Whitestone REIT (NYSE: WSR) (“Whitestone” or the “Company”) today
announced its operating and financial results for the quarter and
year ended December 31, 2019. Whitestone is a pure-play
community-centered retail REIT that acquires, owns, manages,
develops and redevelops high quality “e-commerce resistant”
neighborhood, community and lifestyle retail centers principally
located in the largest, fastest-growing and most affluent markets
in the Sunbelt. Whitestone’s optimal mix of national, regional and
local tenants provide daily necessities, needed services and
entertainment to the respective communities which are not readily
available online.
All per share amounts are on a diluted per
common share and operating partnership (“OP”) unit basis unless
stated otherwise.
Fourth Quarter and Full Year Operating
and Financial Highlights:
- Full Year 2019 funds from operations (“FFO”), as defined by the
National Association of Real Estate Investment Trusts (“NAREIT”),
was $0.90 per share compared to $0.94 in 2018;
- Fourth Quarter Funds from Operations Core (“FFO Core”) was
$0.26 per share compared to $0.27 per share in the prior year
quarter;
- Full Year FFO Core was $1.06 per share compared to $1.16 per
share in 2018;
- Rental rates on new and renewal leases signed in 2019 increased
9.6% and 10.2%, respectively, on a GAAP basis;
- Annualized Base Rent per leased square foot grew to $19.77 from
$19.35;
- Acquired Las Colinas Village in Irving, Texas for $34.8
Million;
- The sale of three properties owned through an investment in
Pillarstone REIT Operating Partnership, L.P. ("Pillarstone OP") in
the fourth quarter of 2019; and
- Net Debt to EBITDA, adjusted improved to 8.6 times from 8.7
times in the fourth quarter of 2018.
“We continued to show strong underlying
fundamentals in 2019 as we grew same store NOI by 4.7% in the
fourth quarter and 2.4% for the full year,” commented Jim
Mastandrea, Chairman and Chief Executive Officer of Whitestone
REIT. “We also made significant progress increasing rental
rates, realizing significant income from equity investment as a
result of gains on Pillarstone OP asset dispositions, scaling our
G&A and making progress on our capital structure.”
Mr. Mastandrea concluded, “We are pleased with
our acquisition of Las Colinas Village in Irving, Texas in the
fourth quarter, and look forward to growing the portfolio and
cashflow in the years ahead. Our high-quality properties in high
growth markets coupled with our ‘e-commerce resistant’,
service-based business model, will continue to result in long-term
value creation for all our stakeholders. This is evidenced in our
long term, industry-leading Total Shareholder Returns, which rank
us number one of the U.S. public shopping center REITs over a
three-year timeframe, and number two over a five-year
timeframe.”
Financial
ResultsReconciliations of Net Income Attributable to
Whitestone REIT to FFO and FFO Core are included herein.
The Company reported Net Income attributable to
Whitestone REIT of $15.8 million, or $0.37 per share for the fourth
quarter of 2019, compared to $8.5 million, or $0.21 per share for
the same period in 2018. For the year, Net Income attributable to
Whitestone REIT was $23.7 million, or $0.57 per share, for 2019
compared to $21.4 million or $0.52 per share for 2018.
FFO was $8.9 million, or $0.21 per share for the
fourth quarter of 2019, compared to $9.5 million, or $0.23 per
share for the same period in 2018. For the year, FFO was $38.0
million, or $0.90 per share in 2019, compared to $39.4 million, or
$0.94 per share in 2018.
FFO Core was $11.1 million, or $0.26 per share
in the fourth quarter of 2019, compared to $11.4 million, or $0.27
per share in the same period of 2018. For the year, FFO Core was
$44.9 million, or $1.06 per share compared to $48.8 million or
$1.16 per share in 2018.
Operating Results
For the periods ending December 31, 2019, the Company’s
operating highlights were as follows:
|
Q4-2019 |
YTD 2019 |
Occupancy: |
|
|
Wholly Owned Properties |
90.3% |
90.3% |
Same Store Property Net Operating
Income Growth(1) |
4.7% |
2.4% |
Rental Rate Growth - Total (GAAP
Basis): |
14.4% |
10.1% |
New Leases |
50.0% |
9.6% |
Renewal Leases |
13.3% |
10.2% |
|
|
|
Leasing
Transactions: |
|
|
Number of New Leases |
21 |
109 |
New Leases - Annualized Revenue
(millions) |
$4.7 |
$28.2 |
Number of Renewal Leases |
55 |
208 |
Renewal Leases - Annualized
Revenue (millions) |
$22.7 |
$59.8 |
(1) Excludes straight-line rent, amortization of above/below
market rates and lease termination fees in both periods.
Real Estate Portfolio Update
Community Centered PropertiesTM Portfolio
Statistics:
As of December 31, 2019, Whitestone wholly owned
58 Community Centered PropertiesTM with 5.0 million square feet of
gross leasable area ("GLA"). Five of the 58 Community Centered
PropertiesTM are land parcels held for future development. The
portfolio is comprised of 30 properties in Texas, 27 in Arizona and
one in Illinois. Whitestone’s Retail Community Centered
PropertiesTM 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% (1). The Company’s retail 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 approximately 1,400
tenants, with the largest tenant accounting for only 2.9% of
annualized base rental revenues. Lease terms range from less than
one year for smaller tenants to 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.
Acquisition Activity and Disposition
Activity:
In December 2019, the Company acquired Las
Colinas Village, a Community Centered Property,® for $34.8 million
in cash and net prorations. Las Colinas, a 104,919 square foot
property, was 86% leased at the time of purchase.
In October 2019, Pillarstone OP, through an
indirect wholly owned subsidiary, Whitestone Industrial-Office,
LLC, sold a portfolio of three properties in Houston, Texas to an
unaffiliated third party for $39.7 million in cash. The Company
owns 81.4% of Pillarstone OP, accounts for its ownership under the
equity method and which includes a gain on the sale of $13.8
million in the fourth quarter in equity in earnings of real estate
partnership. Pillarstone OP used the net proceeds, after customary
closing deductions, to pay off mortgage debt, and distributed
approximately $11 million to Whitestone inclusive of repayment of
debt.
(1) Source: Claritas, as of April 2017.
Balance Sheet and Liquidity
Reflecting the Company’s acquisition and
disposition activity during the year and selective development and
redevelopment, undepreciated real estate assets grew $47.7 million
to $1.1 billion at December 31, 2019.
At December 31, 2019, 50 of the Company’s wholly
owned 58 properties were unencumbered by mortgage debt, with an
undepreciated cost basis of $802.5 million. At December 31, 2019,
the Company had total real estate debt, net of cash of $630.4
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 5.3 years.
At fourth quarter end, Whitestone had $15.5
million of cash available on its balance sheet and $140.5 million
of available capacity under its credit facility.
Dividend
On December 18, 2019, the Company declared a quarterly cash
distribution of $0.285 per common share and OP unit for the first
quarter of 2020, to be paid in three equal installments of $0.095
in January, February, and March of 2020.
2020 Guidance
The Company’s outlook for 2020 is as follows:
|
2020 Guidance |
Net income attributable to
Whitestone REIT (per share) |
$0.20 - $0.24 |
NAREIT FFO (per share) |
$0.87 - $0.91 |
FFO Core |
$1.05 - $1.09 |
Same Store NOI growth(2) |
1.0% - 3.0% |
The following table outlines the key factors impacting 2020 FFO
and FFO Core ranges, and accounts for the difference from the
Company's 2019 reported FFO and FFO Core:
|
FFO |
FFO Core |
|
Low |
High |
Low |
High |
Actual - 2019 |
$0.90 |
$0.90 |
$1.06 |
$1.06 |
Increased share count |
(0.04) |
(0.04) |
(0.05) |
(0.05) |
2019 Acquisitions |
0.05 |
0.05 |
0.05 |
0.05 |
2019 Dispositions |
(0.02) |
(0.02) |
(0.02) |
(0.02) |
Same Store NOI growth(2) |
0.02 |
0.06 |
0.02 |
0.06 |
Interest Expense (Rate) |
(0.01) |
(0.01) |
(0.01) |
(0.01) |
Early Debt Extinguishment Cost |
(0.03) |
(0.03) |
— |
— |
Guidance - 2020 |
$0.87 |
$0.91 |
$1.05 |
$1.09 |
(2) Reported on a GAAP basis, inclusive of lease termination
fees, straight line rent and amortization of above/below market
rents for both periods.
Note: Guidance reflects management’s view of
current and future market conditions, as well as the earnings
impact of events referenced in our earnings release and
supplemental data package. This guidance does not include the
operational or capital impact of any future unannounced
acquisition, disposition, development or redevelopment activity.
Estimates involve numerous assumptions such as rental income,
interest rates, tenant default, occupancy rates, expenses and
numerous other factors. Not all of the factors are determinable at
this time and actual results may vary from the projected results
and may be above or below the range indicated. We will update our
guidance as needed to reflect the earnings impact of acquisitions,
dispositions, development and redevelopment and changes to numerous
other assumptions and factors.
RECONCILIATION OF NON-GAAP MEASURES - 2020 FINANCIAL
GUIDANCE(per diluted common share and OP
unit) |
|
Projected Range |
|
Full Year 2020 |
|
Low |
High |
Net income attributable to
Whitestone REIT |
$0.20 |
$0.24 |
|
|
|
Adjustments to reconcile net
income to FFO: |
|
|
Depreciation and amortization of
real assets |
0.63 |
0.63 |
Depreciation and amortization of
real estate partnership (pro rata) |
0.04 |
0.04 |
FFO (NAREIT) |
$0.87 |
$0.91 |
|
|
|
Adjustments to reconcile FFO to
FFO Core: |
|
|
Non cash share based compensation
expense |
0.15 |
0.15 |
Early debt extinguishment costs
of real estate partnership (pro rata) |
0.03 |
0.03 |
FFO Core |
$1.05 |
$1.09 |
|
|
|
Same Store NOI Growth (3) |
1.0% |
3.0% |
Occupancy (Average) |
90.5% |
92.0% |
Average interest rate on all
debt |
4.2% |
4.2% |
Weighted average shares and OP
units (in thousands) |
44,468 |
44,468 |
(3) Inclusive of lease termination fees, straight line rent
and amortization of above/below market rents.
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 27, 2020 at 10:00 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: |
(800)
239-9838 |
Dial-in number for international participants: |
(323) 794-2551 |
The conference call will be recorded, and a telephone replay
will be available through Thursday, March 12, 2020. Replay access
information is as follows:
Replay number for domestic participants: |
(844) 512-2921 |
Replay number for international
participants: |
(412) 317-6671 |
Passcode (for all
participants): |
8103659 |
To listen to a live 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 retail REIT
that acquires, owns, manages, develops and redevelops high quality
"e-commerce resistant" neighborhood, community and lifestyle retail
centers principally located in the largest, fastest-growing and
most affluent markets in the Sunbelt. Whitestone’s optimal mix of
national, regional and local tenants provides daily necessities,
needed services and entertainment to the communities in which they
are located. Whitestone's properties are primarily located in
business-friendly Phoenix, Austin, Dallas-Fort Worth, Houston and
San Antonio, which are among the fastest growing U.S. population
centers with highly educated workforces, high household incomes and
strong job growth. For additional information, 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: the Company's ability to meet its long-term goals, its
assumptions regarding its earnings guidance, 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; 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 the impact of the Tax
Cuts and Jobs Act of 2017; 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 EBITDA, FFO, FFO
Core, and NOI. Following are explanations and reconciliations of
these metrics to their most comparable GAAP metric.
EBITDA: Earnings Before Interest, Tax,
Depreciation and Amortization: Management believes that EBITDA is
an appropriate supplemental measure of operating performance to net
income attributable to the Company. The Company defines EBITDA as
operating revenues (rental and other revenues) less property and
related expenses (property operation and maintenance and real
estate taxes), adjustments for unconsolidated real estate
partnership and general and administrative expenses. Management
believes that EBITDA provides useful information to the investment
community about the Company's operating performance when compared
to other REITs since EBITDA is generally recognized as a standard
measure. However, EBITDA should not be viewed as a measure of the
Company's overall financial performance since it does not reflect
depreciation and amortization, involuntary conversion, interest
expense, 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 EBITDA and, accordingly, the
Company's EBITDA may not be comparable to other REITs.
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 available to common
shareholders (computed in accordance with GAAP) excluding gains or
losses from sales of operating assets or assets of unconsolidated
real estate partnership, impairment charges and extraordinary
items, plus depreciation and amortization of operating properties,
including the Company's share of unconsolidated real estate joint
ventures and partnerships. 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 used
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 RelationsWhitestone REIT(713)
435-2219ir@whitestonereit.com
|
Whitestone
REIT and Subsidiaries |
CONSOLIDATED
BALANCE SHEETS |
(in
thousands, except per share data) |
|
|
|
|
|
December 31, 2019 |
|
December 31, 2018 |
|
|
|
|
|
ASSETS |
Real estate
assets, at cost |
|
|
|
|
Property |
|
$ |
1,099,955 |
|
|
$ |
1,052,238 |
|
Accumulated depreciation |
|
|
(137,933 |
) |
|
|
(113,300 |
) |
Total real estate assets |
|
|
962,022 |
|
|
|
938,938 |
|
Investment
in real estate partnership |
|
|
34,097 |
|
|
|
26,236 |
|
Cash and
cash equivalents |
|
|
15,530 |
|
|
|
13,658 |
|
Restricted
cash |
|
|
113 |
|
|
|
128 |
|
Escrows and
acquisition deposits |
|
|
8,388 |
|
|
|
8,211 |
|
Accrued
rents and accounts receivable, net of allowance for doubtful
accounts |
|
|
22,854 |
|
|
|
21,642 |
|
Receivable
due from related party |
|
|
477 |
|
|
|
394 |
|
Financed
receivable due from related party |
|
|
— |
|
|
|
5,661 |
|
Unamortized
lease commissions, legal fees and loan costs |
|
|
8,960 |
|
|
|
6,698 |
|
Prepaid
expenses and other assets(1) |
|
|
3,819 |
|
|
|
7,306 |
|
Total assets |
|
$ |
1,056,260 |
|
|
$ |
1,028,872 |
|
LIABILITIES
AND EQUITY |
Liabilities: |
|
|
|
|
Notes payable |
|
$ |
644,699 |
|
|
$ |
618,205 |
|
Accounts payable and accrued expenses(2) |
|
|
39,336 |
|
|
|
33,729 |
|
Payable due to related party |
|
|
307 |
|
|
|
58 |
|
Tenants' security deposits |
|
|
6,617 |
|
|
|
6,130 |
|
Dividends and distributions payable |
|
|
12,203 |
|
|
|
11,600 |
|
Total liabilities |
|
|
703,162 |
|
|
|
669,722 |
|
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, 2019 and
December 31, 2018 |
|
|
— |
|
|
|
— |
|
Common shares, $0.001 par value per share; 400,000,000 shares
authorized; 41,492,117 and 39,778,029 issued and outstanding as of
December 31, 2019 and December 31, 2018, respectively |
|
|
41 |
|
|
|
39 |
|
Additional paid-in capital |
|
|
554,816 |
|
|
|
527,662 |
|
Accumulated deficit |
|
|
(204,049 |
) |
|
|
(181,361 |
) |
Accumulated other comprehensive gain (loss) |
|
|
(5,491 |
) |
|
|
4,116 |
|
Total Whitestone REIT shareholders' equity |
|
|
345,317 |
|
|
|
350,456 |
|
Noncontrolling interest in subsidiary |
|
|
7,781 |
|
|
|
8,694 |
|
Total equity |
|
|
353,098 |
|
|
|
359,150 |
|
Total liabilities and equity |
|
$ |
1,056,260 |
|
|
$ |
1,028,872 |
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2019 |
|
December 31, 2018 |
(1)
Operating lease right of use assets (net) (related to adoption of
Topic 842) |
|
$ |
1,328 |
|
|
|
N/A |
|
(2)
Operating lease liabilities (related to adoption of Topic 842) |
|
$ |
1,331 |
|
|
|
N/A |
|
|
|
|
|
|
|
|
|
Whitestone
REIT and SubsidiariesCONSOLIDATED STATEMENTS OF
OPERATIONS AND COMPREHENSIVE INCOME(in thousands,
except per share data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
|
|
2019 |
|
2018 |
|
|
|
|
|
|
|
Revenues |
|
|
|
|
|
|
Rental(1) |
|
$ |
117,014 |
|
|
$ |
117,464 |
|
Management, transaction, and other fees |
|
2,237 |
|
|
2,399 |
|
Total revenues |
|
119,251 |
|
|
119,863 |
|
|
|
|
|
|
|
|
Operating expenses |
|
|
|
|
|
|
Depreciation and amortization |
|
26,740 |
|
|
25,679 |
|
Operating and maintenance |
|
20,611 |
|
|
21,069 |
|
Real estate taxes |
|
16,293 |
|
|
16,362 |
|
General and administrative(2) |
|
21,661 |
|
|
23,281 |
|
Total operating expenses |
|
85,305 |
|
|
86,391 |
|
|
|
|
|
|
|
|
Other expenses (income) |
|
|
|
|
|
|
Interest expense |
|
26,285 |
|
|
25,177 |
|
Gain on sale of properties |
|
(853 |
) |
|
(4,629 |
) |
Loss on sale or disposal of assets |
|
215 |
|
|
82 |
|
Interest, dividend and other investment income |
|
(659 |
) |
|
(1,055 |
) |
Total other expense |
|
24,988 |
|
|
19,575 |
|
|
|
|
|
|
|
|
Income before equity investments in real estate
partnerships and income tax |
|
8,958 |
|
|
13,897 |
|
|
|
|
|
|
|
|
Equity in earnings of real estate partnership |
|
15,076 |
|
|
8,431 |
|
Provision for income tax |
|
(400 |
) |
|
(347 |
) |
Profit sharing expense |
|
— |
|
|
— |
|
Income from continuing operations |
|
23,634 |
|
|
21,981 |
|
|
|
|
|
|
|
|
Gain on sale of property from discontinued operations |
|
594 |
|
|
— |
|
Income from discontinued operations |
|
594 |
|
|
— |
|
|
|
|
|
|
|
|
Net
income |
|
24,228 |
|
|
21,981 |
|
|
|
|
|
|
|
|
Less: Net income attributable to noncontrolling interests |
|
545 |
|
|
550 |
|
|
|
|
|
|
|
|
Net
income attributable to Whitestone REIT |
|
$ |
23,683 |
|
|
$ |
21,431 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
|
|
2019 |
|
2018 |
|
|
|
|
|
|
|
Basic Earnings Per Share: |
|
|
|
|
|
|
Income from
continuing operations attributable to Whitestone REIT, excluding
amounts attributable to unvested restricted shares |
|
$ |
0.57 |
|
|
$ |
0.54 |
|
Income from
discontinued operations attributable to Whitestone REIT |
|
0.02 |
|
|
— |
|
Net income
attributable to common shareholders, excluding amounts attributable
to unvested restricted shares |
|
$ |
0.59 |
|
|
$ |
0.54 |
|
Diluted Earnings Per Share: |
|
|
|
|
|
|
Income from
continuing operations attributable to Whitestone REIT, excluding
amounts attributable to unvested restricted shares |
|
$ |
0.56 |
|
|
$ |
0.52 |
|
Income from
discontinued operations attributable to Whitestone REIT |
|
0.01 |
|
|
— |
|
Net income
attributable to common shareholders, excluding amounts attributable
to unvested restricted shares |
|
$ |
0.57 |
|
|
$ |
0.52 |
|
|
|
|
|
|
|
|
Weighted average number of common shares
outstanding: |
|
|
|
|
|
|
Basic |
|
40,184 |
|
|
39,274 |
|
Diluted |
|
41,462 |
|
|
40,612 |
|
|
|
|
|
|
|
|
Consolidated Statements of Comprehensive
Income |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income |
|
$ |
24,228 |
|
|
$ |
21,981 |
|
|
|
|
|
|
|
|
Other comprehensive gain (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized gain (loss) on cash flow hedging activities |
|
(9,828 |
) |
|
1,192 |
|
Unrealized gain on available-for-sale marketable securities |
|
— |
|
|
18 |
|
|
|
|
|
|
|
|
Comprehensive income |
|
14,400 |
|
|
23,191 |
|
|
|
|
|
|
|
|
Less: Net income attributable to noncontrolling interests |
|
545 |
|
|
550 |
|
Less: Comprehensive gain (loss) attributable to noncontrolling
interests |
|
(221 |
) |
|
30 |
|
|
|
|
|
|
|
|
Comprehensive income attributable to Whitestone
REIT |
|
$ |
14,076 |
|
|
$ |
22,611 |
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
|
|
2019 |
|
2018 |
(1)
Rental |
|
|
|
|
|
|
Rental revenues |
|
$ |
86,750 |
|
|
$ |
86,644 |
|
Recoveries |
|
31,748 |
|
|
30,820 |
|
Bad debt |
|
(1,484 |
) |
|
N/A |
|
Total rental |
|
$ |
117,014 |
|
|
$ |
117,464 |
|
|
|
|
|
|
|
|
(2) Bad debt included in operating and maintenance expenses prior
to adoption of Topic 842 |
|
N/A |
|
|
$ |
1,391 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Whitestone
REIT and SubsidiariesCONSOLIDATED STATEMENTS OF
OPERATIONS AND COMPREHENSIVE INCOME(in
thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31, |
|
Year Ended December 31, |
|
|
2019 |
|
2018 |
|
2019 |
|
2018 |
Revenues |
|
|
|
|
|
|
|
|
Rental(1) |
|
$ |
29,487 |
|
|
$ |
29,253 |
|
|
$ |
117,014 |
|
|
$ |
117,464 |
|
Management, transaction, and other fees |
|
|
613 |
|
|
|
648 |
|
|
|
2,237 |
|
|
|
2,399 |
|
Total revenues |
|
|
30,100 |
|
|
|
29,901 |
|
|
|
119,251 |
|
|
|
119,863 |
|
|
|
|
|
|
|
|
|
|
Operating expenses |
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
6,875 |
|
|
|
6,635 |
|
|
|
26,740 |
|
|
|
25,679 |
|
Operating and maintenance |
|
|
5,851 |
|
|
|
5,744 |
|
|
|
20,611 |
|
|
|
21,069 |
|
Real estate taxes |
|
|
3,819 |
|
|
|
4,102 |
|
|
|
16,293 |
|
|
|
16,362 |
|
General and administrative(2) |
|
|
5,147 |
|
|
|
5,294 |
|
|
|
21,661 |
|
|
|
23,281 |
|
Total operating expenses |
|
|
21,692 |
|
|
|
21,775 |
|
|
|
85,305 |
|
|
|
86,391 |
|
|
|
|
|
|
|
|
|
|
Other expenses (income) |
|
|
|
|
|
|
|
|
Interest expense |
|
|
6,547 |
|
|
|
6,472 |
|
|
|
26,285 |
|
|
|
25,177 |
|
Gain on sale of properties |
|
|
(816 |
) |
|
|
— |
|
|
|
(853 |
) |
|
|
(4,629 |
) |
(Gain) loss on sale or disposal of assets |
|
|
63 |
|
|
|
(175 |
) |
|
|
215 |
|
|
|
82 |
|
Interest, dividend and other investment income |
|
|
(109 |
) |
|
|
(263 |
) |
|
|
(659 |
) |
|
|
(1,055 |
) |
Total other expense |
|
|
5,685 |
|
|
|
6,034 |
|
|
|
24,988 |
|
|
|
19,575 |
|
|
|
|
|
|
|
|
|
|
Income before equity investments in real estate
partnerships and income tax |
|
|
2,723 |
|
|
|
2,092 |
|
|
|
8,958 |
|
|
|
13,897 |
|
|
|
|
|
|
|
|
|
|
Equity in earnings of real estate partnership |
|
|
13,596 |
|
|
|
6,669 |
|
|
|
15,076 |
|
|
|
8,431 |
|
Provision for income tax |
|
|
(76 |
) |
|
|
(87 |
) |
|
|
(400 |
) |
|
|
(347 |
) |
Income from continuing operations |
|
|
16,243 |
|
|
|
8,674 |
|
|
|
23,634 |
|
|
|
21,981 |
|
|
|
|
|
|
|
|
|
|
Gain (loss) on sale of property from discontinued operations |
|
|
(107 |
) |
|
|
— |
|
|
|
594 |
|
|
|
— |
|
Income (loss) from discontinued operations |
|
|
(107 |
) |
|
|
— |
|
|
|
594 |
|
|
|
— |
|
|
|
|
|
|
|
|
|
|
Net
income |
|
|
16,136 |
|
|
|
8,674 |
|
|
|
24,228 |
|
|
|
21,981 |
|
|
|
|
|
|
|
|
|
|
Less: Net income attributable to noncontrolling interests |
|
|
360 |
|
|
|
217 |
|
|
|
545 |
|
|
|
550 |
|
|
|
|
|
|
|
|
|
|
Net
income attributable to Whitestone REIT |
|
$ |
15,776 |
|
|
$ |
8,457 |
|
|
$ |
23,683 |
|
|
$ |
21,431 |
|
|
|
|
|
|
|
|
|
|
Whitestone
REIT and SubsidiariesCONSOLIDATED STATEMENTS OF
OPERATIONS AND COMPREHENSIVE INCOME(in thousands,
except per share data) |
|
|
|
|
|
|
|
Three Months Ended December 31, |
|
Year Ended December 31, |
|
|
2019 |
|
2018 |
|
2019 |
|
2018 |
Basic Earnings Per Share: |
|
|
|
|
|
|
|
|
Income from
continuing operations attributable to Whitestone REIT, excluding
amounts attributable to unvested restricted shares |
|
$ |
0.39 |
|
|
$ |
0.21 |
|
|
$ |
0.57 |
|
|
$ |
0.54 |
|
Income from
discontinued operations attributable to Whitestone REIT |
|
|
— |
|
|
|
— |
|
|
|
0.02 |
|
|
|
— |
|
Net income
attributable to common shareholders, excluding amounts attributable
to unvested restricted shares |
|
$ |
0.39 |
|
|
$ |
0.21 |
|
|
$ |
0.59 |
|
|
$ |
0.54 |
|
Diluted Earnings Per Share: |
|
|
|
|
|
|
|
|
Income from
continuing operations attributable to Whitestone REIT, excluding
amounts attributable to unvested restricted shares |
|
$ |
0.38 |
|
|
$ |
0.21 |
|
|
$ |
0.56 |
|
|
$ |
0.52 |
|
Income from
discontinued operations attributable to Whitestone REIT |
|
|
(0.01 |
) |
|
|
— |
|
|
|
0.01 |
|
|
|
— |
|
Net income
attributable to common shareholders, excluding amounts attributable
to unvested restricted shares |
|
$ |
0.37 |
|
|
$ |
0.21 |
|
|
$ |
0.57 |
|
|
$ |
0.52 |
|
|
|
|
|
|
|
|
|
|
Weighted average number of common shares
outstanding: |
|
|
|
|
|
|
|
|
Basic |
|
|
40,614 |
|
|
|
39,493 |
|
|
|
40,184 |
|
|
|
39,274 |
|
Diluted |
|
|
42,090 |
|
|
|
40,822 |
|
|
|
41,462 |
|
|
|
40,612 |
|
|
|
|
|
|
|
|
|
|
Consolidated Statements of Comprehensive
Income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income |
|
$ |
16,136 |
|
|
$ |
8,674 |
|
|
$ |
24,228 |
|
|
$ |
21,981 |
|
|
|
|
|
|
|
|
|
|
Other comprehensive gain (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized gain (loss) on cash flow hedging activities |
|
|
1,912 |
|
|
|
(2,971 |
) |
|
|
(9,828 |
) |
|
|
1,192 |
|
Unrealized gain on available-for-sale marketable securities |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
18 |
|
|
|
|
|
|
|
|
|
|
Comprehensive income |
|
|
18,048 |
|
|
|
5,703 |
|
|
|
14,400 |
|
|
|
23,191 |
|
|
|
|
|
|
|
|
|
|
Less: Net income attributable to noncontrolling interests |
|
|
360 |
|
|
|
217 |
|
|
|
545 |
|
|
|
550 |
|
Less: Comprehensive gain (loss) attributable to noncontrolling
interests |
|
|
43 |
|
|
|
(74 |
) |
|
|
(221 |
) |
|
|
30 |
|
|
|
|
|
|
|
|
|
|
Comprehensive income attributable to Whitestone
REIT |
|
$ |
17,645 |
|
|
$ |
5,560 |
|
|
$ |
14,076 |
|
|
$ |
22,611 |
|
|
|
|
|
|
|
|
|
|
Whitestone
REIT and SubsidiariesCONSOLIDATED STATEMENTS OF
OPERATIONS AND COMPREHENSIVE INCOME(in
thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31, |
|
Year Ended December 31, |
|
|
2019 |
|
2018 |
|
2019 |
|
2018 |
|
|
|
|
|
|
|
|
|
(1)
Rental |
|
|
|
|
|
|
|
|
Rental revenues |
|
$ |
21,998 |
|
|
$ |
21,626 |
|
|
$ |
86,750 |
|
|
$ |
86,644 |
|
Recoveries |
|
|
8,047 |
|
|
|
7,627 |
|
|
|
31,748 |
|
|
|
30,820 |
|
Bad debt |
|
|
(558 |
) |
|
|
N/A |
|
|
|
(1,484 |
) |
|
|
N/A |
|
Total rental |
|
$ |
29,487 |
|
|
$ |
29,253 |
|
|
$ |
117,014 |
|
|
$ |
117,464 |
|
|
|
|
|
|
|
|
|
|
(2) Bad debt included in operating and maintenance expenses prior
to adoption of Topic 842 |
|
|
N/A |
|
|
$ |
421 |
|
|
|
N/A |
|
|
$ |
1,391 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Whitestone
REIT and SubsidiariesCONSOLIDATED STATEMENTS OF CASH FLOWS(in
thousands) |
|
|
|
|
|
|
|
Year Ended December 31, |
|
|
2019 |
|
2018 |
Cash
flows from operating activities: |
|
|
|
|
Net income from continuing operations |
|
$ |
23,634 |
|
|
$ |
21,981 |
|
Net income from discontinued operations |
|
|
594 |
|
|
|
— |
|
Net
income |
|
|
24,228 |
|
|
|
21,981 |
|
Adjustments to reconcile net income to net cash provided by
operating activities: |
|
|
|
|
Depreciation and amortization |
|
|
26,740 |
|
|
|
25,679 |
|
Amortization of deferred loan costs |
|
|
1,095 |
|
|
|
1,092 |
|
Loss on sale of marketable securities |
|
|
— |
|
|
|
20 |
|
Gain on sale or disposal of assets and properties |
|
|
(638 |
) |
|
|
(4,547 |
) |
Bad debt |
|
|
1,484 |
|
|
|
1,391 |
|
Share-based compensation |
|
|
6,483 |
|
|
|
6,741 |
|
Equity in earnings of real estate partnership |
|
|
(15,076 |
) |
|
|
(8,431 |
) |
Changes in operating assets and liabilities: |
|
|
|
|
Escrows and acquisition deposits |
|
|
(177 |
) |
|
|
(295 |
) |
Accrued rents and accounts receivable |
|
|
(2,998 |
) |
|
|
(1,893 |
) |
Receivable due from (to) related party |
|
|
(83 |
) |
|
|
610 |
|
Distributions from real estate partnership |
|
|
6,926 |
|
|
|
1,324 |
|
Unamortized lease commissions, legal fees and loan costs |
|
|
(1,824 |
) |
|
|
(1,676 |
) |
Prepaid expenses and other assets |
|
|
(4,163 |
) |
|
|
1,175 |
|
Accounts payable and accrued expenses |
|
|
5,609 |
|
|
|
(2,429 |
) |
Payable due to (from) related party |
|
|
249 |
|
|
|
(1,621 |
) |
Tenants' security deposits |
|
|
487 |
|
|
|
436 |
|
Net cash provided by operating activities |
|
|
47,748 |
|
|
|
39,557 |
|
Cash
flows from investing activities: |
|
|
|
|
Acquisitions of real estate |
|
|
(34,804 |
) |
|
|
— |
|
Additions to real estate |
|
|
(13,243 |
) |
|
|
(11,638 |
) |
Proceeds from sales of properties |
|
|
— |
|
|
|
12,574 |
|
Proceeds from financed receivable due from related party |
|
|
5,661 |
|
|
|
9,812 |
|
Proceeds from sales of marketable securities |
|
|
— |
|
|
|
30 |
|
Net cash provided by (used in) investing activities |
|
|
(42,386 |
) |
|
|
10,778 |
|
Net cash provided by investing activities of discontinued
operations |
|
|
594 |
|
|
|
— |
|
Cash
flows from financing activities: |
|
|
|
|
Distributions paid to common shareholders |
|
|
(45,627 |
) |
|
|
(44,944 |
) |
Distributions paid to OP unit holders |
|
|
(1,055 |
) |
|
|
(1,155 |
) |
Proceeds from issuance of common shares, net of offering costs |
|
|
21,244 |
|
|
|
— |
|
Payments of exchange offer costs |
|
|
(120 |
) |
|
|
(126 |
) |
Proceeds from bonds payable |
|
|
100,000 |
|
|
|
— |
|
Net proceeds from (payments to) credit facility |
|
|
(66,700 |
) |
|
|
9,000 |
|
Repayments of notes payable |
|
|
(8,095 |
) |
|
|
(2,543 |
) |
Payments of loan origination costs |
|
|
(2,970 |
) |
|
|
(30 |
) |
Repurchase of common shares |
|
|
(776 |
) |
|
|
(1,961 |
) |
Net cash used in financing activities |
|
|
(4,099 |
) |
|
|
(41,759 |
) |
Net increase
in cash, cash equivalents and restricted cash |
|
|
1,857 |
|
|
|
8,576 |
|
Cash, cash
equivalents and restricted cash at beginning of period |
|
|
13,786 |
|
|
|
5,210 |
|
Cash, cash
equivalents and restricted cash at end of period (1) |
|
$ |
15,643 |
|
|
$ |
13,786 |
|
|
|
|
|
|
(1) For a reconciliation of cash, cash equivalents and restricted
cash, see supplemental disclosures below. |
|
|
|
|
|
Whitestone
REIT and SubsidiariesCONSOLIDATED STATEMENTS OF
CASH FLOWSSupplemental Disclosures
(in thousands) |
|
|
|
Year Ended December 31, |
|
|
2019 |
|
2018 |
Supplemental disclosure of cash flow
information: |
|
|
|
|
Cash paid for interest |
|
$ |
25,360 |
|
|
$ |
24,610 |
|
Cash paid for taxes |
|
$ |
396 |
|
|
$ |
304 |
|
Non
cash investing and financing activities: |
|
|
|
|
Disposal of fully depreciated real estate |
|
$ |
234 |
|
|
$ |
937 |
|
Financed insurance premiums |
|
$ |
1,238 |
|
|
$ |
1,273 |
|
Value of shares issued under dividend reinvestment plan |
|
$ |
137 |
|
|
$ |
133 |
|
Value of common shares exchanged for OP units |
|
$ |
186 |
|
|
$ |
1,546 |
|
Change in fair value of available-for-sale securities |
|
$ |
— |
|
|
$ |
18 |
|
Change in fair value of cash flow hedge |
|
$ |
(9,828 |
) |
|
$ |
1,192 |
|
Reallocation of ownership percentage between parent and
subsidiary |
|
$ |
— |
|
|
$ |
15 |
|
Property received as termination fee |
|
$ |
— |
|
|
$ |
250 |
|
|
|
|
|
|
|
|
December 31, |
|
|
2019 |
|
2018 |
Cash, cash equivalents and restricted cash |
|
|
|
|
Cash and cash equivalents |
|
$ |
15,530 |
|
|
$ |
13,658 |
|
Restricted cash |
|
|
113 |
|
|
|
128 |
|
Total cash,
cash equivalents and restricted cash |
|
$ |
15,643 |
|
|
$ |
13,786 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Whitestone
REIT and SubsidiariesRECONCILIATION OF NON-GAAP
MEASURES(in thousands, except per share and per
unit data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended |
|
Year
Ended |
|
|
December 31, |
|
December 31, |
FFO (NAREIT) AND FFO CORE |
|
2019 |
|
2018 |
|
2019 |
|
2018 |
Net income attributable to Whitestone REIT |
|
$ |
15,776 |
|
|
$ |
8,457 |
|
|
$ |
23,683 |
|
|
$ |
21,431 |
|
Adjustments
to reconcile to FFO: |
|
|
|
|
|
|
|
|
Depreciation and amortization of real estate |
|
|
6,811 |
|
|
|
6,565 |
|
|
|
26,468 |
|
|
|
25,401 |
|
Depreciation and amortization of real estate assets of real estate
partnership (pro rata) |
|
|
441 |
|
|
|
776 |
|
|
|
2,362 |
|
|
|
2,903 |
|
Gain on disposal of assets and properties of continuing operations,
net |
|
|
(753 |
) |
|
|
(174 |
) |
|
|
(638 |
) |
|
|
(4,547 |
) |
(Gain) loss on sale of assets and properties of discontinued
operations, net |
|
|
107 |
|
|
|
— |
|
|
|
(594 |
) |
|
|
— |
|
Gain on sale or disposal of properties or assets of real estate
partnership (pro rata) |
|
|
(13,820 |
) |
|
|
(6,350 |
) |
|
|
(13,800 |
) |
|
|
(6,340 |
) |
Net income attributable to noncontrolling interests |
|
|
360 |
|
|
|
217 |
|
|
|
545 |
|
|
|
550 |
|
FFO
(NAREIT) |
|
|
8,922 |
|
|
|
9,491 |
|
|
|
38,026 |
|
|
|
39,398 |
|
Adjustments
to reconcile to FFO Core: |
|
|
|
|
|
|
|
|
Share-based compensation expense |
|
|
1,713 |
|
|
|
1,864 |
|
|
|
6,483 |
|
|
|
6,758 |
|
Proxy contest professional fees |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2,534 |
|
Early debt extinguishment costs of real estate partnership |
|
|
426 |
|
|
|
88 |
|
|
|
426 |
|
|
|
88 |
|
FFO
Core |
|
$ |
11,061 |
|
|
$ |
11,443 |
|
|
$ |
44,935 |
|
|
$ |
48,778 |
|
|
|
|
|
|
|
|
|
|
FFO PER SHARE AND OP UNIT CALCULATION |
|
|
|
|
|
|
|
|
Numerator: |
|
|
|
|
|
|
|
|
FFO |
|
$ |
8,922 |
|
|
$ |
9,491 |
|
|
$ |
38,026 |
|
|
$ |
39,398 |
|
Distributions paid on unvested restricted common shares |
|
|
— |
|
|
|
(76 |
) |
|
|
(41 |
) |
|
|
(301 |
) |
FFO excluding amounts attributable to unvested restricted common
shares |
|
$ |
8,922 |
|
|
$ |
9,415 |
|
|
$ |
37,985 |
|
|
$ |
39,097 |
|
FFO Core excluding amounts attributable to unvested restricted
common shares |
|
$ |
11,061 |
|
|
$ |
11,367 |
|
|
$ |
44,894 |
|
|
$ |
48,477 |
|
Denominator: |
|
|
|
|
|
|
|
|
Weighted average number of total common shares - basic |
|
|
40,614 |
|
|
|
39,493 |
|
|
|
40,184 |
|
|
|
39,274 |
|
Weighted average number of total noncontrolling OP units -
basic |
|
|
922 |
|
|
|
929 |
|
|
|
924 |
|
|
|
1,011 |
|
Weighted average number of total common shares and noncontrolling
OP units - basic |
|
|
41,536 |
|
|
|
40,422 |
|
|
|
41,108 |
|
|
|
40,285 |
|
|
|
|
|
|
|
|
|
|
Effect of dilutive securities: |
|
|
|
|
|
|
|
|
Unvested restricted shares |
|
|
1,476 |
|
|
|
1,329 |
|
|
|
1,278 |
|
|
|
1,338 |
|
Weighted average number of total common shares and noncontrolling
OP units - diluted |
|
|
43,012 |
|
|
|
41,751 |
|
|
|
42,386 |
|
|
|
41,623 |
|
|
|
|
|
|
|
|
|
|
FFO per
common share and OP unit - basic |
|
$ |
0.21 |
|
|
$ |
0.23 |
|
|
$ |
0.92 |
|
|
$ |
0.97 |
|
FFO per
common share and OP unit - diluted |
|
$ |
0.21 |
|
|
$ |
0.23 |
|
|
$ |
0.90 |
|
|
$ |
0.94 |
|
|
|
|
|
|
|
|
|
|
FFO Core per
common share and OP unit - basic |
|
$ |
0.27 |
|
|
$ |
0.28 |
|
|
$ |
1.09 |
|
|
$ |
1.20 |
|
FFO Core per
common share and OP unit - diluted |
|
$ |
0.26 |
|
|
$ |
0.27 |
|
|
$ |
1.06 |
|
|
$ |
1.16 |
|
|
|
|
|
|
|
|
|
|
Whitestone
REIT and SubsidiariesRECONCILIATION OF NON-GAAP
MEASURES(continued)(in
thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended |
|
Year
Ended |
|
|
December 31, |
|
December 31, |
PROPERTY NET OPERATING INCOME |
|
2019 |
|
2018 |
|
2019 |
|
2018 |
Net income attributable to Whitestone REIT |
|
$ |
15,776 |
|
|
$ |
8,457 |
|
|
$ |
23,683 |
|
|
$ |
21,431 |
|
General and administrative expenses |
|
|
5,147 |
|
|
|
5,294 |
|
|
|
21,661 |
|
|
|
23,281 |
|
Depreciation and amortization |
|
|
6,875 |
|
|
|
6,635 |
|
|
|
26,740 |
|
|
|
25,679 |
|
Equity in earnings of real estate partnership |
|
|
(13,596 |
) |
|
|
(6,669 |
) |
|
|
(15,076 |
) |
|
|
(8,431 |
) |
Interest expense |
|
|
6,547 |
|
|
|
6,472 |
|
|
|
26,285 |
|
|
|
25,177 |
|
Interest, dividend and other investment income |
|
|
(109 |
) |
|
|
(263 |
) |
|
|
(659 |
) |
|
|
(1,055 |
) |
Provision for income taxes |
|
|
76 |
|
|
|
87 |
|
|
|
400 |
|
|
|
347 |
|
Gain on sale of assets and properties of continuing operations,
net |
|
|
(816 |
) |
|
|
— |
|
|
|
(853 |
) |
|
|
(4,629 |
) |
Loss (gain) on sale of assets and properties of discontinued
operations, net |
|
|
107 |
|
|
|
— |
|
|
|
(594 |
) |
|
|
— |
|
Management fee, net of related expenses |
|
|
22 |
|
|
|
(59 |
) |
|
|
(42 |
) |
|
|
(208 |
) |
Loss (gain) on disposal of assets and properties of continuing
operations, net |
|
|
63 |
|
|
|
(175 |
) |
|
|
215 |
|
|
|
82 |
|
NOI of real estate partnership (pro rata) |
|
|
1,121 |
|
|
|
1,840 |
|
|
|
6,273 |
|
|
|
7,725 |
|
Net income attributable to noncontrolling interests |
|
|
360 |
|
|
|
217 |
|
|
|
545 |
|
|
|
550 |
|
NOI |
|
|
21,573 |
|
|
|
21,836 |
|
|
|
88,578 |
|
|
|
89,949 |
|
Non-Same Store NOI |
|
|
(267 |
) |
|
|
(22 |
) |
|
|
(155 |
) |
|
|
(487 |
) |
NOI of real estate partnership (pro rata) |
|
|
(1,121 |
) |
|
|
(1,840 |
) |
|
|
(6,273 |
) |
|
|
(7,725 |
) |
NOI
less Non-Same Store NOI and NOI of real estate partnership (pro
rata) |
|
|
20,185 |
|
|
|
19,974 |
|
|
|
82,150 |
|
|
|
81,737 |
|
Same Store straight line rent adjustments |
|
|
(192 |
) |
|
|
(624 |
) |
|
|
(1,110 |
) |
|
|
(2,125 |
) |
Same Store amortization of above/below market rents |
|
|
(72 |
) |
|
|
(216 |
) |
|
|
(761 |
) |
|
|
(1,018 |
) |
Same Store lease termination fees |
|
|
(176 |
) |
|
|
(271 |
) |
|
|
(576 |
) |
|
|
(729 |
) |
Same
Store NOI |
|
$ |
19,745 |
|
|
$ |
18,863 |
|
|
$ |
79,703 |
|
|
$ |
77,865 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended |
|
Year
Ended |
|
|
December 31, |
|
December 31, |
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND
AMORTIZATION |
|
2019 |
|
2018 |
|
2019 |
|
2018 |
|
|
|
|
|
|
|
|
|
Net income
attributable to Whitestone REIT |
|
$ |
15,776 |
|
|
$ |
8,457 |
|
|
$ |
23,683 |
|
|
$ |
21,431 |
|
Depreciation and amortization |
|
|
6,875 |
|
|
|
6,635 |
|
|
|
26,740 |
|
|
|
25,679 |
|
Equity in earnings of real estate partnership |
|
|
(13,596 |
) |
|
|
(6,669 |
) |
|
|
(15,076 |
) |
|
|
(8,431 |
) |
Interest expense |
|
|
6,547 |
|
|
|
6,472 |
|
|
|
26,285 |
|
|
|
25,177 |
|
Provision for income taxes |
|
|
76 |
|
|
|
87 |
|
|
|
400 |
|
|
|
347 |
|
Gain on sale of assets and properties of continuing operations,
net |
|
|
(816 |
) |
|
|
— |
|
|
|
(853 |
) |
|
|
(4,629 |
) |
Loss (gain) on sale of assets and properties of discontinued
operations, net |
|
|
107 |
|
|
|
— |
|
|
|
(594 |
) |
|
|
— |
|
Management fee, net of related expenses |
|
|
22 |
|
|
|
(59 |
) |
|
|
(42 |
) |
|
|
(208 |
) |
Loss (gain) on disposal of assets and properties of continuing
operations, net |
|
|
63 |
|
|
|
(175 |
) |
|
|
215 |
|
|
|
82 |
|
EBITDA adjustments for real estate partnership |
|
|
1,039 |
|
|
|
1,771 |
|
|
|
5,939 |
|
|
|
7,463 |
|
Net income attributable to noncontrolling interests |
|
|
360 |
|
|
|
217 |
|
|
|
545 |
|
|
|
550 |
|
EBITDA |
|
$ |
16,453 |
|
|
$ |
16,736 |
|
|
$ |
67,242 |
|
|
$ |
67,461 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Whitestone
REIT and Subsidiaries2020 FINANCIAL
GUIDANCE |
|
|
|
|
|
|
|
|
|
|
|
Projected
Range |
|
|
Full Year 2020 |
|
|
Prior Guidance |
|
|
|
|
Low |
|
High |
Net income
attributable to Whitestone REIT |
|
$ |
0.20 |
|
|
$ |
0.24 |
|
|
|
|
|
|
Adjustments to reconcile net income to FFO: |
|
|
|
|
Depreciation
and amortization of real estate assets |
|
|
0.63 |
|
|
|
0.63 |
|
Depreciation
and amortization of real estate partnership (pro rata) |
|
|
0.04 |
|
|
|
0.04 |
|
Funds from Operations (NAREIT) |
|
$ |
0.87 |
|
|
$ |
0.91 |
|
|
|
|
|
|
Adjustments to reconcile FFO to FFO Core: |
|
|
|
|
Non cash
share based compensation expense |
|
|
0.15 |
|
|
|
0.15 |
|
Early debt
extinguishment costs of real estate partnership (pro rata) |
|
|
0.03 |
|
|
|
0.03 |
|
Funds from Operations Core |
|
$ |
1.05 |
|
|
$ |
1.09 |
|
|
|
|
|
|
Same Store
NOI Growth |
|
|
1.0 |
% |
|
|
3.0 |
% |
Occupancy |
|
|
90.5 |
% |
|
|
92.0 |
% |
Average
interest rate on all debt |
|
|
4.2 |
% |
|
|
4.2 |
% |
Weighted
average shares and OP units |
|
|
44,468 |
|
|
|
44,468 |
|
|
|
|
|
|
Whitestone REIT (NYSE:WSR)
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