarter ended December 31, 2020 was $10.2 million, or $0.23 per share, as compared to $8.9 million, or $0.21 per share for the quarter ended December 31, 2019. FFO Core for the quarter ended December 31, 2020 was $10.4 million or $0.24 per share, compared to $11.1 million, or $0.26 per share for the quarter ended December 31, 2019. The change in FFO is primarily the result of a $1.7 million gain from PPP loan forgiveness offset by $1.3 million of bad debt/uncollectable revenue primarily related to the impact of the COVID-19 pandemic. FFO Core excludes the $1.7 million PPP loan forgiveness and the change is primarily the result of $1.3 million of bad debt/uncollectable revenue primarily related to the impact of the COVID-19 pandemic.


Operating Results

For the periods ending December 31, 2020, the Company’s operating highlights were as follows:

  Q4-2020 YTD 2020
Occupancy:    
Wholly Owned Properties   88.2 %   88.2 %
Same Store Property Net Operating Income Change(1)   (4.2 )%   (4.4 )%
     
Rental Rate Growth – Total (GAAP Basis):   6.8 %   8.9 %
New Leases   (5.4 )%   (0.4 )%
Renewal Leases   10.1 %   11.1 %
     
Leasing Transactions:    
Number of New Leases   28     105  
New Leases – Annualized Revenue (millions) $ 6.5   $ 27.6  
Number of Renewal Leases   56     201  
Renewal Leases – Annualized Revenue (millions) $ 12.5   $ 47.9  

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


Real Estate Portfolio Update


Community Centered Properties™


 Portfolio Statistics:

As of December 31, 2020, Whitestone wholly owned 58 Community Centered Properties™ with 5.0 million square feet of gross leasable area (“GLA”). Five of the 58 Community Centered Properties™ are land parcels held for future development. The portfolio is comprised of 30 properties in Texas, 27 in Arizona and one in Illinois. Whitestone’s Community Centered Properties™ are located in Austin (4), San Antonio (3), Chicago (1), Dallas-Fort Worth (8), Houston (15) and the greater Phoenix metropolitan area (27). In addition to being business friendly, these are six of the top markets in the country in terms of size, economic strength and population growth. 2017 estimates show the projected 5-year population growth rates for both Austin and Dallas-Fort Worth to be 9.7%, San Antonio to be 8.6%, Houston to be 8.0%, and Phoenix to be 6.6% (2). The Company’s properties in these markets are generally located on the best retail corners embedded in affluent communities. The Company also owns an 81.4% equity interest in and manages eight properties containing 0.9 million square feet of GLA through its investment in Pillarstone OP.

At the end of the fourth quarter, the Company’s diversified tenant base was comprised of 1,391 tenants, with the largest tenant accounting for only 2.8% of annualized base rental revenues. Lease terms range from less than one year for smaller tenants to over 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.

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


COVID-19 Update Summary

During the fourth quarter of 2020, the COVID-19 pandemic continued to impact the Company’s operations. As of February 23, 2021, approximately 99% (% of ABR) of the Company’s tenants were open for business. Cash collections for the quarter totaled 95% of contractual rents, up from 90% in the prior quarter. These strong collections are a result of the Company’s strategic locations, well-crafted tenant mix and the efforts of its team members in proactively working with tenants to assist them through these difficult times. Cash collections in January 2021 are 96% collected to date.


Balance Sheet and Liquidity

At December 31, 2020, Whitestone had $25.8 million in cash and cash equivalents, $18.4 million of availability and $130.5 million of capacity under its credit facility.

On March 24, 2020, to enhance its liquidity, Whitestone drew $30.0 million on its credit facility. During 2020, Whitestone repaid $12.2 million in mortgage debt and repaid $20 million of borrowings under its credit facility, fully repaying all liquidity borrowings by year-end. Whitestone has no real estate debt maturing until 2022.

The Company has undepreciated real estate assets of $1.1 billion at December 31, 2020.

At December 31, 2020, 51 of the Company’s wholly owned 58 properties were unencumbered by mortgage debt, with an undepreciated cost basis of $825.6 million. At December 31, 2020, the Company had total real estate debt, net of cash, of $619.4 million, of which approximately 85% was subject to fixed interest rates. The Company’s weighted average interest rate on all fixed rate debt as of the end of the fourth quarter was 4.1% and the weighted average remaining term was 4.4 years.


Dividend

On December 10, 2020, the Company declared a quarterly cash distribution of $0.105 per common share and OP unit for the first quarter of 2021, to be paid in three equal installments of $0.035 in January, February, and March of 2021. On February 10, 2021, the Company raised its quarterly distribution to $0.1075 per common share and OP units, equal to a monthly distribution of $0.035833, beginning with the March 2021 distribution.


Conference Call Information

In conjunction with the issuance of its financial results, the Company invites you to listen to the its earnings release conference call to be broadcast live on Thursday, February 25, 2021 at 8:00 A.M. Central Time. The call will be led by James C. Mastandrea, Chairman and Chief Executive Officer, and David K. Holeman, Chief Financial Officer. Conference call access information is as follows:

Dial-in number for domestic participants:
Dial-in number for international participants:
      (877) 407-4018
(201) 689-8471
     

The conference call will be recorded, and a telephone replay will be available through Thursday, March 11, 2021. Replay access information is as follows:

Replay number for domestic participants:
Replay number for international participants:
Passcode (for all participants):
     (844) 512-2921
(412) 317-6671
13715688
     

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.

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


Supplemental Financial Information

Supplemental materials and details regarding Whitestone’s results of operations, communities and tenants are available on the Company’s website at www.whitestonereit.com.


About Whitestone REIT

Whitestone is a community-centered shopping center REIT that acquires, owns, manages, develops and redevelops high-quality open-air neighborhood centers primarily in the largest, fastest-growing and most affluent markets in the Sunbelt. Whitestone seeks to create communities that thrive through creating local connections between consumers in the surrounding communities and a well-crafted mix of national, regional and local tenants that provide daily necessities, needed services, entertainment and experiences. Whitestone is a monthly dividend paying stock and has consistently paid dividends for over 15 years. Whitestone’s strong, balanced and managed capital structure provides stability and flexibility for growth and positions Whitestone to perform well through economic cycles. For additional information, please visit www.whitestonereit.com.


Forward-Looking Statements

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

The following are additional factors that could cause the Company’s actual results and its expectations to differ materially from those described in the Company’s forward-looking statements: uncertainties related to the COVID-19 pandemic, including the unknown duration and economic, operational and financial impacts of the COVID-19 pandemic, and the actions taken or contemplated by U.S. and local governmental authorities or others in response to the pandemic on the Company’s business, employees and tenants, including, among others, (a) changes in tenant demand for the Company’s properties, (b) financial challenges confronting major tenants, including as a result of decreased customers’ willingness to frequent, and mandated stay in place orders that have prevented customers from frequenting, some of Company’s tenants’ businesses and the impact of these issues on the Company’s ability to collect rent from its tenants; (c) operational changes implemented by the Company, including remote working arrangements, which may put increased strain on IT systems and create increased vulnerability to cybersecurity incidents, (d) significant reduction in the Company’s liquidity due to the lack of further availability under its revolving credit facility and limited ability to access the capital markets and other sources of financing on attractive terms or at all, and (e) prolonged measures to contain the spread of COVID-19 or the premature easing of government-imposed restrictions implemented to contain the spread of COVID-19; adverse economic or real estate developments or conditions in Texas or Arizona, Houston and Phoenix in particular, including as a result of a surge in COVID-19 cases in such areas and the impact on our tenants’ ability to pay their rent, which could result in bad debt allowances or straight-line rent reserve adjustments; the imposition of federal income taxes if we fail to qualify as a real estate investment trust (“REIT”) in any taxable year or forego an opportunity to ensure REIT status; the Company’s ability to meet its long-term goals, including its ability to execute effectively its acquisition and disposition strategy, to continue to execute its development pipeline on schedule and at the expected costs, and its ability to grow its NOI as expected, which could be impacted by a number of factors, including, among other things, its ability to continue to renew leases or re-let space on attractive terms and to otherwise address its leasing rollover; its ability to successfully identify, finance and consummate suitable acquisitions, and the impact of such acquisitions, including financing developments, capitalization rates and internal rates of return; the Company’s ability to reduce or otherwise effectively manage its general and administrative expenses; the Company’s ability to fund from cash flows or otherwise distributions to its shareholders at current rates or at all; current adverse market and economic conditions including, but not limited to, the significant volatility and disruption in the global financial markets caused by the COVID-19 pandemic and potential volatility as a result of the U.S. presidential election; lease terminations or lease defaults; the impact of competition on the Company’s efforts to renew existing leases; changes in the economies and other conditions of the specific markets in which the Company operates; economic, legislative and regulatory changes, including changes to laws governing REITs and the impact of the legislation commonly known as the Tax Cuts and Jobs Act; the success of the Company’s real estate strategies and investment objectives; the Company’s ability to continue to qualify as a REIT under the Internal Revenue Code of 1986, as amended; and other factors detailed in the Company’s most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other documents the Company files with the Securities and Exchange Commission from time to time.


Non-GAAP Financial Measures

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

EBITDAre: 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 will represent a supplemental non-GAAP performance measure that will provide 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 should not be considered as alternatives to net income or other measurements under GAAP as indicators of operating performance or to cash flows from operating, investing or financing activities as measures of liquidity. EBITDAre does not reflect working capital changes, cash expenditures for capital improvements or principal payments on indebtedness.

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

FFO: Funds From Operations: Management believes that FFO is a useful measure of the Company’s operating performance. The Company computes FFO as defined by NAREIT, which states that FFO should represent net income (loss) (calculated in accordance with GAAP), excluding depreciation and amortization related to real estate, gains or losses from the sale of certain real estate assets, gains and losses from change in control, and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. FFO does not represent cash flows from operating activities determined in accordance with GAAP and should not be considered an alternative to net income as an indication of the Company’s performance or to cash flow from operations as a measure of liquidity or ability to make distributions and service debt.

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

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

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

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

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

Investors Contact:

Kevin Reed, Director of Investor Relations
Whitestone REIT
(713) 435-2219
[email protected]

Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
         
    December 31, 2020     December 31, 2019  
             
ASSETS
Real estate assets, at cost            
Property   $ 1,106,426     $ 1,099,955  
Accumulated depreciation   (163,712 )   (137,933 )
Total real estate assets   942,714     962,022  
Investment in real estate partnership   33,979     34,097  
Cash and cash equivalents   25,777     15,530  
Restricted cash   179     113  
Escrows and acquisition deposits   9,274     8,388  
Accrued rents and accounts receivable, net of allowance for doubtful accounts (1)   23,009     22,854  
Receivable due from related party   335     477  
Unamortized lease commissions, legal fees and loan costs   7,686     8,960  
Prepaid expenses and other assets(2)   2,049     3,819  
Total assets   $ 1,045,002     $ 1,056,260  
                 
LIABILITIES AND EQUITY
Liabilities:            
Notes payable   $ 644,185     $ 644,699  
Accounts payable and accrued expenses(3)   50,918     39,336  
Payable due to related party   125     307  
Tenants’ security deposits   6,916     6,617  
Dividends and distributions payable   4,532     12,203  
Total liabilities   706,676     703,162  
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, 2020 and December 31, 2019        
Common shares, $0.001 par value per share; 400,000,000 shares authorized; 42,391,316 and 41,492,117 issued and outstanding as of December 31, 2020 and December 31, 2019, respectively   42     41  
Additional paid-in capital   562,250     554,816  
Accumulated deficit   (215,809 )   (204,049 )
Accumulated other comprehensive loss   (14,400 )   (5,491 )
Total Whitestone REIT shareholders’ equity   332,083     345,317  
Noncontrolling interest in subsidiary   6,243     7,781  
Total equity   338,326     353,098  
Total liabilities and equity   $ 1,045,002     $ 1,056,260  
             

Whitestone REIT and Subsidiaries 
CONSOLIDATED BALANCE SHEETS
(in thousands)
             
    December 31, 2020     December 31, 2019  
             
(1)
Accrued rents and accounts receivable, net of allowance for doubtful accounts
           
Tenant receivables   $                                22,956     $                                16,741  
Accrued rents and other recoveries   16,348     16,983  
Allowance for doubtful accounts   (16,426 )   (11,173 )
Other receivables   131     303  
Total accrued rents and accounts receivable, net of allowance for doubtful accounts   $                                23,009     $                                22,854  
             
(2) Operating lease right of use assets (net)   $                                     592     $                                  1,328  
(3) Operating lease liabilities   $                                     603     $                                  1,331  

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
                   
  Three Months Ended December 31,     Year Ended December 31,  
   2020       2019       2020       2019   
Revenues                      
Rental(1) $                               28,968     $                               29,487     $                             115,084     $                             117,014  
Management, transaction, and other fees 866     613     2,831     2,237  
Total revenues 29,834     30,100     117,915     119,251  
                       
Operating expenses                      
Depreciation and amortization 7,191     6,875     28,303     26,740  
Operating and maintenance 5,542     5,851     20,563     20,611  
Real estate taxes 4,424     3,819     18,015     16,293  
General and administrative 5,699     5,147     21,303     21,661  
Total operating expenses 22,856     21,692     88,184     85,305  
                       
Other expenses (income)                      
Interest expense 6,209     6,547     25,770     26,285  
Loss (gain) on sale or disposal of assets, net (518 )   (753 )   364     (638 )
Gain on loan forgiveness (1,734 )       (1,734 )    
Interest, dividend and other investment income (72 )   (109 )   (278 )   (659 )
Total other expense 3,885     5,685     24,122     24,988  
                       
Income before equity investment in real estate partnership and income tax 3,093     2,723     5,609     8,958  
                       
Equity in earnings of real estate partnership 169     13,596     921     15,076  
Provision for income tax (91 )   (76 )   (379 )   (400 )
Income from continuing operations 3,171     16,243     6,151     23,634  
                       
Loss (gain) on sale of property from discontinued operations     (107 )       594  
Income from discontinued operations     (107 )       594  
                       
Net income 3,171     16,136     6,151     24,228  
                       
Less: Net income attributable to noncontrolling interests 59     360     117     545  
                       
Net income attributable to Whitestone REIT $                                 3,112     $                               15,776     $                                 6,034     $                               23,683  

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
                     
  Three Months Ended December 31,     Year Ended December 31,  
   2020   2019       2020       2019   
Basic Earnings Per Share:                  
Income from continuing operations attributable to Whitestone REIT, excluding amounts attributable to unvested restricted shares $ 0.07     $ 0.39     $ 0.14     $ 0.57  
Income from discontinued operations attributable to Whitestone REIT 0.00 0.00     0.00     0.02  
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares $ 0.07     $ 0.39     $ 0.14     $ 0.59  
Diluted Earnings Per Share:                  
Income from continuing operations attributable to Whitestone REIT, excluding amounts attributable to unvested restricted shares $ 0.07     $ 0.38     $ 0.14     $ 0.56  
Income from discontinued operations attributable to Whitestone REIT 0.00 (0.01 )   0.00     0.01  
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares $ 0.07     $ 0.37     $ 0.14     $ 0.57  
                     
Weighted average number of common shares outstanding:                  
Basic 42,368 40,614     42,244     40,184  
Diluted 43,337 42,090     42,990     41,462  
                   
Consolidated Statements of Comprehensive Income (Loss)                  
                   
Net income $ 3,171     $ 16,136     $ 6,151     $ 24,228  
                   
Other comprehensive income (loss)                  
                   
Unrealized gain (loss) on cash flow hedging activities 1,333 1,912     (9,062 )   (9,828 )
                   
Comprehensive income (loss) 4,504 18,048     (2,911 )   14,400  
                   
Less: Net income attributable to noncontrolling interests 59 360     117     545  
Less: Comprehensive income (loss) attributable to noncontrolling interests 30 43     (173 )   (221 )
                   
Comprehensive income (loss) attributable to Whitestone REIT $ 4,415     $ 17,645     $ (2,855 )   $ 14,076  

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
                       
  Three Months Ended December 31,     Year Ended December 31,  
   2020      2019      2020      2019  
              December 31,  
(1) Rental                      
Rental revenues $ 21,700     $ 21,998     $ 87,291     $ 86,750  
Recoveries 8,466     8,047     33,442     31,748  
Bad debt (1,198 )   (558 )   (5,649 )   (1,484 )
Total rental $ 28,968     $ 29,487     $ 115,084     $ 117,014  

Whitestone REIT and Subsidiaries CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands)
             
    Year Ended December 31,  
     2020       2019   
Cash flows from operating activities:            
Net income from continuing operations   $                                  6,151     $                                23,634  
Net income from discontinued operations       594  
Net income   6,151     24,228  
Adjustments to reconcile net income to net cash provided by operating activities:            
Depreciation and amortization   28,303     26,740  
Amortization of deferred loan costs   1,113     1,095  
Gain on sale or disposal of assets and loan forgiveness, net   (1,370 )   (638 )
Bad debt   5,649     1,484  
Share-based compensation   6,063     6,483  
Equity in earnings of real estate partnership   (921 )   (15,076 )
Changes in operating assets and liabilities:            
Escrows and acquisition deposits   (885 )   (177 )
Accrued rents and accounts receivable   (6,055 )   (2,998 )
Receivable due from related party   142     (83 )
Distributions from real estate partnership   1,039     6,926  
Unamortized lease commissions, legal fees and loan costs   (1,343 )   (1,824 )
Prepaid expenses and other assets   2,255     (4,163 )
Accounts payable and accrued expenses   2,518     5,609  
Payable due to related party   (182 )   249  
Tenants’ security deposits   299     487  
Net cash provided by operating activities   42,776     47,748  
Cash flows from investing activities:            
Acquisitions of real estate       (34,804 )
Additions to real estate   (7,362 )   (13,243 )
Proceeds from note receivable   922      
Proceeds from financed receivable due from related party       5,661  
Net cash used in investing activities   (6,440 )   (42,386 )
Net cash provided by investing activities of discontinued operations       594  
Cash flows from financing activities:            
Distributions paid to common shareholders   (25,203 )   (45,627 )
Distributions paid to OP unit holders   (511 )   (1,055 )
Proceeds from issuance of common shares, net of offering costs   2,241     21,244  
Payments of exchange offer costs   (43 )   (120 )
Proceeds from bonds and notes payable   1,734     100,000  
Net proceeds from (payments of) credit facility   10,000     (66,700 )
Repayments of notes payable   (12,164 )   (8,095 )
Payments of loan origination costs       (2,970 )
Repurchase of common shares   (2,077 )   (776 )
Net cash used in financing activities   (26,023 )   (4,099 )
Net increase in cash, cash equivalents and restricted cash   10,313     1,857  
Cash, cash equivalents and restricted cash at beginning of period   15,643     13,786  
Cash, cash equivalents and restricted cash at end of period (1)   $                                25,956     $                                15,643  
             
(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)
             
    Year Ended December 31,  
     2020       2019   
Supplemental disclosure of cash flow information:            
Cash paid for interest   $ 24,741     $ 25,360  
Cash paid for taxes   $ 353     $ 396  
Non cash investing and financing activities:            
Disposal of fully depreciated real estate   $ 88     $ 234  
Financed insurance premiums   $ 1,431     $ 1,238  
Value of shares issued under dividend reinvestment plan   $ 89     $ 137  
Value of common shares exchanged for OP units   $ 1,162     $ 186  
Change in fair value of cash flow hedge   $ (9,062 )   $ (9,828 )
Reallocation of ownership percentage between parent and subsidiary   $ (20 )   $  
Property received as termination fee   $ 251     $  
             
    December 31,  
     2020       2019   
Cash, cash equivalents and restricted cash            
Cash and cash equivalents   $ 25,777     $ 15,530  
Restricted cash   179     113  
Total cash, cash equivalents and restricted cash   $ 25,956     $ 15,643  

  Three Months Ended     Year Ended  
  December 31,     December 31,  
FFO (NAREIT) AND FFO CORE  2020       2019       2020       2019   
Net income attributable to Whitestone REIT $                                  3,112     $                                15,776     $                                  6,034     $                                23,683  
Adjustments to reconcile to FFO:                      
Depreciation and amortization of real estate assets 7,153     6,811     28,096     26,468  
Depreciation and amortization of real estate assets of real estate partnership (pro rata) 411     441     1,673     2,362  
Loss (gain) on sale or disposal of assets (518 )   (753 )   364     (638 )
Loss (gain) on sale of property from discontinued operations     107         (594 )
Loss (gain) on sale or disposal of properties or assets of real estate partnership (pro rata) 13     (13,820 )   91     (13,800 )
Net income attributable to noncontrolling interests 59     360     117     545  
FFO (NAREIT) 10,230     8,922     36,375     38,026  
Adjustments to reconcile to FFO Core:                      
Share-based compensation expense 1,896     1,713     6,063     6,483  
Early debt extinguishment costs of real estate partnership     426         426  
Gain on loan forgiveness (1,734 )       (1,734 )    
FFO Core $                                10,392     $                                11,061     $                                40,704     $                                44,935  
                       
FFO PER SHARE AND OP UNIT CALCULATION                      
Numerator:                      
FFO $                                10,230     $                                  8,922     $                                36,375     $                                38,026  
Distributions paid on unvested restricted common shares             (41 )
FFO excluding amounts attributable to unvested restricted common shares $                                10,230     $                                  8,922     $                                36,375     $                                37,985  
FFO Core excluding amounts attributable to unvested restricted common shares $                                10,392     $                                11,061     $                                40,704     $                                44,894  
Denominator:                      
Weighted average number of total common shares – basic 42,368     40,614     42,244     40,184  
Weighted average number of total noncontrolling OP units – basic 773     922     821     924  
Weighted average number of total common shares and noncontrolling OP units – basic 43,141     41,536     43,065     41,108  
                       
Effect of dilutive securities:                      
Unvested restricted shares 969     1,476     746     1,278  
Weighted average number of total common shares and noncontrolling OP units – diluted 44,110     43,012     43,811     42,386  
                       
FFO per common share and OP unit – basic $                                    0.24     $                                    0.21     $                                    0.84     $                                    0.92  
FFO per common share and OP unit – diluted $                                    0.23     $                                    0.21     $                                    0.83     $                                    0.90  
                       
FFO Core per common share and OP unit – basic $                                    0.24     $                                    0.27     $                                    0.95     $                                    1.09  
FFO Core per common share and OP unit – diluted $                                    0.24     $                                    0.26     $                                    0.93     $                                    1.06  
                       
                       
  Three Months Ended     Year Ended  
  December 31,     December 31,  
PROPERTY NET OPERATING INCOME  2020       2019       2020       2019   
Net income attributable to Whitestone REIT $                                  3,112     $                                15,776     $                                  6,034     $                                23,683  
General and administrative expenses 5,699     5,147     21,303     21,661  
Depreciation and amortization 7,191     6,875     28,303     26,740  
Equity in earnings of real estate partnership (169 )   (13,596 )   (921 )   (15,076 )
Interest expense 6,209     6,547     25,770     26,285  
Interest, dividend and other investment income (72 )   (109 )   (278 )   (659 )
Provision for income taxes 91     76     379     400  
Loss (gain) on sale of property from discontinued operations     107         (594 )
Management fee, net of related expenses 88     22     334     (42 )
Loss (gain) on sale or disposal of assets, net (518 )   (753 )   364     (638 )
Gain on loan forgiveness (1,734 )       (1,734 )    
NOI of real estate partnership (pro rata) 982     1,121     4,232     6,273  
Net income attributable to noncontrolling interests 59     360     117     545  
NOI 20,938     21,573     83,903     88,578  
Non-Same Store NOI  (1) (257 )   (267 )   (1,691 )   (155 )
NOI of real estate partnership (pro rata) (982 )   (1,121 )   (4,232 )   (6,273 )
NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata) 19,699     20,185     77,980     82,150  
Same Store straight-line rent adjustments (8 )   (192 )   632     (1,110 )
Same Store amortization of above/below market rents (198 )   (72 )   (787 )   (761 )
Same Store lease termination fees (585 )   (176 )   (1,613 )   (576 )
Same Store NOI (2) $                                18,908     $                                19,745     $                                76,212     $                                79,703  
                       
  Three Months Ended     Year Ended  
  December 31,     December 31,  
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)  2020       2019       2020       2019   
                       
Net income attributable to Whitestone REIT $                                  3,112     $                                15,776     $                                  6,034     $                                23,683  
Depreciation and amortization 7,191     6,875     28,303     26,740  
Interest expense 6,209     6,547     25,770     26,285  
Provision for income taxes 91     76     379     400  
Net income attributable to noncontrolling interests 59     360     117     545  
Equity in earnings of real estate partnership (169 )   (13,596 )   (921 )   (15,076 )
EBITDAre adjustments for real estate partnership 794     1,039     3,484     5,939  
Loss (gain) on sale of property from discontinued operations     107         (594 )
Loss (gain) on sale or disposal of assets, net (518 )   (753 )   364     (638 )
Gain on loan forgiveness (1,734 )       (1,734 )    
EBITDAre                                 15,035                                     16,431                                     61,796                                     67,284  
Management fee, net of related expenses 88     22     334     (42 )
Share-based compensation expense 1,896     1,713     6,063     6,483  
EBITDAre-Adjusted $                              17,019     $                              18,166     $                              68,193     $                              73,725