Maryland
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001-34855
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76-0594970
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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2600 South Gessner, Suite 500,
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77063
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Houston, Texas
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(Address of principal executive offices)
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(Zip Code)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule #14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Shares of Beneficial Interest, par value $0.001 per share
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WSR
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New York Stock Exchange
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Exhibit Number
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Description
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99.1
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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Whitestone REIT
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(Registrant)
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Date:
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June 10, 2024
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By: /s/ John S. Hogan
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Name: John S. Hogan
Title: Chief Financial Officer
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Exhibit 99.1
June 10, 2024
Via Email
P. David Bramble
Managing Partner
MCB Real Estate
2002 Clipper Park Rd. Suite 105
Baltimore, MD 21211
Dear Mr. Bramble,
We very much appreciate the time spent together and your insight as a shareholder. Our Board of Trustees (the “Board”) has evaluated your offer to purchase Whitestone REIT, presented in a letter to us dated June 3, 2024, and respectfully declines your offer.
The Board believes that your indicated offer price does not represent a fair valuation and strongly believes that current management has a clear strategy and compelling pathway for creating long-term shareholder value significantly greater than the amount offered.
We remain committed to exploring all avenues for value creation and look forward to continued interaction with MCB and to generating value for MCB and all Whitestone shareholders.
Sincerely,
David K. Holeman
Chief Executive Officer
Cc: Whitestone Board of Trustees
2600 South Gessner Suite 500 • Houston, Texas 77063 • Toll Free 866.789.7348 • Fax 713.465.8847 • www.whitestonereit.com