Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands |
Jun. 30, 2024 |
Dec. 31, 2023 |
||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|
Property | $ 1,258,799 | $ 1,221,466 | ||||||||||
Accumulated depreciation | (240,535) | (229,767) | ||||||||||
Total real estate assets | 1,018,264 | 991,699 | ||||||||||
Investment in real estate partnership | [1],[2],[3] | 0 | 31,671 | |||||||||
Cash and cash equivalents | 3,231 | 4,572 | ||||||||||
Restricted cash | 0 | 68 | ||||||||||
Escrows and deposits | 17,679 | 24,148 | ||||||||||
Accrued rents and accounts receivable, net of allowance for doubtful accounts | 30,919 | 30,592 | ||||||||||
Unamortized lease commissions, legal fees and loan costs | 14,566 | 13,783 | ||||||||||
Prepaid expenses and other assets(1) | [4] | 12,065 | 4,765 | |||||||||
Finance lease right-of-use assets | 10,471 | 10,428 | ||||||||||
Total assets(1) | 1,140,370 | 1,113,239 | ||||||||||
Liabilities: | ||||||||||||
Notes payable | 665,667 | 640,172 | ||||||||||
Accounts payable and accrued expenses(2) | [5] | 33,223 | 36,513 | |||||||||
Tenants' security deposits | 9,038 | 8,614 | ||||||||||
Dividends and distributions payable | 6,228 | 6,025 | ||||||||||
Finance lease liabilities | 797 | 721 | ||||||||||
Total liabilities | 716,530 | 693,622 | ||||||||||
Commitments and contingencies: | ||||||||||||
Equity: | ||||||||||||
Preferred shares, $0.001 par value per share; 50,000,000 shares authorized; none issued and outstanding as of June 30, 2024 and December 31, 2023 | 0 | 0 | ||||||||||
Common shares, $0.001 par value per share; 400,000,000 shares authorized; 50,064,267 and 49,610,831 issued and outstanding as of June 30, 2024 and December 31, 2023, respectively | 50 | 50 | ||||||||||
Additional paid-in capital | 627,459 | 628,079 | ||||||||||
Accumulated deficit | (217,401) | (216,963) | ||||||||||
Accumulated other comprehensive income | 8,152 | 2,576 | ||||||||||
Total Whitestone REIT shareholders' equity | 418,260 | 413,742 | ||||||||||
Noncontrolling interest in subsidiary | 5,580 | 5,875 | ||||||||||
Total equity | 423,840 | 419,617 | ||||||||||
Total liabilities and equity(2) | 1,140,370 | 1,113,239 | ||||||||||
(1) Operating lease right of use assets (net) | 75 | 109 | ||||||||||
(2) Operating lease liabilities | 75 | 112 | ||||||||||
Related Party [Member] | ||||||||||||
Receivable from partnership redemption | 1,532 | 1,513 | ||||||||||
Other receivables | 1,532 | 1,513 | ||||||||||
Related Parties [Member] | ||||||||||||
Liabilities: | ||||||||||||
Other liabilities | 1,577 | 1,577 | ||||||||||
Partnership Redemption [Member ] | ||||||||||||
Receivable from partnership redemption | 31,643 | 0 | ||||||||||
Other receivables | $ 31,643 | $ 0 | ||||||||||
|
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares |
Jun. 30, 2024 |
Dec. 31, 2023 |
---|---|---|
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, issued (in shares) | 50,064,267 | 49,610,831 |
Common stock, outstanding (in shares) | 50,064,267 | 49,610,831 |
Consolidated Statements of Changes in Equity (Unaudited) (Parentheticals) - $ / shares |
3 Months Ended | |||
---|---|---|---|---|
Jun. 30, 2024 |
Mar. 31, 2024 |
Jun. 30, 2023 |
Mar. 31, 2023 |
|
Distributions per common share (in dollars per share) | $ 0.1238 | $ 0.12 | $ 0.12 | $ 0.12 |
Consolidated Statements of Cash Flows (Unaudited) - USD ($) |
6 Months Ended | |||
---|---|---|---|---|
Jun. 30, 2024 |
Jun. 30, 2023 |
|||
Cash flows from operating activities: | ||||
Net income | $ 12,090,000 | $ 15,366,000 | ||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization | 17,321,000 | 16,206,000 | ||
Amortization of deferred loan costs | 534,000 | 550,000 | ||
Gain on sale of properties | (6,450,000) | (9,621,000) | ||
Loss on disposal of assets | 72,000 | 20,000 | ||
Bad debt | 686,000 | 557,000 | ||
Share-based compensation | 1,624,000 | 1,480,000 | ||
Deficit in earnings of real estate partnership | 28,000 | 1,252,000 | ||
Amortization of right-of-use assets - finance leases | 43,000 | 51,000 | ||
Changes in operating assets and liabilities: | ||||
Escrows and deposits | 6,469,000 | 3,982,000 | ||
Accrued rents and accounts receivable | (1,013,000) | (2,014,000) | ||
Receivable due from related party | (19,000) | (59,000) | ||
Unamortized lease commissions, legal fees and loan costs | (1,768,000) | (1,894,000) | ||
Prepaid expenses and other assets | 999,000 | 1,430,000 | ||
Accounts payable and accrued expenses | (7,258,000) | (5,586,000) | ||
Payable due to related party | 0 | 16,000 | ||
Tenants' security deposits | 424,000 | (25,000) | ||
Net cash provided by operating activities | 23,782,000 | 21,711,000 | ||
Cash flows from investing activities: | ||||
Acquisitions of real estate | (50,136,000) | (25,455,000) | ||
Additions to real estate | (8,548,000) | (8,771,000) | ||
Proceeds from sales of properties | 25,661,000 | 13,447,000 | ||
Reverse 1031 exchange | 0 | (13,447,000) | ||
Net cash used in investing activities | (33,023,000) | (34,226,000) | ||
Cash flows from financing activities: | ||||
Distributions paid to common shareholders | (12,131,000) | (11,826,000) | ||
Distributions paid to OP unit holders | (160,000) | (166,000) | ||
Net (payments) proceeds from credit facility | (11,000,000) | 48,000,000 | ||
Repayments of notes payable | (21,777,000) | (26,504,000) | ||
Proceeds from notes payable | 56,340,000 | 0 | ||
Payment of loan origination costs | (789,000) | 0 | ||
Repurchase of common shares | (2,641,000) | (289,000) | ||
Payment of finance lease liability | (10,000) | (6,000) | ||
Net cash provided by financing activities | 7,832,000 | 9,209,000 | ||
Net decrease in cash, cash equivalents and restricted cash | (1,409,000) | (3,306,000) | ||
Cash, cash equivalents and restricted cash at beginning of period | 4,640,000 | 6,355,000 | ||
Cash, cash equivalents and restricted cash at end of period (1) | [1] | 3,231,000 | 3,049,000 | |
Supplemental disclosure of cash flow information: | ||||
Cash paid for interest | 17,013,000 | 15,219,000 | ||
Cash paid for taxes | 432,000 | 435,000 | ||
Non cash investing and financing activities: | ||||
Disposal of fully depreciated real estate | 45,000 | 864,000 | ||
Financed insurance premiums | 2,638,000 | 3,002,000 | ||
Value of shares issued under dividend reinvestment plan | 42,000 | 36,000 | ||
Change in fair value of cash flow hedge | 5,650,000 | 2,508,000 | ||
Accrued capital expenditures | 1,629,000 | 0 | ||
Receivable from partnership redemption | 31,643,000 | 0 | ||
Recognition of finance lease liability | 86,000 | 0 | ||
Cash, cash equivalents and restricted cash | ||||
Cash and cash equivalents | 3,231,000 | 2,927,000 | ||
Restricted cash | 0 | 122,000 | ||
Total cash, cash equivalents and restricted cash | 3,231,000 | 3,049,000 | ||
Conversion of OP Units to Common Stock [Member] | ||||
Non cash investing and financing activities: | ||||
Value of common shares exchanged for OP units | $ 354,000 | $ 11,000 | ||
|
Note 1 - Interim Financial Statements |
6 Months Ended | ||||||
---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||
Notes to Financial Statements | |||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] |
1. INTERIM FINANCIAL STATEMENTS
The consolidated financial statements included in this report are unaudited; however, amounts presented in the consolidated balance sheet as of December 31, 2023 are derived from our audited consolidated financial statements as of that date. The unaudited consolidated financial statements as of and for the period ended June 30, 2024 have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information on a basis consistent with the annual audited consolidated financial statements and with the instructions to Form 10-Q.
The consolidated financial statements presented herein reflect all adjustments which, in the opinion of management, are necessary for a fair presentation of the financial position of Whitestone and our subsidiaries as of June 30, 2024 and December 31, 2023, and the results of operations for the three and six month periods ended June 30, 2024 and 2023, the consolidated statements of changes in equity for the three and six months ended June 30, 2024 and 2023 and cash flows for the six months ended June 30, 2024 and 2023. All of these adjustments are of a normal recurring nature. The results of operations for the interim periods are not necessarily indicative of the results expected for a full year. The statements should be read in conjunction with the audited consolidated financial statements and the notes thereto which are included in our Annual Report on Form 10-K for the year ended December 31, 2023.
Business. Whitestone was formed as a real estate investment trust (“REIT”) pursuant to the Texas Real Estate Investment Trust Act on August 20, 1998. In July 2004, we changed our state of organization from Texas to Maryland pursuant to a merger where we merged directly with and into a Maryland REIT formed for the sole purpose of the reorganization and the conversion of each of the outstanding common shares of beneficial interest of the Texas entity into 1.42857 common shares of beneficial interest of the Maryland entity. We serve as the general partner of Whitestone REIT Operating Partnership, L.P. (the “Operating Partnership”), which was formed on December 31, 1998 as a Delaware limited partnership. We currently conduct substantially all of our operations and activities through the Operating Partnership. As the general partner of the Operating Partnership, we have the exclusive power to manage and conduct the business of the Operating Partnership, subject to certain customary exceptions. As of June 30, 2024 and December 31, 2023, Whitestone wholly owned 57 and 55 commercial properties, respectively, in and around Austin, Dallas-Fort Worth, Houston, Phoenix and San Antonio.
As of June 30, 2024, these properties consist of:
Consolidated Operating Portfolio
Redevelopment, New Acquisitions Portfolio
Acquired properties are categorized in the new acquisitions portfolio until the earlier of 90% occupancy or 18 months of ownership.
As of June 30, 2024, our ownership in Pillarstone Capital REIT Operating Partnership LP (“Pillarstone” or “Pillarstone OP”) no longer represents a majority interest. On January 25, 2024, the Company exercised its notice of redemption for substantially all of its investment in Pillarstone OP. As of the date of this filing, Whitestone has not received consideration for its redemption of its equity investment in Pillarstone OP as required by the partnership agreement. The Company has filed a claim in the Pillarstone Bankruptcies for the value of its redemption claim along with interest and other costs. We intend to pursue collection of amounts due from Pillarstone OP through all means necessary and while we do not know the ultimate amount to be collected, we believe the amount will be in excess of the current carrying value of our receivable, formerly our equity investment in Pillarstone OP. Please refer to Note 2 in this Quarterly Report on form 10-Q for more information regarding the accounting treatment of the redemption of our OP units in Pillarstone OP.
|
Note 2 - Summary of Significant Accounting Policies |
6 Months Ended |
---|---|
Jun. 30, 2024 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] |
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Consolidation. We are the sole general partner of the Operating Partnership and possess full legal control and authority over the operations of the Operating Partnership. As of June 30, 2024 and December 31, 2023, we owned a majority of the partnership interests in the Operating Partnership. Consequently, the accompanying consolidated financial statements include the accounts of the Operating Partnership.
Noncontrolling interest in the accompanying consolidated financial statements represents the share of equity and earnings of the Operating Partnership allocable to holders of partnership interests other than us. Net income or loss is allocated to noncontrolling interests based on the weighted-average percentage ownership of the Operating Partnership during the period. Issuance of additional common shares of beneficial interest in Whitestone (the “common shares”) and units of limited partnership interest in the Operating Partnership that are convertible into cash or, at our option, common shares on a -for-one basis (the “OP units”) changes the percentage of ownership interests of both the noncontrolling interests and Whitestone.
Estimates regarding Pillarstone OP’s financial condition and results of operations. We rely on the reports furnished by our third-party partners for financial information regarding the Company’s investment in Pillarstone OP. As of June 30, 2024 and December 31, 2023, Pillarstone OP’s financial statements have not been made accessible to us. Consequently, we have estimated the financial status and operational outcomes of Pillarstone OP based on the information accessible to us at the time of this report.
Equity Method. In compliance with Accounting Standards Update (“ASU”) 2014-09 (“Topic 606”) and Accounting Standards Codification (“ASC”) 610, “Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets,” the Company previously accounted for its investment in Pillarstone OP using the equity method. However, subsequent to January 25, 2024, the Company ceased utilizing the equity method following the exercise of its notice of redemption for substantially all of its investment in Pillarstone OP. Please refer to Note 6 to the accompanying consolidated financial statements for the full disclosure.
Basis of Accounting. Our financial records are maintained on the accrual basis of accounting whereby revenues are recognized when earned and expenses are recorded when incurred.
Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates that we use include the estimated fair values of properties acquired, the estimated useful lives for depreciable and amortizable assets and costs, the grant date fair value of common share units included in share-based compensation expense, the estimated allowance for doubtful accounts, the estimated fair value of interest rate swaps, the estimates supporting our impairment analysis for the carrying values of our real estate assets, and the estimates made regarding Pillarstone REIT Operating Partnership LP’s financial condition and results of operations. Actual results could differ from those estimates.
Reclassifications. We have reclassified certain prior period amounts in the accompanying consolidated financial statements in order to be consistent with the current period presentation. These reclassifications had no effect on net income, total assets, total liabilities or equity.
Restricted Cash. We classify all cash pledged as collateral to secure certain obligations and all cash whose use is limited as restricted cash. During 2015, pursuant to the terms of our $15.1 million 4.99% Note, due January 6, 2024 (see Note 7 (Debt)), which was collateralized by our Anthem Marketplace property, we were required by the lenders thereunder to establish a cash management account controlled by the lenders to collect all amounts generated by our Anthem Marketplace property in order to collateralize such promissory note. The note was paid off in January 2024. As of June 30, 2024, we had no restricted cash.
Derivative Instruments and Hedging Activities. We utilize derivative financial instruments, principally interest rate swaps, to manage our exposure to fluctuations in interest rates. We have established policies and procedures for risk assessment, and the approval, reporting and monitoring of derivative financial instruments. We recognize our interest rate swaps as cash flow hedges with the effective portion of the changes in fair value recorded in comprehensive income (loss) and subsequently reclassified into earnings in the period that the hedged transaction affects earnings. Any ineffective portion of a cash flow hedges’ change in fair value is recorded immediately into earnings. Our cash flow hedges are determined using Level 2 inputs under ASC 820, “Fair Value Measurements and Disclosures.” Level 2 inputs represent quoted prices in active markets for similar assets or liabilities; quoted prices in markets that are not active; and model-derived valuations in which significant inputs and significant value drivers are observable. As of June 30, 2024, we consider our cash flow hedges to be highly effective.
Development Properties. Land, buildings and improvements are recorded at cost. Expenditures related to the development of real estate are carried at cost which includes capitalized carrying charges and development costs. Carrying charges (interest, real estate taxes, loan fees, and direct and indirect development costs related to buildings under construction) are capitalized as part of construction in progress. The capitalization of such costs ceases when the property, or any completed portion, becomes available for occupancy. For the three months ended June 30, 2024, approximately $ 150,000 and $ 61,000 in interest expense and real estate taxes, respectively, were capitalized, and for the six months ended June 30, 2024, approximately $ 284,000 and $ 122,000 in interest expense and real estate taxes, respectively, were capitalized. For the three months ended June 30, 2023, approximately $ 137,000 and $ 72,000 in interest expense and real estate taxes, respectively, were capitalized and for the six months ended June 30, 2023, approximately $ 271,000 and $ 145,000 in interest expense and real estate taxes, respectively, were capitalized..
Share-Based Compensation. From time to time, we award nonvested restricted common share awards or restricted common share unit awards, which may be converted into common shares, to executive officers and employees under our 2018 Long-Term Equity Incentive Ownership Plan (the “2018 Plan”). Awarded shares and units vest when certain performance conditions are met. We recognize compensation expense when achievement of the performance conditions is probable based on management’s most recent estimates using the fair value of the shares as of the grant date. We recognized $ 888,000 and $ 800,000 in share-based compensation net of forfeitures for the three months ended June 30, 2024 and 2023, respectively, and we recognized $ 1,824,000 and $ 1,629,000 in share-based compensation net of forfeitures for the six months ended June 30, 2024 and 2023, respectively.
Noncontrolling Interests. Noncontrolling interests are the portion of equity in a subsidiary not attributable to a parent. Accordingly, we have reported noncontrolling interests in equity on the consolidated balance sheets but separate from Whitestone’s equity. On the consolidated statements of operations and comprehensive income, subsidiaries are reported at the consolidated amount, including both the amount attributable to Whitestone and noncontrolling interests. The consolidated statements of changes in equity is included for quarterly financial statements, including beginning balances, activity for the period and ending balances for shareholders’ equity, noncontrolling interests and total equity.
Accrued Rents and Accounts Receivable. Included in accrued rents and accounts receivable are base rents, tenant reimbursements and receivables attributable to recording rents on a straight-line basis. We review the collectability of charges under our tenant operating leases on a regular basis, taking into consideration changes in factors such as the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area where the property is located. We recognize an adjustment to rental revenue if we deem it probable that the receivable will not be collected. Our review of collectability under our operating leases includes any accrued rental revenues related to the straight-line method of reporting rental revenue. As of June 30, 2024 and December 31, 2023, we had an allowance for uncollectible accounts of $14.0 million and $13.6 million, respectively. During the three months ending June 30, 2024 and 2023, we recorded an adjustment to rental revenue for bad debt, exclusive of straight-line rent reserve adjustments, resulting in a $0.09 million and $0.2 million decrease in revenue, respectively, and during the six months ending June 30, 2024 and 2023, we recorded an adjustment to rental revenue for bad debt, exclusive of straight-line rent reserve adjustment, in the amount of a $0.7 million and $0.6 million, respectively. Both adjustments resulted in a decrease in revenue. The three months ended June 30, 2024 included 18 cash basis tenants, resulting in an increase to rental revenue for straight-line rent adjustments of $0.008 million and a decrease to rental revenue for bad debt adjustments of $0.2 million. The three months ended June 30, 2023 included 18 cash basis tenants, resulting in an increase to rental revenue for straight-line rent adjustment of $0.1 million and a decrease to rental revenue for bad debt adjustments of $0.1 million, respectively. The six months ended June 30, 2024 included 18 cash basis tenants, resulting in a decrease to rental revenue for straight-line rent adjustments of $0.02 million and a decrease to rental revenue for bad debt adjustments of $0.4 million, and the six months ended June 30, 2023 included 18 cash basis tenants, resulting in a decrease to rental revenue for straight-line rent adjustments of $0.2 million and a decrease to rental revenue for bad debt adjustments of $0.3 million, respectively.
Revenue Recognition. All leases on our properties are classified as operating leases, and the related rental income is recognized on a straight-line basis over the terms of the related leases. Differences between rental income earned and amounts due per the respective lease agreements are capitalized or charged, as applicable, to accrued rents and accounts receivable. Percentage rents are recognized as rental income when the thresholds upon which they are based have been met. Recoveries from tenants for taxes, insurance, and other operating expenses are recognized as revenues in the period the corresponding costs are incurred. We combine lease and nonlease components in lease contracts, which includes combining base rent, recoveries, and percentage rents into a single line item, Rental, within the consolidated statements of operations and comprehensive income. Additionally, we have tenants who pay real estate taxes directly to the taxing authority. We exclude these costs paid directly by the tenant to third parties on our behalf from revenue recognized and the associated property operating expense.
Other property income primarily includes amounts recorded in connection with lease termination fees. We recognize lease termination fees in the year that the lease is terminated and collection of the fee is probable. Amounts recorded within other property income are accounted for at the point in time when control of the goods or services transfers to the customer and our performance obligation is satisfied.
See our Annual Report on Form 10-K for the year ended December 31, 2023 for further discussion on significant accounting policies.
|
Note 3 - Leases |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes to Financial Statements | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Lessee and Lessor, Operating Leases [Text Block] |
3. LEASES
As a Lessor. All leases on our properties are classified as noncancelable operating leases, and the related rental income is recognized on a straight-line basis over the terms of the related leases. Differences between rental income earned and amounts due per the respective lease agreements are capitalized or charged, as applicable, to accrued rents and accounts receivable. Percentage rents are recognized as rental income when the thresholds upon which they are based have been met. Recoveries from tenants for taxes, insurance, and other operating expenses are recognized as revenues in the period the corresponding costs are incurred. We combine lease and nonlease components in lease contracts, which includes combining base rent, recoveries, and percentage rents into a single line item, Rental, within the consolidated statements of operations and comprehensive income.
A summary of minimum future rents to be received (exclusive of renewals, tenant reimbursements, contingent rents, and collectability adjustments under Topic 842) under noncancelable operating leases in existence as of June 30, 2024 is as follows (in thousands):
As a Lessee. We have office space, automobile, and office machine leases, which qualify as operating leases, with remaining lease terms of to years. As of June 30, 2024, the Company had ground lease and office machine lease that were classified as finance leases. The ground lease provides for variable rental payments based on CPI adjustment.
The following table summarizes the fixed, future minimum rental payments, excluding variable costs, which are discounted by our weighted average incremental borrowing rates to calculate the lease liabilities for our operating leases in which we are the lessee (in thousands):
For the three months ended June 30, 2024 and 2023, the total lease costs for operating leases were $ 10,000 and $ 8,000, respectively, and for the finance lease were $ 21,000 and $ 22,000, respectively. For the six months ended June 30, 2024 and 2023, the total lease costs for operating leases were $ 29,000 and $ 41,000 respectively, and for the finance lease were $ 43,000 and $ 51,000, respectively.
The weighted average remaining lease term for our operating leases and our finance lease was 2.2 and 94 years, respectively, at June 30, 2024. We do not include renewal options in the lease term for calculating the lease liability unless we are reasonably certain we will exercise the option or the lessor has the sole ability to exercise the option. The weighted average incremental borrowing rate was 4.5% for our operating leases and 6.1% for our finance lease at June 30, 2024.
|
Note 4 - Accrued Rents and Accounts Receivable, Net |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes to Financial Statements | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] |
4. ACCRUED RENTS AND ACCOUNTS RECEIVABLE, NET
Accrued rents and accounts receivable, net consists of amounts accrued, billed and due from tenants, allowance for doubtful accounts and other receivables as follows (in thousands):
|
Note 5 - Unamortized Lease Commissions, Legal Fees and Loan Costs |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes to Financial Statements | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Unamortized Lease Commissions and Loan Costs [Text Block] |
5. UNAMORTIZED LEASE COMMISSIONS, LEGAL FEES AND LOAN COSTS
Costs which have been deferred consist of the following (in thousands):
|
Note 6 - Investment in Real Estate Partnership |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes to Financial Statements | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Equity Method Investments and Joint Ventures Disclosure [Text Block] |
6. INVESTMENT IN REAL ESTATE PARTNERSHIP
On December 8, 2016, we, through our Operating Partnership, entered into a Contribution Agreement (the “Contribution Agreement”) with Pillarstone OP and Pillarstone Capital REIT (“Pillarstone REIT”) pursuant to which we contributed all of the equity interests in four of our wholly-owned subsidiaries that, at the time, owned 14 non-core properties that did not fit our Community Centered Property® strategy (the “Pillarstone Properties”), to Pillarstone OP for aggregate consideration of approximately $84 million, consisting of (1) approximately $18.1 million of Class A units representing limited partnership interests in Pillarstone OP (“Pillarstone OP Units”) and (2) the assumption of approximately $65.9 million of liabilities (collectively, the “Contribution”). As of June 30, 2024, our ownership in Pillarstone OP no longer represents a majority interest. On January 25, 2024, the Company exercised its notice of redemption for substantially all of its investment in Pillarstone OP. As of the date of this filing, Whitestone has not received consideration for its redemption of its equity investment in Pillarstone OP as required by the partnership agreement. The Company has filed a claim in the Pillarstone Bankruptcies for the value of its redemption claim along with interest and other costs. We intend to pursue collection of amounts due from Pillarstone OP through all means necessary and while we do not know the ultimate amount to be collected, we believe the amount will be in excess of the current carrying value of our equity investment in Pillarstone OP. Please refer to Note 2 in this Quarterly Report on form 10-Q for more information regarding the accounting treatment of the redemption of our OP units in Pillarstone OP.
In connection with the Contribution, Whitestone TRS, Inc., a subsidiary of the Company (“Whitestone TRS”), entered into a management agreement with the entities that own the contributed Pillarstone Properties (collectively, the “Management Agreements”). Pursuant to the Management Agreements, Whitestone TRS agreed to provide certain property management, leasing and day-to-day advisory and administrative services. The Management Agreements were terminated on August 18, 2022. Prior to the termination of the Management Agreement, we reported approximately $144,000 in property management fee income on a quarterly basis.
The table below presents the real estate partnership investment in which the Company holds an ownership interest (in thousands):
The table below presents the Company’s share of net loss from its investment in the real estate partnership which is included in deficit in earnings of real estate partnership, net on the Company’s consolidated statements of operations and comprehensive income (in thousands):
Summarized financial information for the Company’s investment in real estate partnership is as follows (in thousands):
The amortization of the basis difference between the cost of investment and the Company’s share of underlying net book value for the three months ended June 30, 2024 and 2023 is $0 and $27,000 respectively, and for the six months ended June 30, 2024 and 2023 is $7,000 and $54,000. The Company fully amortized the difference into deficit in earnings of real estate partnership on the consolidated statements of operations and comprehensive income.
The Company has evaluated its guarantee to Pillarstone OP pursuant to ASC 460, “Guarantees,” and has determined the guarantee to be a performance guarantee, for which ASC 460 contains initial recognition and measurement requirements, and related disclosure requirements. The Company is obligated in two respects: (i) a noncontingent liability, which represents the Company’s obligation to stand ready to perform under the terms of the guarantee in the event that the specified triggering event(s) occur; and (ii) the contingent liability, which represents the Company’s obligation to make future payments if those triggering events occur. The fair value of our loan guarantee to Pillarstone OP is estimated on a Level 3 basis (as provided by ASC 820), using a probability-weighted discounted cash flow analysis based on a discount rate, discounting the loan balance. The Company recognized a noncontingent liability of $462,000 at the inception of the guarantee at fair value which is recorded on the Company’s consolidated balance sheets, net of accumulated amortization. The Company amortized the guarantee liability into income over years. For the three months ended June 30, 2024 and 2023, the amortization of the guarantee liability was approximately $ 0 and $ 9,000, respectively. For the six months ended June 30, 2024 and 2023, the amortization of the guarantee liability was $ 0 and $ 18,000, respectively.
Estimates regarding Pillarstone OP's guarantee. The Company had a limited guarantee on Pillarstone OP’s loan for its Uptown Tower property located in Dallas, Texas. The guarantee was a so-called “bad boy” carve-out guarantee, which is generally only applicable if and when the borrower engages in acts such as fraud, prohibited transfers, breaches of material representations, environmental matters, and bankruptcy. The debt matured on October 4, 2023, and was in default, as Pillarstone OP failed to refinance the loan.
On December 1, 2023, the Company reached an agreement with the Lender that would avoid foreclosure and secure the release of the lien and discharge of the guarantee, and the Company negotiated and satisfied a payoff as of December 4, 2023, in the amount of $13,632,764 (the “DPO Amount”). We paid the DPO amount and will be entitled to assert a subrogation claim against Pillarstone OP. We recorded the DPO amount as an asset in our financial statement line escrows and deposits.
The DPO Amount included a compromise settlement of approximately $1,688,000 for the disputed default interest and other fees.
On December 1, 2023, Pillarstone OP authorized and filed the Chapter 11 bankruptcy of its special purpose entity borrower that owns Uptown Tower (Whitestone Uptown Tower LLC) in the United States Bankruptcy Court for the Northern District of Texas.
On January 25, 2024, the Company exercised its notice of redemption for substantially all of its investment in Pillarstone OP.
On February 9, 2024, the Lender filed suit in New York County, New York against the guarantor Whitestone OP and the Company for alleged amounts due under the guarantee. The compromise settlement is our best estimate of the amount due.
On March 4, 2024, Pillarstone Capital REIT (“Pillarstone REIT”) authorized and filed the Chapter 11 bankruptcy of itself, Pillarstone OP, and all of its remaining special purpose entities in the United States Bankruptcy Court for the Northern District of Texas (the “Pillarstone Bankruptcies”). As of the date of this filing, Whitestone has not received consideration for our redemption of our equity investment in Pillarstone OP as required by the partnership agreement. The Company has filed a claim in the Pillarstone Bankruptcies for the value of its redemption claim along with interest and other costs.
On April 24, 2024, the lender and Pillarstone OP filed a motion with the bankruptcy court seeking approval to settle the dispute and dismiss their mutual lawsuits including the lawsuit by the lender against the Company as Guarantor of the loan. On or before June 10, 2024, Pillarstone OP agreed to pay to the lender the sum of $1,123,950.24 plus all attorneys’ fees and costs (not to exceed $20,000.00) incurred by the lender from April 10, 2024 through the date of receipt of such payment. Upon timely receipt of the cash payment from Pillarstone OP, the lender applied the $13,632,764.25 tendered to it by Whitestone REIT Operating Partnership, L.P., and the guaranty was subsequently released. The Company is pursuing collection of the DPO amount from Pillarstone in the Pillarstone Bankruptcies through a subrogation claim against Pillarstone OP.
The Company does not believe a probable loss will be incurred, nor does it anticipate a material adverse effect on its financial position, results of operations, cash flows or liquidity. Therefore, the Company has not recorded a charge as a result of the Pillarstone Bankruptcies.
Accounting treatment of the redemption of our OP units in Pillarstone OP. On January 25, 2024, we executed an irrevocable redemption of substantially all our investment in Pillarstone OP, converting our equity investment into a receivable. Pillarstone OP conveyed their intention to forego issuing equity, opting instead to liquidate the properties to satisfy creditors, with Whitestone being significantly the largest creditor. Based on insights from our legal team and advisors, we anticipate that the most probable outcome will involve the liquidation of all Pillarstone properties.
The carrying value of our investment in Pillarstone OP was approximately $31.6 million as of January 25, 2024. We assert a claim of $70 million, inclusive of the $13 million default interest payment and accrued interest. It is anticipated that the claim and proceeds from liquidation will surpass the carrying value of our receivable for the redemption of our former equity investment in Pillarstone OP.
Subsequently, we reclassified our investment in Pillarstone OP to a receivable on our balance sheet after estimating 25 days of our share of the equity investment income. We will assess the credit losses of the receivable on a quarterly basis.
Any gains will be recognized once the proceeds received exceed our receivable.
This is within the scope of ASC 326, “Financial Instruments - Credit Losses.” The value of the unencumbered assets of Pillarstone OP is significantly in excess of Whitestone’s basis in the account receivable, but the precise value cannot be determined at this time. When applying the estimated loss rate method with a zero loss rate, the Current Expected Credit Losses (“CECL”) are zero according to ASC 326. We will continue to monitor our legal team's assessment of the bankruptcy case and the value of the assets of Pillarstone OP to evaluate the credit risk of the receivable.
|
Note 7 - Debt |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes to Financial Statements | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt Disclosure [Text Block] |
7. DEBT
Certain subsidiaries of Whitestone are the borrowers under various financing arrangements. These subsidiaries are separate legal entities, and their respective assets and credit are not available to satisfy the debt of Whitestone or any of its other subsidiaries.
Debt consisted of the following as of the dates indicated (in thousands):
On June 21, 2024, Whitestone REIT, operating through its subsidiaries Whitestone Strand LLC, Whitestone Las Colinas Village LLC, and Whitestone Seville, LLC (collectively, the “Borrower”), entered into a loan agreement (the “Loan Agreement”) with Nationwide Life Insurance Company (the “Lender”) for a mortgage loan in the principal amount of $56,340,000 (the “Loan”).
The Loan provides for a fixed interest rate of 6.23% per annum. Payments commence on August 1, 2024, and are due on the first day of each calendar month thereafter through July 1, 2031, with interest-only payments for the first 36 months. Monthly payments consist of principal and interest based on a 30-year amortization schedule beginning on August 1, 2027. The Loan may be prepaid in full but not in part, provided that, as conditions precedent, Borrower: (i) gives Lender not less than fifteen (15) days prior notice of Borrower’s intention to prepay the Loan; (ii) pays to Lender the prepayment premium as set forth in the Loan Agreement, if any, then due and payable to Lender; and (iii) pays to Lender all other amounts then due under the loan documents. No prepayment premium is required for prepayments in full made on or after six months prior to the maturity date.
The Loan is a non-recourse loan secured by of the Company’s properties including their related equipment, fixtures, personal property, and other assets, and a limited carve-out guarantee by the Company’s operating partnership.
The loan documents contain customary terms and conditions, including without limitation affirmative and negative covenants such as information reporting and insurance requirements. The loan documents also contain customary events of default, including defaults in the payment of principal or interest, defaults in compliance with the covenants, and bankruptcy or other insolvency events. Upon the occurrence of an event of default, the Lender is entitled to accelerate all obligations of the Borrower. The Lender will also be entitled to receive the entire unpaid principal balance at a default rate.
The Loan proceeds will be used to pay down the Borrower’s existing floating rate indebtedness.
On March 22, 2019, we, through our Operating Partnership, entered into a Note Purchase and Guarantee Agreement (the “Note Agreement”) together with certain subsidiary guarantors as initial guarantor parties thereto (the “Subsidiary Guarantors”) and The Prudential Insurance Company of America and the various other purchasers named therein (collectively, the “Purchasers”) providing for the issuance and sale of $100 million of senior unsecured notes of the Operating Partnership, of which (i) $50 million are designated as 5.09% Series A Senior Notes due March 22, 2029 (the “Series A Notes”) and (ii) $50 million are designated as 5.17% Series B Senior Notes due March 22, 2029 (the “Series B Notes” and, together with the Series A Notes, the “Notes”) pursuant to a private placement that closed on March 22, 2019 (the “Private Placement”). Obligations under the Notes are unconditionally guaranteed by the Company and by the Subsidiary Guarantors.
On December 16, 2022, Whitestone REIT (the “Company”) and its operating partnership, Whitestone REIT Operating Partnership, L.P. (the “Operating Partnership”), amended its Note Purchase and Guarantee Agreement originally executed on March 22, 2019 (the “Existing Note Agreement”), pursuant to the terms and conditions of an Amendment No. 1 to Note Purchase and Guaranty Agreement, dated as of December 16, 2022 (the Existing Note Purchase Agreement, as so amended, the “Amended Note Agreement”), by and among the Company and the Operating Partnership, together with certain subsidiary guarantors as initial guarantor parties thereto and The Prudential Insurance Company of America and the various other purchasers named therein.
Neither the term of the Existing Note Agreement, the interest rate, nor the principal amounts, were amended. The purpose of the amendment is to conform certain covenants and defined terms contained in the Amended Note Agreement with the Company’s recently amended unsecured credit facility with the lenders party thereto, Bank of Montreal, as administrative agent, Truist Bank, as syndication agent, and BMO Capital Markets Corp., Truist Bank, Capital One, National Association, and U.S. Bank National Association, as co-lead arrangers and joint book runners.
The principal of the Series A Notes began to amortize on March 22, 2023 with annual principal payments of approximately $7.1 million. The principal of the Series B Notes will begin to amortize on March 22, 2025 with annual principal payments of $10.0 million. The Notes will pay interest quarterly on the 22nd day of March, June, September and December in each year until maturity.
The Operating Partnership may prepay at any time all, or from time to time part of, the Notes, in an amount not less than $1,000,000 in the case of a partial prepayment, at 100% of the principal amount so prepaid, plus a make-whole amount. The make-whole amount is equal to the excess, if any, of the discounted value of the remaining scheduled payments with respect to the Notes being prepaid over the aggregate principal amount of such Notes (as described in the Note Agreement). In addition, in connection with a Change of Control (as defined in the Note Purchase Agreement), the Operating Partnership is required to offer to prepay the Notes at 100% of the principal amount plus accrued and unpaid interest thereon.
The Note Agreement contains representations, warranties, covenants, terms and conditions customary for transactions of this type and substantially similar to the Operating Partnership’s existing senior revolving credit facility, including limitations on liens, incurrence of investments, acquisitions, loans and advances and restrictions on dividends and certain other restricted payments. In addition, the Note Agreement contains certain financial covenants substantially similar to the Operating Partnership’s existing senior revolving credit facility, including the following:
In addition, the Note Agreement contains a financial covenant requiring that maximum unsecured indebtedness not exceed the ratio of unsecured indebtedness to unencumbered asset pool of 0.60 to 1.00. That covenant is substantially similar to the borrowing base concept contained in the Operating Partnership’s existing senior revolving credit facility.
The Note Agreement also contains default provisions, including defaults for non-payment, breach of representations and warranties, insolvency, non-performance of covenants, cross-defaults with other indebtedness and guarantor defaults. The occurrence of an event of default under the Note Agreement could result in the Purchasers accelerating the payment of all obligations under the Notes. The financial and restrictive covenants and default provisions in the Note Agreement are substantially similar to those contained in the Operating Partnership’s existing credit facility.
Net proceeds from the Private Placement were used to refinance existing indebtedness. The Notes have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. The Notes were sold in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act.
On September 16, 2022, we, through our Operating Partnership, entered into an unsecured credit facility (the “2022 Facility”) with the lenders party thereto, Bank of Montreal, as administrative agent (the “Administrative Agent”), Truist Bank, as syndication agent, and BMO Capital Markets Corp., Truist Bank, Capital One, National Association, and U.S. Bank National Association, as co-lead arrangers and joint book runners. The 2022 Facility amended and restated the Company's previous unsecured revolving credit facility, dated January 31, 2019 (the “2019 Facility”).
The 2022 Facility is comprised of the following two tranches:
Borrowings under the 2022 Facility accrue interest (at the Operating Partnership's option) at a Base Rate or an Adjusted Term Secured Overnight Financing Rate (“SOFR”) plus an applicable margin based upon our then existing leverage. As of June 30, 2024, the interest rate on the 2022 Revolver was 6.88%. Based on our current leverage ratio, the revolver has initial interest rate of SOFR plus 1.60% and a 10 basis point credit spread adjustment. In addition, we entered into interest rate swaps to fix the interest rates on the Term Loan. The Term Loan with the swaps has the following interest rates:
The 2022 Facility also has a pricing provision where the applicable margin can be adjusted by an aggregate 0.02% per annum based on the Company’s performance on certain sustainability performance targets. Base Rate means, for any day, the higher of: (a) the Administrative Agent’s prime commercial rate, (b) the sum of (i) the rate per annum equal to the weighted average of the rates on overnight federal funds transactions with members of the Federal Reserve System, as published by the Federal Reserve Bank of New York for such day, plus (ii) 0.50%, or (c) the sum of (i) Adjusted Term SOFR for a one-month tenor in effect on such day plus (ii) 1.10%. Adjusted Term SOFR means, for any such day, the sum of (i) the SOFR-based term rate for the day two (2) business days prior and (ii) 0.10%.
The 2022 Facility includes an accordion feature that will allow the Operating Partnership to increase the borrowing capacity by $200.0 million, upon the satisfaction of certain conditions. As of June 30, 2024, subject to any potential future paydowns or increases in the borrowing base, we have $115.0 million remaining availability under the 2022 Revolver. As of June 30, 2024, $400.0 million was drawn on the 2022 Facility and our unused borrowing capacity was $115.0 million, assuming that we use the proceeds of the 2022 Facility to acquire properties, or to repay debt on properties, that are eligible to be included in the unsecured borrowing base.
The Company, each direct and indirect material subsidiary of the Operating Partnership and any other subsidiary of the Operating Partnership that is a guarantor under any unsecured ratable debt will serve as a guarantor for funds borrowed by the Operating Partnership under the 2022 Facility. The 2022 Facility contains customary terms and conditions, including, without limitation, customary representations and warranties and affirmative and negative covenants including, without limitation, information reporting requirements, limitations on investments, acquisitions, loans and advances, mergers, consolidations and sales, incurrence of liens, dividends and restricted payments. In addition, the 2022 Facility contains certain financial covenants including the following:
As of June 30, 2024, our $179.22 million in secured debt was collateralized by properties with a carrying value of $270.5 million. Our loans contain restrictions that would require the payment of prepayment penalties for the acceleration of outstanding debt and are secured by deeds of trust on certain of our properties and by assignment of the rents and leases associated with those properties. As of June 30, 2024, we were in compliance with all loan covenants.
Scheduled maturities of our outstanding debt as of June 30, 2024 were as follows (in thousands):
|
Note 8 - Derivatives and Hedging Activities |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes to Financial Statements | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Text Block] |
8. DERIVATIVES AND HEDGING ACTIVITIES
The fair value of our interest rate swaps is as follows (in thousands):
On March 31, 2023, we, through our Operating Partnership, entered into an interest rate swap of $50 million (“Revolver Swap”) with Bank of Montreal that fixed the unhedged portion of the variable rate debt at 3.71%. Pursuant to the terms of the agreement governing the interest rate swap, Bank of Montreal assigned $10.0 million of the swap to U.S. Bank, $10.0 million of the swap to Capital One, $12.5 million of the swap to SunTrust Bank, and $2.5 million of the swap to Associated Bank. The swap began on March 31, 2023 and will mature on September 16, 2026. We designated the interest rate swap as a cash flow hedge with the effective portion of the changes in fair value recorded in comprehensive income (loss) and subsequently reclassified into earnings in the period that the hedged transaction affects earnings. The Company does not expect any amount of the existing gains or losses to be reclassified into earnings within the next 12 months.
On September 16, 2022, we, through our Operating Partnership, entered an interest rate swap with Bank of Montreal that fixed the unhedged SOFR portion of Term Loan under the 2022 Facility at 3.32%. The notional amount of the swap begins at $100 million on October 29, 2022, and increases to $265 million on February 1, 2024, maturing on January 31, 2028. Pursuant to the terms of the agreement governing the interest rate swap, Bank of Montreal assigned beginning and ending notionals of $20.7 million and $54.8 million of the swap, respectively, to U.S. Bank, National Association, beginning and ending notionals of $25.4 million and $67.2 million of the swap, respectively, to Truist Bank, beginning and ending notionals of $20.7 million and $54.8 million of the swap, respectively, to Capital One, National Association, and beginning and ending notionals of $5.9 million and $15.7 million of the swap, respectively, to Associated Bank. See Note 7 (Debt) for additional information regarding the 2022 Facility. We designated the interest rate swap as a cash flow hedge with the effective portion of the changes in fair value recorded in comprehensive income (loss) and subsequently reclassified into earnings in the period that the hedged transaction affects earnings. The Company does not expect any amount of the existing gains or losses to be reclassified into earnings within the next 12 months.
On January 31, 2019, we, through our Operating Partnership, entered into an interest rate swap of $165 million with Bank of Montreal that fixed the LIBOR portion of our $165 million term loan under the 2019 Facility at 2.43%. Pursuant to the terms of the agreement governing the interest rate swap, Bank of Montreal assigned $32.6 million of the swap to U.S. Bank, National Association, $29.4 million of the swap to Regions Bank, $40.0 million of the swap to SunTrust Bank, and $15.0 million of the swap to Associated Bank. Effective September 7, 2022, Regions Bank novated $29.4 million of the swap to Bank of Montreal. See Note 7 (Debt) for additional information regarding the 2019 Facility. The swap began on February 8, 2021 and matured on January 31, 2024. Effective September 16, 2022, our contracts indexed to LIBOR were converted to SOFR. We designated the interest rate swap as a cash flow hedge with the effective portion of the changes in fair value to be recorded in comprehensive income (loss) and subsequently reclassified into earnings in the period that the hedged transaction affects earnings.
A summary of our interest rate swap activity is as follows (in thousands):
|
Note 9 - Earnings Per Share |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes to Financial Statements | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Earnings Per Share [Text Block] |
9. EARNINGS PER SHARE
Basic earnings per share for our common shareholders is calculated by dividing net income excluding the net income attributable to unvested restricted common shares and the net income attributable to noncontrolling interests, by our weighted average common shares outstanding during the period. Diluted earnings per share is computed by dividing the net income attributable to common shareholders, excluding the net income attributable to unvested restricted common shares and the net income attributable to noncontrolling interests, by the weighted average number of common shares including any dilutive unvested restricted common shares.
Certain of our performance-based restricted common shares are considered participating securities that require the use of the two-class method for the computation of basic and diluted earnings per share. During the three months ended June 30, 2024 and 2023,649,200 and 694,297 OP units, respectively, were excluded from the calculation of diluted earnings per share because their effect would be anti-dilutive, and during the six months ended June 30, 2024 and 2023, 656,411 and 694,298 OP units, respectively, were excluded from the calculation of diluted earnings per share because their effect would be anti-dilutive
|
Note 10 - Income Taxes |
6 Months Ended |
---|---|
Jun. 30, 2024 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] |
10. INCOME TAXES
With the exception of our taxable REIT subsidiaries, federal income taxes are generally not provided because we intend to and believe we continue to qualify as a REIT under the provisions of the Internal Revenue Code of 1986, as amended (the “Code”), and because we have distributed and intend to continue to distribute all of our taxable income to our shareholders. As a REIT, we must distribute at least 90% of our REIT taxable income to our shareholders and meet certain income sources and investment restriction requirements. In addition, REITs are subject to a number of organizational and operational requirements. If we fail to qualify as a REIT in any taxable year, we will be subject to federal income tax (including any applicable alternative minimum tax) on our taxable income at regular corporate tax rates.
We are subject to the Texas Margin Tax, which is computed by applying the applicable tax rate (0.75% for us) to the profit margin, which generally will be determined for us as total revenue less a 30% standard deduction. Although the Texas Margin Tax is not an income tax, FASB ASC 740, “Income Taxes” applies to the Texas Margin Tax. For the three months ended June 30, 2024 and 2023, we recognized approximately $ 111,000 and $ 125,000, respectively, in margin tax provision, and for the six months ended June 30, 2024 and 2023, we recognized approximately $ 231,000 and $ 244,000, respectively.
|
Note 11 - Equity |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes to Financial Statements | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Equity [Text Block] |
11. EQUITY
Common Shares
Under our declaration of trust, as amended, we have authority to issue up to 400,000,000 common shares of beneficial interest, $0.001 par value per share, and up to 50,000,000 preferred shares of beneficial interest, $0.001 par value per share.
Equity Offerings
On May 20, 2022, our universal shelf registration statement on Form S-3 was declared effective by the SEC, which registers the issuance and sale by us of up to $500 million in securities from time to time, including common shares, preferred shares, debt securities, depositary shares and subscription rights.
On September 9, 2022, we entered into eleven equity distribution agreements for an at-the-market equity distribution program (the “2022 equity distribution agreements”) providing for the issuance and sale of up to an aggregate of $100 million of the Company’s common shares pursuant to our Registration Statement on Form S-3 (File No. 333-264881). Actual sales will depend on a variety of factors determined by us from time to time, including (among others) market conditions, the trading price of our common shares, capital needs and our determinations of the appropriate sources of funding for us, and were made in transactions that will be deemed to be “at-the-market” offerings as defined in Rule 415 under the Securities Act. We have no obligation to sell any of our common shares and can at any time suspend offers under the 2022 equity distribution agreements or terminate the 2022 equity distribution agreements.
We have in the past, and expect to in the future, enter into at-the-market equity distribution programs providing for the issuance and sale of common shares. Actual sales will depend on a variety of factors determined by us from time to time, including (among others) market conditions, the trading price of our common shares, capital needs and our determinations of the appropriate sources of funding for us, and were made in transactions that will be deemed to be “at-the-market” offerings as defined in Rule 415 under the Securities Act of 1933, as amended (the "Securities Act"). For the three and six months ended June 30, 2024 and 2023, we did not sell shares under the equity distribution agreements.
Operating Partnership Units
Substantially all of our business is conducted through our Operating Partnership. We are the sole general partner of the Operating Partnership. As of June 30, 2024, we owned a 98.7% interest in the Operating Partnership.
Limited partners in the Operating Partnership holding OP units have the right to redeem their OP units for cash or, at our option, common shares at a ratio of and 98.6% for the three months ended June 30, 2024 and 2023, respectively, and approximately 98.7% and 98.6% for the six months ended June 30, 2024 and 2023, respectively. During the three months ended June 30, 2024 and 2023, 0 and 864 OP units, respectively, were redeemed for an equal number of common shares, and during the six months ended June 30, 2024 and 2023, 43,747 and 875 OP units, respectively, were redeemed for an equal number of common shares. OP unit for one common share. Distributions to OP unit holders are paid at the same rate per unit as distributions per share to holders of Whitestone common shares. As of June 30, 2024 and December 31, 2023, there were 50,592,627 and 50,182,938 OP units outstanding, respectively. We owned 49,943,427 and 49,489,991 OP units as of June 30, 2024 and December 31, 2023, respectively. The balance of the OP units is owned by third parties, including certain members of our Board of Trustees. Our weighted average share ownership in the Operating Partnership was approximately 98.7%
Distributions
The following table summarizes the cash distributions paid or payable to holders of common shares and to holders of noncontrolling OP units during each quarter of 2023 and the six months ended June 30, 2024 (in thousands, except per share/per OP unit data):
|
Note 12 - Incentive Share Plan |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes to Financial Statements | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Share-Based Payment Arrangement [Text Block] |
12. INCENTIVE SHARE PLAN
The Company’s 2008 Long-Term Equity Incentive Plan (as amended, the “2008 Plan”) expired in July 2018. At the Company’s annual meeting of shareholders on May 11, 2017, our shareholders voted to approve the 2018 Long-Term Equity Incentive Ownership Plan (the “2018 Plan”). The 2018 Plan provides for the issuance of up to 3,433,831 common shares and OP units pursuant to awards under the 2018 Plan. The 2018 Plan became effective on July 30, 2018, which is the day after the 2008 Plan expired.
The Compensation Committee administered the 2008 Plan and administers the 2018 Plan except, in each case, with respect to awards to non-employee trustees, for which the 2008 Plan was and the 2018 Plan is administered by the Board of Trustees. The Compensation Committee is authorized to grant share options, including both incentive share options and non-qualified share options, as well as share appreciation rights, either with or without a related option. The Compensation Committee is also authorized to grant restricted common shares, restricted common share units, performance awards and other share-based awards. On September 6, 2017, the Compensation Committee approved the grant of an aggregate of 965,000 performance-based restricted common share units under the 2008 Plan which only vest immediately prior to the consummation of a Change in Control (as defined in the 2008 Plan) that occurs on or before September 30, 2024 (the “CIC Units”) to certain of our employees. Continued employment is required through the vesting date. If a Change in Control does not occur on or before September 30, 2024, the CIC Units shall be immediately forfeited. The Company considers a Change in Control on or before September 30, 2024 to be improbable, and no expense has been recognized for the CIC Units. If a Change in Control occurs, any outstanding CIC Units would be expensed immediately on the date of the Change in Control using the grant date fair value. The grant date fair value for each CIC Unit of $13.05 was determined based on the Company’s closing share price on the grant date. As of June 30, 2024, 455,000 CIC Units remained outstanding.
On June 30, 2021, the Compensation Committee approved the grant of an aggregate of 433,200 TSR Units and 433,200 time-based restricted common share units under the 2018 Plan to certain of our employees. Vesting of the TSR Units is contingent upon achieving Total Shareholder Return relative to the peer group defined in the TSR Unit award agreements over a -year performance period. At the end of the performance period, the number of common shares awarded for each vested TSR Unit will vary from 0% to 200% depending on the Company’s TSR Peer Group Ranking. Continued employment is required through the vesting date. The grant date fair value for each TSR Unit of $4.17 was determined using the Monte Carlo simulation method and is being recognized as share-based compensation expense ratably from the June 30, 2021 grant date to the end of the performance period, December 31, 2023. The Monte Carlo simulation model utilizes multiple input variables that determine the probability of satisfying the market condition stipulated in the award grant and calculates the fair value of the award. Expected volatilities utilized in the model were estimated using a historical period consistent with the performance period of approximately years. The risk-free interest rate was based on the United States Treasury rate for a term commensurate with the expected life of the grant. The time-based restricted common share units have a grant date fair value of $7.51 and vest annually in equal installments. The 433,200 TSR Units granted on June 30, 2021 include 111,465 TSR Units that will be converted into the right to receive cash in the amount of the fair market value of the common shares to the extent that common shares are not available for issuance under the 2018 Plan. On January 1, 2024, the remaining unvested 210,400 TSR units that were granted on June 30, 2021 vested at 200% achievement into 420,800 common shares.
On September 30, 2021, the Compensation Committee approved the grant of an aggregate of 5,500 time-based restricted common share units under the 2018 Plan to certain of our employees. The time-based common share units had a grant date fair value of $9.06 each and vest annually in equal installments.
On March 28, 2022, the Compensation Committee approved the grant of an aggregate of 162,556 TSR Units and 162,556 time-based restricted common share units under the 2018 Plan to certain of our employees. Vesting of the TSR Units is contingent upon achieving Total Shareholder Return relative to the peer group defined in the TSR Unit award agreements over a -year performance period. At the end of the performance period, the number of common shares awarded for each vested TSR Unit will vary from 0% to 200% depending on the Company’s TSR Peer Group Ranking. Continued employment is required through the vesting date. The grant date fair value for each TSR Unit of $13.74 was determined using the Monte Carlo simulation method and is being recognized as share-based compensation expense ratably from the June 30, 2022 grant date to the end of the performance period, December 31, 2024. The Monte Carlo simulation model utilizes multiple input variables that determine the probability of satisfying the market condition stipulated in the award grant and calculates the fair value of the award. Expected volatilities utilized in the model were estimated using a historical period consistent with the performance period of approximately years. The risk-free interest rate was based on the United States Treasury rate for a term commensurate with the expected life of the grant. The time-based restricted common share units have a grant date fair value of $9.94 and vest annually in three equal installments.
On March 7, 2023, the Compensation Committee approved the grant of an aggregate of 228,025 TSR Units and 228,025 time-based restricted common share units under the 2018 Plan to certain of our employees. Vesting of the TSR Units is contingent upon achieving Total Shareholder Return relative to the peer group defined in the TSR Unit award agreements over a -year performance period. At the end of the performance period, the number of common shares awarded for each vested TSR Unit will vary from 0% to 200% depending on the Company’s TSR Peer Group Ranking. Continued employment is required through the vesting date. The grant date fair value for each TSR Unit of $9.55 was determined using the Monte Carlo simulation method and is being recognized as share-based compensation expense ratably from the June 30, 2023 grant date to the end of the performance period, December 31, 2025. The Monte Carlo simulation model utilizes multiple input variables that determine the probability of satisfying the market condition stipulated in the award grant and calculates the fair value of the award. Expected volatilities utilized in the model were estimated using a historical period consistent with the performance period of approximately three years. The risk-free interest rate was based on the United States Treasury rate for a term commensurate with the expected life of the grant. The time-based restricted common share units have a grant date fair value of $8.72 and vest annually in three equal installments.
On March 4, 2024, the Compensation Committee approved the grant of an aggregate of 203,518 TSR Units and 169,065 time-based restricted common share units under the 2018 Plan to certain of our employees. Vesting of the TSR Units is contingent upon achieving Total Shareholder Return relative to the peer group defined in the TSR Unit award agreements over a three-year performance period. At the end of the performance period, the number of common shares awarded for each vested TSR Unit will vary from 0% to 200% depending on the Company’s TSR Peer Group Ranking. Continued employment is required through the vesting date. The grant date fair value for each TSR Unit of $15.12 was determined using the Monte Carlo simulation method and is being recognized as share-based compensation expense ratably from the June 30, 2024 grant date to the end of the performance period, December 31, 2026. The Monte Carlo simulation model utilizes multiple input variables that determine the probability of satisfying the market condition stipulated in the award grant and calculates the fair value of the award. Expected volatilities utilized in the model were estimated using a historical period consistent with the performance period of approximately three years. The risk-free interest rate was based on the United States Treasury rate for a term commensurate with the expected life of the grant. The time-based restricted common share units have a grant date fair value of $12.29 and vest annually in three equal installments.
A summary of the share-based incentive plan activity as of and for the six months ended June 30, 2024 is as follows:
A summary of our non-vested and vested shares activity for the six months ended June 30, 2024 and years ended December 31, 2023 and 2022 is presented below:
Total compensation recognized in earnings for share-based payments was $888,000 and $800,000 for the three months ended June 30, 2024 and 2023, respectively, and $1,824,000 and $1,629,000 for the six months ended June 30, 2024 and 2023, respectively.
Based on our current financial projections, we expect approximately 100% of the unvested awards, exclusive of 455,000 CIC Units, to vest over the next 36 months. As of June 30, 2024, there was approximately $4.8 million in unrecognized compensation cost related to outstanding non-vested TSR Units, which are expected to vest over a period of 30 months, and approximately $3.9 million in unrecognized compensation cost related to outstanding non-vested time-based shares, which are expected to be recognized over a period of approximately 36 months beginning on July 1, 2024.
We expect to record approximately $4.5 million in non-cash share-based compensation expense in 2024 and $6.3 million subsequent to 2024. The unrecognized share-based compensation cost is expected to vest over a weighted average period of 27 months. The dilutive impact of the performance-based shares will be included in the denominator of the earnings per share calculation beginning in the period that the performance conditions are expected to be met. The dilutive impact of the TSR Units is based on the Company’s TSR Peer Group Ranking as of the reporting date and weighted according to the number of days outstanding in the period. As of June 30, 2024, the TSR Peer Group Ranking called for attainment of 200%, 200%, and 200% for the shares issued in 2022, 2023, and 2024, respectively. The dilutive impact of the CIC Units is based on the probability of a Change in Control. Because the Company considers a Change in Control on or before September 30, 2024 to be improbable, no CIC Units are included in the Company’s dilutive shares.
|
Note 13 - Grants to Trustees |
6 Months Ended |
---|---|
Jun. 30, 2024 | |
Notes to Financial Statements | |
Trustee Incentive Shares [Text Block] |
13. GRANTS TO TRUSTEES
On December 20, 2023, independent trustees and trustee emeritus were granted a total of 24,134 common shares, which vest immediately and are prorated based on date appointed. The 24,134 common shares granted to our trustees had a grant fair value of $12.44 per share. The fair value of the shares granted during the year ended December 31, 2023 was determined using quoted prices available on the date of grant.
|
Note 14 - Segment Information |
6 Months Ended |
---|---|
Jun. 30, 2024 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] |
14. SEGMENT INFORMATION
Historically, our management has not differentiated results of operations by property type or location and, therefore, does not present segment information.
|
Note 15 - Real Estate |
6 Months Ended |
---|---|
Jun. 30, 2024 | |
Notes to Financial Statements | |
Real Estate Disclosure [Text Block] |
15. REAL ESTATE
Property Acquisitions.
On April 5, 2024, we acquired Scottsdale Commons, a property that meets our Community Centered Property® strategy, for $22.2 million in cash and net prorations. Scottsdale Commons, a 69,482 square foot property, was 96.6% leased at the time of purchase and is located in Scottsdale, Arizona. The funding for this acquisition was provided by the Company's credit facility.
On April 1, 2024, we acquired Anderson Arbor Pad, a development parcel that meets our Community Centered Property® strategy, for $0.9 million in cash and net prorations. Anderson Arbor Pad is located in Austin, Texas.
On February 20, 2024, we acquired Garden Oaks Shopping Center, a property that meets our Community Centered Property® strategy, for $27.2 million in cash and net prorations. Garden Oaks Shopping Center, a 106,858 square foot property, was 95.8% leased at the time of purchase and is located in Houston, Texas.
On June 12, 2023, we acquired Arcadia Towne Center, a property that meets our Community Centered Property® strategy, for $25.5 million in cash and net prorations. Arcadia Towne Center, a 69,503 square foot property, was 100% leased at the time of purchase and is located in Phoenix, Arizona.
Property dispositions.
On March 27, 2024, we completed the sale of Mercado at Scottsdale Ranch, located in Phoenix, Arizona, for $26.5 million. We recorded a gain on sale of $6.6 million. We have not included Mercado at Scottsdale Ranch in discontinued operations as it did not meet the definition of discontinued operations.
On December 20, 2023, we completed the sale of Spoerlein Commons, located in Buffalo Grove, Illinois, for $7.4 million. We recorded a loss on sale of $0.7 million. We have not included Spoerlein in discontinued operations as it did not meet the definition of discontinued operations.
On June 30, 2023, we completed the sale of Westchase, located in Houston, Texas, for $7.8 million. We recorded a gain on sale of $4.6 million. We have not included Westchase in discontinued operations as it did not meet the definition of discontinued operations.
On June 30, 2023, we completed the sale of Sunridge, located in Houston, Texas, for $6.7 million. We recorded a gain on sale of $5.0 million. We have not included Sunridge in discontinued operations as it did not meet the definition of discontinued operations.
|
Note 16 - Related Party Transactions |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes to Financial Statements | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions Disclosure [Text Block] |
16. RELATED PARTY TRANSACTIONS
Former Executives, Trustee, and Their Ownership Interests in Pillarstone REIT. Prior to his employment termination on January 18, 2022, Mr. James C. Mastandrea, the former Chairman and Chief Executive Officer of Whitestone REIT, also served as the Chairman and Chief Executive Officer of Pillarstone REIT and beneficially owns approximately 66.7% of the outstanding equity in Pillarstone REIT (when calculated in accordance with Rule 13d-3(d)(1) under the Exchange Act of 1934, as amended (the “Exchange Act”)). He resigned as a member of the Board of Whitestone REIT on April 18, 2022. Prior to his employment termination on February 9, 2022, Mr. John J. Dee, the Company’s former Chief Operating Officer and Corporate Secretary, also served as the Senior Vice President and Chief Financial Officer of Pillarstone REIT and beneficially owns approximately 20.0% of the outstanding equity in Pillarstone REIT (when calculated in accordance with Rule 13d-3(d)(1) under the Exchange Act). In addition, Mr. Paul T. Lambert, a Trustee of the Company, until expiration of his term on May 12, 2023, also served as a Trustee of Pillarstone REIT.
Pillarstone OP. In connection with the Contribution, Whitestone TRS, Inc., a subsidiary of the Company (“Whitestone TRS”), entered into a management agreement with the entities that own the contributed Pillarstone Properties (collectively, the “Management Agreements”). Pursuant to the Management Agreements, Whitestone TRS agreed to provide certain property management, leasing and day-to-day advisory and administrative services. The Management Agreements were terminated on August 18, 2022.
The Company previously accounted for its investment in Pillarstone OP using the equity method. However, subsequent to January 25, 2024, the Company ceased utilizing the equity method following the exercise of its notice of redemption for the majority of its investment in Pillarstone OP.
The following table presents the revenue and expenses with Pillarstone OP included in our consolidated statements of operations and comprehensive income for the three and six months ended June 30, 2024 and 2023 (in thousands):
|
Note 17 - Commitments and Contingencies |
6 Months Ended |
---|---|
Jun. 30, 2024 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] |
17. COMMITMENTS AND CONTINGENCIES
Guarantor for Pillarstone OP’s Loan
The Company had a limited guarantee on Pillarstone OP’s loan for its Uptown Tower property located in Dallas, Texas, with an aggregate principal amount of $14.4 million as of September 30, 2023. The guarantee was a so-called "bad boy" carve-out guarantee, which is generally only applicable if and when the borrower engages in acts such as fraud, prohibited transfers, breaches of material representations, environmental matters, and bankruptcy. The debt matured on October 4, 2023, and was in default, as Pillarstone OP failed to refinance the loan. The loan was also secured by the Uptown Tower property. On October 24, 2023, the Lender provided notice of a planned foreclosure sale on December 5, 2023. The Lender also claimed that an additional sum of $4.6 million was due which included default interest of approximately $6.3 million and net credits from escrowed funds and other charges of approximately $1.7 million.
On December 1, 2023, the Company reached an agreement with the Lender that would avoid foreclosure and secure the release of the lien and discharge of the guarantee, and the Company negotiated and satisfied a payoff as of December 4, 2023, in the amount of $13,632,764 (the “DPO Amount”). The DPO Amount included a compromise settlement of approximately $1,688,000 for the disputed default interest and other fees. The Company's share of it was recorded in the 4th quarter of fiscal year 2023 in the financial statement line equity (deficit) in earnings of real estate partnership. Per the agreement, this payment would satisfy the Loan. The Company wired the DPO Amount to Lender on December 4, 2023, with accompanying releases as required by Lender, fully satisfying the agreement.
On December 1, 2023, Pillarstone OP authorized and filed the Chapter 11 bankruptcy of its special purpose entity borrower that owns Uptown Tower, in the United States Bankruptcy Court for the Northern District of Texas. On January 25, 2024, the Company exercised its notice of redemption for substantially all of its investment in Pillarstone OP. On February 9, 2024, the Lender filed suit in New York County against the guarantor Whitestone OP and the Company for alleged amounts due under the guarantee. On March 4, 2024, Pillarstone REIT authorized and filed the Chapter 11 bankruptcy of itself, Pillarstone OP, and the remainder of its special purpose entities in the United States Bankruptcy Court for the Northern District of Texas (the “Pillarstone Bankruptcies”).
On April 24, 2024, the lender and Pillarstone OP filed a motion with the bankruptcy court seeking approval to settle the dispute and dismiss their mutual lawsuits including the lawsuit by the lender against the Company as Guarantor of the loan. On or before June 10, 2024, Pillarstone OP agreed to pay to the lender the sum of $1,123,950.24 plus all attorneys’ fees and costs (not to exceed $20,000.00) incurred by the lender from April 10, 2024 through the date of receipt of such payment. Upon timely receipt of the cash payment from Pillarstone OP, the lender applied the tendered to it by Whitestone REIT Operating Partnership, L.P., and the guaranty was subsequently released. The Company is pursuing collection of the DPO amount from Pillarstone in the Pillarstone Bankruptcies through a subrogation claim against Pillarstone OP.
Litigation between the Company and Pillarstone REIT
On September 16, 2022, Pillarstone Capital REIT and Pillarstone Capital REIT Operating Partnership, L.P. filed suit against the Company and certain of its subsidiaries (Whitestone TRS, Inc. and Whitestone REIT Operating Partnership, L.P.) along with certain of its executives (Peter Tropoli, Christine Mastandrea, and David Holeman) in the District Court of Harris County, Texas, alleging claims relating to the limited partnership agreement between Pillarstone Capital REIT and Whitestone REIT Operating Partnership, as well as the termination of Management Agreements between Pillarstone Capital REIT Operating Partnership, L.P. and Whitestone TRS, Inc. On November 25, 2022, the claims against Peter Tropoli, Christine Mastandrea and David Holeman were dismissed. The claimants seek monetary relief in excess of $1,000,000 in damages and equitable relief. However, the Company denies the claims, has substantial legal and factual defenses against the claims, and intends to vigorously defend against the claims. The Company does not believe a probable loss will be incurred, nor does it anticipate a material adverse effect on its financial position, results of operations, cash flows or liquidity. Therefore, the Company has not recorded a charge as a result of this action.
Former COO Litigation
On May 9, 2023, the Company’s former COO, John Dee, filed suit against the Company in the District Court of Harris County, Texas, purporting to assert claims for breach of his change-in-control agreement arising from the Company’s termination of its former CEO James Mastandrea for cause, and is seeking monetary relief in excess of $1,000,000 in damages and equitable relief. The Company denies the claims, has substantial legal and factual defenses against the claims, and intends to vigorously defend against the claims. The Company does not believe a probable loss will be incurred, nor does it anticipate a material adverse effect on its financial position, results of operations, cash flows or liquidity. Therefore, the Company has not recorded a charge as a result of this action.
Former CEO Litigation
On February 23, 2022, the Company’s former CEO, James Mastandrea, filed suit against the Company and certain of its trustees (Nandita Berry, Jeff Jones, Jack Mahaffey, and David Taylor) and officers (David Holeman, Christine Mastandrea, Peter Tropoli) in the District Court of Harris County, Texas, alleging $25 million in damages and equitable relief claims relating to the termination of his employment, including breach of his employment contract, negligence, tortious interference with contract, civil conspiracy, and declaratory judgment. On September 12, 2022, the claim for breach of fiduciary duty was dismissed and a claim for negligence was added (as to the trustee defendants).
On December 6, 2023, the 215th District Court of Harris County granted summary judgement and dismissed all claims against the Company related to the termination of Mr. Mastandrea. The court also dismissed all claims against certain of the Company’s trustees and officers. The dismissal is subject to appeal. A trial to adjudicate the Company’s counter-claims against Mr. Mastandrea for breach of fiduciary duty, theft, and conversion of company property remains.
Pillarstone Rights Plan
On December 26, 2021, the Board of Trustees of Pillarstone REIT adopted a new shareholder rights agreement (the “Pillarstone Rights Agreement”). Because Pillarstone REIT sought to use the Pillarstone Rights Agreement to prevent Whitestone OP from exercising its contractual Redemption Right, on July 12, 2022, Whitestone OP filed suit against Pillarstone REIT in the Court of Chancery of the State of Delaware challenging the Pillarstone Rights Agreement.
On September 8, 2022, Whitestone OP’s Motion to Preserve the Status Quo was granted by the Court, limiting Pillarstone OP from engaging in any acts outside the ordinary course of business and otherwise imposing restrictions on Pillarstone OP to ensure that Whitestone’s right of redemption is not impaired while the underlying dispute is being considered by the Court.
On January 25, 2024, the Delaware Court of Chancery: held that Pillarstone breached the implied covenant of good faith and fair dealing when it adopted the Pillarstone Rights Agreement that thwarted Whitestone OP from exercising the unfettered contractual redemption right it obtained in connection with its investment in the partnership; and the Court held that the Rights Plan was unenforceable as to the limited partner and allowed Whitestone OP to exercise its redemption right; allowed Pillarstone to determine the current value of the Partnership’s assets; and, as necessary, later enter a monetary judgment against Pillarstone for the difference between the amount Whitestone would have received in or around December 2021 and the current value.
On January 25, 2024, the Company exercised its notice of redemption for substantially all of its investment in Pillarstone OP.
On March 4, 2024, Pillarstone REIT authorized and filed the Chapter 11 bankruptcy of itself, Pillarstone OP, and the remainder of its special purpose entities in the United States Bankruptcy Court for the Northern District of Texas.
As of the date of this filing, Whitestone has not received consideration for its redemption of its equity investment in Pillarstone OP as required by the partnership agreement. The Company has filed a claim in the Pillarstone Bankruptcies for the value of its redemption claim along with interest and other costs. We intend to pursue collection of amounts due from Pillarstone OP through all means necessary and while we do not know the ultimate amount to be collected, we believe the amount will be in excess of the current carrying value of our equity investment in Pillarstone OP.
We are subject to various legal proceedings and claims that arise in the ordinary course of business. These matters are generally covered by insurance. While the resolution of these matters cannot be predicted with certainty, management believes the final outcome of such matters will not have a material adverse effect on our financial position, results of operations, cash flows or liquidity.
|
Note 18 - Subsequent Events |
6 Months Ended |
---|---|
Jun. 30, 2024 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] |
18. SUBSEQUENT EVENTS
None.
|
Insider Trading Arrangements |
3 Months Ended | 6 Months Ended |
---|---|---|
Jun. 30, 2024 |
Jun. 30, 2024 |
|
Insider Trading Arr Line Items | ||
Material Terms of Trading Arrangement [Text Block] |
During the three months ended June 30, 2024, trustee or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K. |
|
Rule 10b5-1 Arrangement Adopted [Flag] | false | |
Rule 10b5-1 Arrangement Terminated [Flag] | false | |
Non-Rule 10b5-1 Arrangement Terminated [Flag] | false | |
Non-Rule 10b5-1 Arrangement Adopted [Flag] | false |
Significant Accounting Policies (Policies) |
6 Months Ended |
---|---|
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Basis of Consolidation. We are the sole general partner of the Operating Partnership and possess full legal control and authority over the operations of the Operating Partnership. As of June 30, 2024 and December 31, 2023, we owned a majority of the partnership interests in the Operating Partnership. Consequently, the accompanying consolidated financial statements include the accounts of the Operating Partnership.
Noncontrolling interest in the accompanying consolidated financial statements represents the share of equity and earnings of the Operating Partnership allocable to holders of partnership interests other than us. Net income or loss is allocated to noncontrolling interests based on the weighted-average percentage ownership of the Operating Partnership during the period. Issuance of additional common shares of beneficial interest in Whitestone (the “common shares”) and units of limited partnership interest in the Operating Partnership that are convertible into cash or, at our option, common shares on a -for-one basis (the “OP units”) changes the percentage of ownership interests of both the noncontrolling interests and Whitestone.
|
Equity Method Investments [Policy Text Block] | Estimates regarding Pillarstone OP’s financial condition and results of operations. We rely on the reports furnished by our third-party partners for financial information regarding the Company’s investment in Pillarstone OP. As of June 30, 2024 and December 31, 2023, Pillarstone OP’s financial statements have not been made accessible to us. Consequently, we have estimated the financial status and operational outcomes of Pillarstone OP based on the information accessible to us at the time of this report.
Equity Method. In compliance with Accounting Standards Update (“ASU”) 2014-09 (“Topic 606”) and Accounting Standards Codification (“ASC”) 610, “Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets,” the Company previously accounted for its investment in Pillarstone OP using the equity method. However, subsequent to January 25, 2024, the Company ceased utilizing the equity method following the exercise of its notice of redemption for substantially all of its investment in Pillarstone OP. Please refer to Note 6 to the accompanying consolidated financial statements for the full disclosure.
|
Basis of Accounting, Policy [Policy Text Block] | Basis of Accounting. Our financial records are maintained on the accrual basis of accounting whereby revenues are recognized when earned and expenses are recorded when incurred.
|
Use of Estimates, Policy [Policy Text Block] | Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates that we use include the estimated fair values of properties acquired, the estimated useful lives for depreciable and amortizable assets and costs, the grant date fair value of common share units included in share-based compensation expense, the estimated allowance for doubtful accounts, the estimated fair value of interest rate swaps, the estimates supporting our impairment analysis for the carrying values of our real estate assets, and the estimates made regarding Pillarstone REIT Operating Partnership LP’s financial condition and results of operations. Actual results could differ from those estimates.
|
Reclassification, Comparability Adjustment [Policy Text Block] | Reclassifications. We have reclassified certain prior period amounts in the accompanying consolidated financial statements in order to be consistent with the current period presentation. These reclassifications had no effect on net income, total assets, total liabilities or equity.
|
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block] | Restricted Cash. We classify all cash pledged as collateral to secure certain obligations and all cash whose use is limited as restricted cash. During 2015, pursuant to the terms of our $15.1 million 4.99% Note, due January 6, 2024 (see Note 7 (Debt)), which was collateralized by our Anthem Marketplace property, we were required by the lenders thereunder to establish a cash management account controlled by the lenders to collect all amounts generated by our Anthem Marketplace property in order to collateralize such promissory note. The note was paid off in January 2024. As of June 30, 2024, we had no restricted cash.
|
Derivatives, Policy [Policy Text Block] | Derivative Instruments and Hedging Activities. We utilize derivative financial instruments, principally interest rate swaps, to manage our exposure to fluctuations in interest rates. We have established policies and procedures for risk assessment, and the approval, reporting and monitoring of derivative financial instruments. We recognize our interest rate swaps as cash flow hedges with the effective portion of the changes in fair value recorded in comprehensive income (loss) and subsequently reclassified into earnings in the period that the hedged transaction affects earnings. Any ineffective portion of a cash flow hedges’ change in fair value is recorded immediately into earnings. Our cash flow hedges are determined using Level 2 inputs under ASC 820, “Fair Value Measurements and Disclosures.” Level 2 inputs represent quoted prices in active markets for similar assets or liabilities; quoted prices in markets that are not active; and model-derived valuations in which significant inputs and significant value drivers are observable. As of June 30, 2024, we consider our cash flow hedges to be highly effective.
|
Real Estate Held for Development and Sale, Policy [Policy Text Block] | Development Properties. Land, buildings and improvements are recorded at cost. Expenditures related to the development of real estate are carried at cost which includes capitalized carrying charges and development costs. Carrying charges (interest, real estate taxes, loan fees, and direct and indirect development costs related to buildings under construction) are capitalized as part of construction in progress. The capitalization of such costs ceases when the property, or any completed portion, becomes available for occupancy. For the three months ended June 30, 2024, approximately $ 150,000 and $ 61,000 in interest expense and real estate taxes, respectively, were capitalized, and for the six months ended June 30, 2024, approximately $ 284,000 and $ 122,000 in interest expense and real estate taxes, respectively, were capitalized. For the three months ended June 30, 2023, approximately $ 137,000 and $ 72,000 in interest expense and real estate taxes, respectively, were capitalized and for the six months ended June 30, 2023, approximately $ 271,000 and $ 145,000 in interest expense and real estate taxes, respectively, were capitalized..
|
Share-Based Payment Arrangement [Policy Text Block] | Share-Based Compensation. From time to time, we award nonvested restricted common share awards or restricted common share unit awards, which may be converted into common shares, to executive officers and employees under our 2018 Long-Term Equity Incentive Ownership Plan (the “2018 Plan”). Awarded shares and units vest when certain performance conditions are met. We recognize compensation expense when achievement of the performance conditions is probable based on management’s most recent estimates using the fair value of the shares as of the grant date. We recognized $ 888,000 and $ 800,000 in share-based compensation net of forfeitures for the three months ended June 30, 2024 and 2023, respectively, and we recognized $ 1,824,000 and $ 1,629,000 in share-based compensation net of forfeitures for the six months ended June 30, 2024 and 2023, respectively.
|
Consolidation, Subsidiaries or Other Investments, Consolidated Entities, Policy [Policy Text Block] | Noncontrolling Interests. Noncontrolling interests are the portion of equity in a subsidiary not attributable to a parent. Accordingly, we have reported noncontrolling interests in equity on the consolidated balance sheets but separate from Whitestone’s equity. On the consolidated statements of operations and comprehensive income, subsidiaries are reported at the consolidated amount, including both the amount attributable to Whitestone and noncontrolling interests. The consolidated statements of changes in equity is included for quarterly financial statements, including beginning balances, activity for the period and ending balances for shareholders’ equity, noncontrolling interests and total equity.
|
Receivable [Policy Text Block] | Accrued Rents and Accounts Receivable. Included in accrued rents and accounts receivable are base rents, tenant reimbursements and receivables attributable to recording rents on a straight-line basis. We review the collectability of charges under our tenant operating leases on a regular basis, taking into consideration changes in factors such as the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area where the property is located. We recognize an adjustment to rental revenue if we deem it probable that the receivable will not be collected. Our review of collectability under our operating leases includes any accrued rental revenues related to the straight-line method of reporting rental revenue. As of June 30, 2024 and December 31, 2023, we had an allowance for uncollectible accounts of $14.0 million and $13.6 million, respectively. During the three months ending June 30, 2024 and 2023, we recorded an adjustment to rental revenue for bad debt, exclusive of straight-line rent reserve adjustments, resulting in a $0.09 million and $0.2 million decrease in revenue, respectively, and during the six months ending June 30, 2024 and 2023, we recorded an adjustment to rental revenue for bad debt, exclusive of straight-line rent reserve adjustment, in the amount of a $0.7 million and $0.6 million, respectively. Both adjustments resulted in a decrease in revenue. The three months ended June 30, 2024 included 18 cash basis tenants, resulting in an increase to rental revenue for straight-line rent adjustments of $0.008 million and a decrease to rental revenue for bad debt adjustments of $0.2 million. The three months ended June 30, 2023 included 18 cash basis tenants, resulting in an increase to rental revenue for straight-line rent adjustment of $0.1 million and a decrease to rental revenue for bad debt adjustments of $0.1 million, respectively. The six months ended June 30, 2024 included 18 cash basis tenants, resulting in a decrease to rental revenue for straight-line rent adjustments of $0.02 million and a decrease to rental revenue for bad debt adjustments of $0.4 million, and the six months ended June 30, 2023 included 18 cash basis tenants, resulting in a decrease to rental revenue for straight-line rent adjustments of $0.2 million and a decrease to rental revenue for bad debt adjustments of $0.3 million, respectively.
|
Revenue from Contract with Customer [Policy Text Block] | Revenue Recognition. All leases on our properties are classified as operating leases, and the related rental income is recognized on a straight-line basis over the terms of the related leases. Differences between rental income earned and amounts due per the respective lease agreements are capitalized or charged, as applicable, to accrued rents and accounts receivable. Percentage rents are recognized as rental income when the thresholds upon which they are based have been met. Recoveries from tenants for taxes, insurance, and other operating expenses are recognized as revenues in the period the corresponding costs are incurred. We combine lease and nonlease components in lease contracts, which includes combining base rent, recoveries, and percentage rents into a single line item, Rental, within the consolidated statements of operations and comprehensive income. Additionally, we have tenants who pay real estate taxes directly to the taxing authority. We exclude these costs paid directly by the tenant to third parties on our behalf from revenue recognized and the associated property operating expense.
Other property income primarily includes amounts recorded in connection with lease termination fees. We recognize lease termination fees in the year that the lease is terminated and collection of the fee is probable. Amounts recorded within other property income are accounted for at the point in time when control of the goods or services transfers to the customer and our performance obligation is satisfied.
See our Annual Report on Form 10-K for the year ended December 31, 2023 for further discussion on significant accounting policies.
|
Note 3 - Leases (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes Tables | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Lessor, Operating Lease, Payment to be Received, Maturity [Table Text Block] |
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Lessee, Lease, Liability, Maturity [Table Text Block] |
|
Note 4 - Accrued Rents and Accounts Receivable, Net (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes Tables | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] |
|
Note 5 - Unamortized Lease Commissions, Legal Fees and Loan Costs (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes Tables | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block] |
|
Note 6 - Investment in Real Estate Partnership (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes Tables | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Equity Method Investments [Table Text Block] |
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Real Estate Investment Financial Statements, Disclosure [Table Text Block] |
|
Note 7 - Debt (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes Tables | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Debt [Table Text Block] |
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Maturities of Long-Term Debt [Table Text Block] |
|
Note 8 - Derivatives and Hedging Activities (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes Tables | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Interest Rate Derivatives [Table Text Block] |
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Derivative Instruments, Gain (Loss) [Table Text Block] |
|
Note 9 - Earnings Per Share (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes Tables | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] |
|
Note 11 - Equity (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes Tables | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Distributions Made to Limited Partner, by Distribution [Table Text Block] |
|
Note 12 - Incentive Share Plan (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes Tables | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Nonvested Share Activity [Table Text Block] |
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Share-Based Payment Arrangement, Outstanding Award, Activity, Excluding Option [Table Text Block] |
|
Note 16 - Related Party Transactions (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes Tables | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Related Party Transactions [Table Text Block] |
|
Note 1 - Interim Financial Statements (Details Textual) |
6 Months Ended | ||
---|---|---|---|
Jun. 30, 2024 |
Dec. 31, 2023 |
Jul. 31, 2004 |
|
Reorganization and Conversion, Number of Common Shares | 1.42857 | ||
Wholly Owned Properties [Member] | |||
Number of Real Estate Properties | 57 | 55 | |
Wholly Owned Properties [Member] | Community Centered Properties [Member] | |||
Number of Real Estate Properties | 51 | ||
Wholly Owned Properties [Member] | Parcels Held for Future Development [Member] | |||
Asset Acquisition, Number of Properties Acquired During Period | 6 |
Note 2 - Summary of Significant Accounting Policies (Details Textual) |
3 Months Ended | 6 Months Ended | |||||
---|---|---|---|---|---|---|---|
Jun. 30, 2024
USD ($)
$ / shares
|
Jun. 30, 2023
USD ($)
|
Jun. 30, 2024
USD ($)
$ / shares
|
Jun. 30, 2023
USD ($)
|
Mar. 31, 2024
$ / shares
|
Dec. 31, 2023
USD ($)
|
Dec. 31, 2015
USD ($)
|
|
Conversion Ratio for Class Common Stock to OP Unit (in dollars per share) | $ / shares | $ 1 | $ 1 | $ 1 | ||||
Real Estate Inventory, Capitalized Interest Costs Incurred | $ 150,000 | $ 137,000 | $ 284,000 | $ 271,000 | |||
Real Estate Taxes, Capitalized | 61,000 | 72,000 | 122,000 | 145,000 | |||
Share-Based Payment Arrangement, Expense | 888,000 | 800,000 | 1,824,000 | 1,629,000 | |||
Accounts Receivable, Allowance for Credit Loss | 14,044,000 | 14,044,000 | $ 13,570,000 | ||||
Net Investment in Lease, Credit Loss Expense (Reversal) | $ 86,000 | $ 233,000 | $ 686,000 | $ 557,000 | |||
Accounts Receivable, Credit Loss Expense (Reversal), Number of Tenants, COVID-19 | 18 | 18 | 18 | 18 | |||
Straight Line Rent Adjustments, COVID-19 | $ 8,000.000 | $ 100,000 | $ 20,000.00 | $ 200,000 | |||
Accounts Receivable, Credit Loss Expense (Reversal), COVID-19 | $ 200,000 | $ 100,000 | $ 400,000 | $ 300,000 | |||
Anthem Marketplace Note [Member] | |||||||
Debt Instrument, Face Amount | $ 15,100,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.99% |
Note 3 - Leases (Details Textual) |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2024
USD ($)
|
Jun. 30, 2023
USD ($)
|
Jun. 30, 2024
USD ($)
|
Jun. 30, 2023
USD ($)
|
|
Operating Lease, Cost | $ 10,000 | $ 8,000 | $ 29,000 | $ 41,000 |
Finance Lease, Right-of-Use Asset, Amortization | $ 21,000 | $ 22,000 | $ 43,000 | $ 51,000 |
Operating Lease, Weighted Average Remaining Lease Term (Year) | 2 years 2 months 12 days | 2 years 2 months 12 days | ||
Finance Lease, Weighted Average Remaining Lease Term (Year) | 94 years | 94 years | ||
Operating Lease, Weighted Average Discount Rate, Percent | 4.50% | 4.50% | ||
Finance Lease, Weighted Average Discount Rate, Percent | 6.10% | 6.10% | ||
Ground Lease [Member] | ||||
Number of Ground Leases | 1 | 1 | ||
Office Machine Lease [Member] | ||||
Number of Office Machine Leases | 1 | 1 | ||
Minimum [Member] | Office Space, Automobile, and Office Machine [Member] | ||||
Lessee, Operating Lease, Remaining Lease Term (Year) | 1 year | 1 year | ||
Maximum [Member] | Office Space, Automobile, and Office Machine [Member] | ||||
Lessee, Operating Lease, Remaining Lease Term (Year) | 5 years | 5 years |
Note 3 - Leases - Summary of Minimum Future Rents to be Received (Details) $ in Thousands |
Jun. 30, 2024
USD ($)
|
---|---|
2024 (remaining) | $ 51,391 |
2025 | 94,894 |
2026 | 80,733 |
2027 | 67,559 |
2028 | 53,404 |
Thereafter | 153,099 |
Total | $ 501,080 |
Note 3 - Leases - Summary of Future Minimum Rental Payments (Details) - USD ($) $ in Thousands |
Jun. 30, 2024 |
Dec. 31, 2023 |
---|---|---|
2024 (remaining), operating leases | $ 18 | |
2024 (remaining), finance lease | 41 | |
2025, operating leases | 30 | |
2025, finance lease | 82 | |
2026, operating leases | 24 | |
2026, finance lease | 83 | |
2027, operating leases | 7 | |
2027, finance lease | 85 | |
2028, operating leases | 1 | |
2028, finance lease | 86 | |
Thereafter, operating leases | 0 | |
Thereafter, finance lease | 2,723 | |
Total undiscounted rental payments, operating leases | 80 | |
Total undiscounted rental payments, finance lease | 3,100 | |
Less imputed interest, operating leases | 5 | |
Less imputed interest, finance lease | 2,303 | |
Total lease liabilities, operating leases | 75 | $ 112 |
Total lease liabilities, finance lease | $ 797 | $ 721 |
Note 4 - Accrued Rents and Accounts Receivable, Net - Schedule of Accrued Rents and Accounts Receivable, Net (Details) - USD ($) $ in Thousands |
Jun. 30, 2024 |
Dec. 31, 2023 |
---|---|---|
Tenant receivables | $ 17,758 | $ 16,287 |
Accrued rents and other recoveries | 26,343 | 26,751 |
Allowance for doubtful accounts | (14,044) | (13,570) |
Total | 30,919 | 30,592 |
Trade Accounts Receivable [Member] | ||
Other receivables | $ 862 | $ 1,124 |
Note 5 - Unamortized Lease Commissions, Legal Fees and Loan Costs - Deferred Costs (Details) - USD ($) $ in Thousands |
Jun. 30, 2024 |
Dec. 31, 2023 |
---|---|---|
Leasing commissions | $ 21,511 | $ 19,462 |
Deferred legal cost | 305 | 356 |
Deferred financing cost | 4,149 | 4,149 |
Total cost | 25,965 | 23,967 |
Less: leasing commissions accumulated amortization | (9,515) | (8,744) |
Less: deferred legal cost accumulated amortization | (266) | (272) |
Less: deferred financing cost accumulated amortization | (1,618) | (1,168) |
Total cost, net of accumulated amortization | $ 14,566 | $ 13,783 |
Note 6 - Investment in Real Estate Partnership (Details Textual) |
3 Months Ended | 6 Months Ended | 8 Months Ended | 24 Months Ended | ||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Apr. 24, 2024
USD ($)
|
Jan. 25, 2024
USD ($)
|
Dec. 01, 2023
USD ($)
|
Jun. 30, 2024
USD ($)
|
Mar. 31, 2024
USD ($)
|
Jun. 30, 2023
USD ($)
|
Jun. 30, 2024
USD ($)
|
Jun. 30, 2023
USD ($)
|
Aug. 18, 2022
USD ($)
|
Dec. 08, 2018
USD ($)
|
Dec. 31, 2023
USD ($)
ft²
|
Dec. 08, 2016 |
|||||||
Equity Method Investment, Difference Between Carrying Amount And Underlying Equity, Amortization | $ 0 | $ 27,000 | $ 7,000 | $ 54,000 | ||||||||||||||
Equity Method Investments | [1],[2],[3] | 0 | 0 | $ 31,671,000 | ||||||||||||||
Bankruptcy of Whitestone Uptown Tower LLC [Member] | Settled Litigation [Member] | ||||||||||||||||||
Litigation Settlement, Amount Awarded to Other Party | $ 13,632,764 | |||||||||||||||||
Litigation Settlement Interest | 1,688,000 | |||||||||||||||||
Bankruptcy of Whitestone Uptown Tower LLC [Member] | Settled Litigation [Member] | Pillarstone OP [Member] | ||||||||||||||||||
Litigation Settlement, Amount Awarded to Other Party | $ 1,123,950.24 | |||||||||||||||||
Bankruptcy of Whitestone Uptown Tower LLC [Member] | Settled Litigation [Member] | Pillarstone OP [Member] | Maximum [Member] | ||||||||||||||||||
Legal Fees | $ 20,000 | |||||||||||||||||
Irrevocable Redemption of Investment in Pillarstone OP [Member] | Pending Litigation [Member] | ||||||||||||||||||
Litigation Settlement, Amount Awarded to Other Party | $ 13,632,764.25 | |||||||||||||||||
Litigation Settlement Interest | $ 13,000,000 | |||||||||||||||||
Equity Method Investments | 31,600,000 | |||||||||||||||||
Gain Contingency, Unrecorded Amount | $ 70,000,000 | |||||||||||||||||
Performance Guarantee [Member] | ||||||||||||||||||
Guarantees, Fair Value Disclosure | $ 462,000 | |||||||||||||||||
Guarantee Liability, Amortization Period (Year) | 7 years | |||||||||||||||||
Amortization of Guarantee Liability | $ 0 | $ 9,000 | $ 0 | $ 18,000 | ||||||||||||||
Uptown Tower [Member] | ||||||||||||||||||
Property Management Fee Revenue | $ 144,000 | |||||||||||||||||
Pillarstone Capital REIT and Pillarstone Capital REIT Operating Partnership, L.P. vs Company and Certain Subsidiaries and Certain Executives [Member] | Unconsolidated Properties [Member] | ||||||||||||||||||
Number of Real Estate Properties | 8 | |||||||||||||||||
Area of Real Estate Property (Square Foot) | ft² | 926,798 | |||||||||||||||||
Variable Interest Entity, Primary Beneficiary [Member] | ||||||||||||||||||
Number of Non-core Properties Contributed to Variable Interest Entity | 14 | |||||||||||||||||
Variable Interest Entity, Consideration, Amount | $ 84,000,000 | |||||||||||||||||
Variable Interest Entity, Consideration, Limited Partnership Interest | 18,100,000 | |||||||||||||||||
Variable Interest Entity, Consideration, Liabilities Assumed | $ 65,900,000 | |||||||||||||||||
|
Note 6 - Investment in Real Estate Partnership - Real Estate Partnership Investment (Details) - USD ($) $ in Thousands |
Jun. 30, 2024 |
Dec. 31, 2023 |
||||||||
---|---|---|---|---|---|---|---|---|---|---|
Equity Method Investments | [1],[2],[3] | $ 0 | $ 31,671 | |||||||
Pillarstone OP [Member] | ||||||||||
Ownership interest | 81.40% | |||||||||
Equity Method Investments | [4] | $ 0 | $ 31,671 | |||||||
|
Note 6 - Investment in Real Estate Partnership - Net Income from Investment (Details) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 |
Jun. 30, 2023 |
Jun. 30, 2024 |
Jun. 30, 2023 |
Dec. 31, 2023 |
|||||||||||||
Real estate, net | $ 1,018,264 | $ 1,018,264 | $ 991,699 | ||||||||||||||
Total assets(1) | 1,140,370 | 1,140,370 | 1,113,239 | ||||||||||||||
Notes payable | 665,667 | 665,667 | 640,172 | ||||||||||||||
Equity | 418,260 | 418,260 | 413,742 | ||||||||||||||
Total liabilities and equity(2) | 1,140,370 | 1,140,370 | 1,113,239 | ||||||||||||||
Carrying value of investment in real estate partnership(3) | [1],[2],[3] | 0 | 0 | 31,671 | |||||||||||||
Revenues | 37,647 | $ 36,460 | 74,811 | $ 72,311 | |||||||||||||
Operating expenses | 26,000 | 25,201 | 51,567 | 48,925 | |||||||||||||
Other expenses | (8,931) | 1,365 | (10,917) | (6,524) | |||||||||||||
Net loss | 2,592 | 11,306 | 11,932 | 15,153 | |||||||||||||
Pillarstone OP [Member] | |||||||||||||||||
Pillarstone OP | 0 | (1,034) | (28) | (1,252) | |||||||||||||
Company’s share of equity | 0 | 0 | 28,885 | ||||||||||||||
Cost of investment in excess of the Company’s share of underlying net book value | 0 | 0 | 2,786 | ||||||||||||||
Carrying value of investment in real estate partnership(3) | [4] | 0 | 0 | 31,671 | |||||||||||||
Pillarstone OP [Member] | |||||||||||||||||
Real estate, net | 0 | 0 | 47,115 | ||||||||||||||
Other assets | 0 | 0 | 6,680 | ||||||||||||||
Total assets(1) | [5] | 0 | 0 | 53,795 | |||||||||||||
Notes payable | 0 | 0 | 14,292 | ||||||||||||||
Other liabilities | 0 | 0 | 4,040 | ||||||||||||||
Equity | 0 | 0 | 35,463 | ||||||||||||||
Total liabilities and equity(2) | [6] | 0 | 0 | $ 53,795 | |||||||||||||
Revenues | 0 | 2,152 | 591 | 4,155 | |||||||||||||
Operating expenses | 0 | (3,180) | (559) | (5,212) | |||||||||||||
Other expenses | 0 | (208) | (56) | (414) | |||||||||||||
Net loss | $ 0 | $ (1,236) | $ (24) | $ (1,471) | |||||||||||||
|
Note 7 - Debt (Details Textual) |
3 Months Ended | 6 Months Ended | 10 Months Ended | 12 Months Ended | 15 Months Ended | 48 Months Ended | |||
---|---|---|---|---|---|---|---|---|---|
Sep. 16, 2022
USD ($)
|
Mar. 22, 2019
USD ($)
|
Mar. 31, 2024 |
Jun. 30, 2024
USD ($)
|
Oct. 28, 2022 |
Dec. 31, 2023
USD ($)
|
Jan. 31, 2024 |
Jan. 31, 2028 |
Jun. 21, 2024
USD ($)
|
|
Secured Debt | $ 179,220,000 | ||||||||
Asset Pledged as Collateral [Member] | Secured Debt [Member] | |||||||||
Number of Real Estate Properties | 7 | ||||||||
Real Estate Investments, Net | $ 270,500,000 | ||||||||
The 265 Million Note Due January 31, 2028 [Member] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.18% | 2.16% | 3.18% | 2.76% | |||||
Debt Instrument, Face Amount | $ 265,000,000 | $ 265,000,000 | |||||||
The 265 Million Note Due January 31, 2028 [Member] | Forecast [Member] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.32% | ||||||||
The $50 Million Debt Facility Maturing September 16, 2026 [Member] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.71% | ||||||||
Loan Agreement [Member] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.23% | ||||||||
Debt Instrument, Face Amount | $ 56,340,000 | ||||||||
Number of Real Estate Properties | 3 | ||||||||
The Series A and Series B Notes [Member] | |||||||||
Debt Instrument, Face Amount | $ 100,000,000 | ||||||||
Debt Instrument, Minimum Partial Prepayment | $ 1,000,000 | ||||||||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||||||||
Debt Instrument, Covenant, Maximum Total Indebtedness to Total Asset Value Ratio | 0.6 | ||||||||
Debt Instrument, Covenant, Maximum Secured Debt to Total Asset Value Ratio | 0.4 | ||||||||
Debt Instrument, Covenant, Minimum EBITDA to Fixed Charges Ratio | 1.5 | ||||||||
Debt Instrument, Covenant, Maximum Secured Recourse Debt to Total Asset Value | 0.15 | ||||||||
Debt Instrument, Covenant, Tangible Net Worth Threshold Before Percentage of Aggregate Net Proceeds, Percent | 75.00% | ||||||||
Debt Instrument, Covenant, Tangible Net Worth, Percentage of Aggregate Net Proceeds, Minimum | 75.00% | ||||||||
Debt Instrument, Covenant, Minimum Adjusted Property NOI To Implied Unencumbered Debt Service Ratio | 150.00% | ||||||||
Debt Instrument, Covenant, Maximum Unsecured Debt to Unencumbered Assets | 0.6 | ||||||||
The Series A Notes [Member] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.09% | ||||||||
Debt Instrument, Face Amount | $ 50,000,000 | ||||||||
Debt Instrument, Annual Principal Payment | $ 7,100,000 | ||||||||
The Series B Notes [Member] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.17% | ||||||||
Debt Instrument, Face Amount | $ 50,000,000 | ||||||||
Debt Instrument, Annual Principal Payment | $ 10,000,000 | ||||||||
The 2022 Facility [Member] | |||||||||
Debt Instrument, Covenant, Maximum Total Indebtedness to Total Asset Value Ratio | 0.6 | ||||||||
Debt Instrument, Covenant, Maximum Secured Debt to Total Asset Value Ratio | 0.4 | ||||||||
Debt Instrument, Covenant, Minimum EBITDA to Fixed Charges Ratio | 1.5 | ||||||||
Debt Instrument, Covenant, Tangible Net Worth, Percentage of Aggregate Net Proceeds, Minimum | 75.00% | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | 1.50% | |||||||
Debt Instrument, Basis Point Credit Spread Adjustment | 2.10% | 2.10% | |||||||
Debt Instrument, Applicable Margin Adjustment per Annum | 0.02% | ||||||||
Debt Instrument, Covenant, Maximum Other Recourse Debt to Total Asset Value Ratio | 0.15 | ||||||||
Debt Instrument, Covenant, Tangible Net Worth Threshold Before Percentage of Aggregate Net Proceeds, Amount | $ 449,000,000 | ||||||||
The 2022 Facility [Member] | Fed Funds Effective Rate Overnight Index Swap Rate [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||||||||
The 2022 Facility [Member] | Adjusted Term SOFR for One Month Tenor in Effect [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.10% | ||||||||
The 2022 Facility [Member] | Adjusted Term SOFR for 2 Business Days Prior [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.10% | ||||||||
The 2022 Facility [Member] | Term Loans [Member] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.88% | 2.16% | 2.80% | ||||||
Debt Instrument, Face Amount | $ 265,000,000 | ||||||||
The 2022 Facility [Member] | Term Loans [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.55% | 1.55% | |||||||
The 2022 Facility [Member] | Revolving Credit Facility [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 250,000,000 | ||||||||
Debt Instrument, Basis Point Credit Spread Adjustment | 0.10% | ||||||||
Line of Credit Facility, Accordion Feature, Increase Limit | $ 200,000,000 | ||||||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 115,000,000 | ||||||||
Long-Term Line of Credit | 400,000,000 | ||||||||
Debt Instrument, Unused Borrowing Capacity, Amount | $ 115,000,000 | ||||||||
The 2022 Facility [Member] | Revolving Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.60% | ||||||||
The 2022 Facility [Member] | Forecast [Member] | Term Loans [Member] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.42% | ||||||||
The 2022 Facility [Member] | Forecast [Member] | Term Loans [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.55% |
Note 7 - Debt - Schedule of Debt (Details) - USD ($) $ in Thousands |
Jun. 30, 2024 |
Dec. 31, 2023 |
||||
---|---|---|---|---|---|---|
Notes payable principal | $ 666,749 | $ 640,549 | ||||
Less deferred financing costs, net of accumulated amortization | (1,082) | (377) | ||||
Notes Payable [Member] | ||||||
Total notes payable | 665,667 | 640,172 | ||||
The 265 Million Note Due January 31, 2028 [Member] | ||||||
Notes payable principal | [1] | 265,000 | 265,000 | |||
The 80 Million Note Due June 1, 2027 [Member] | ||||||
Notes payable principal | 80,000 | 80,000 | ||||
The 19 Million Note Due December 1, 2024 [Member] | ||||||
Notes payable principal | 17,475 | 17,658 | ||||
The 14 Million Note Due September 11, 2024 [Member] | ||||||
Notes payable principal | 12,282 | 12,427 | ||||
The 14.3 Million Note Due September 11, 2024 [Member] | ||||||
Notes payable principal | 13,121 | 13,257 | ||||
The 15.1 Million Note Due January 6, 2024 [Member] | ||||||
Notes payable principal | 0 | 13,350 | ||||
The 50.0 Million Series A Note Due March 22, 2029 [Member] | ||||||
Notes payable principal | 35,714 | 42,857 | ||||
The 50.0 Million Series B Note Due March 22, 2029 [Member] | ||||||
Notes payable principal | 50,000 | 50,000 | ||||
The 2.5 Million Note Due February 28, 2025 [Member] | ||||||
Notes payable principal | 1,817 | 0 | ||||
The $50 Million Note Due September 16, 2026 [Member] | ||||||
Notes payable principal | [2] | 50,000 | 50,000 | |||
The $56.3 Million Note Due July 31, 2031 [Member] | ||||||
Notes payable principal | 56,340 | 0 | ||||
The 2022 Facility [Member] | ||||||
Notes payable principal | $ 85,000 | $ 96,000 | ||||
|
Note 7 - Debt - Schedule of Debt (Details) (Parentheticals) - USD ($) $ in Millions |
6 Months Ended | 12 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2024 |
Dec. 31, 2023 |
Jan. 31, 2024 |
Oct. 28, 2022 |
|
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration] | Secured Overnight Financing Rate (SOFR) [Member] | Secured Overnight Financing Rate (SOFR) [Member] | ||
The 265 Million Note Due January 31, 2028 [Member] | ||||
Face amount | $ 265.0 | $ 265.0 | ||
Interest rate, stated | 3.18% | 3.18% | 2.76% | 2.16% |
Maturity date | Jan. 31, 2028 | Jan. 31, 2028 | ||
The 265 Million Note Due January 31, 2028 [Member] | Minimum [Member] | ||||
Interest rate, variable | 1.45% | 1.45% | ||
The 265 Million Note Due January 31, 2028 [Member] | Maximum [Member] | ||||
Interest rate, variable | 2.10% | 2.10% | ||
The 80 Million Note Due June 1, 2027 [Member] | ||||
Face amount | $ 80.0 | $ 80.0 | ||
Interest rate, stated | 3.72% | 3.72% | ||
Maturity date | Jun. 01, 2027 | Jun. 01, 2027 | ||
The 19 Million Note Due December 1, 2024 [Member] | ||||
Face amount | $ 19.0 | $ 19.0 | ||
Interest rate, stated | 4.15% | 4.15% | ||
Maturity date | Dec. 01, 2024 | Dec. 01, 2024 | ||
The 14 Million Note Due September 11, 2024 [Member] | ||||
Face amount | $ 14.0 | $ 14.0 | ||
Interest rate, stated | 4.34% | 4.34% | ||
Maturity date | Sep. 11, 2024 | Sep. 11, 2024 | ||
The 14.3 Million Note Due September 11, 2024 [Member] | ||||
Face amount | $ 14.3 | $ 14.3 | ||
Interest rate, stated | 4.34% | 4.34% | ||
Maturity date | Sep. 11, 2024 | Sep. 11, 2024 | ||
The 15.1 Million Note Due January 6, 2024 [Member] | ||||
Face amount | $ 15.1 | $ 15.1 | ||
Interest rate, stated | 4.99% | 4.99% | ||
Maturity date | Jan. 06, 2024 | Jan. 06, 2024 | ||
The 50.0 Million Series A Note Due March 22, 2029 [Member] | ||||
Face amount | $ 50.0 | $ 50.0 | ||
Interest rate, stated | 5.09% | 5.09% | ||
Maturity date | Mar. 22, 2029 | Mar. 22, 2029 | ||
The 50.0 Million Series B Note Due March 22, 2029 [Member] | ||||
Face amount | $ 50.0 | $ 50.0 | ||
Interest rate, stated | 5.17% | 5.17% | ||
Maturity date | Mar. 22, 2029 | Mar. 22, 2029 | ||
The 2.5 Million Note Due February 28, 2025 [Member] | ||||
Face amount | $ 2.5 | |||
Interest rate, stated | 7.79% | |||
Maturity date | Feb. 28, 2025 | |||
The $50 Million Note Due September 16, 2026 [Member] | ||||
Face amount | $ 50.0 | $ 50.0 | ||
Interest rate, stated | 3.71% | 3.71% | ||
Maturity date | Sep. 16, 2026 | Sep. 16, 2026 | ||
The $50 Million Note Due September 16, 2026 [Member] | Minimum [Member] | ||||
Interest rate, variable | 1.50% | 1.50% | ||
The $50 Million Note Due September 16, 2026 [Member] | Maximum [Member] | ||||
Interest rate, variable | 2.10% | 2.10% | ||
The $56.3 Million Note Due July 31, 2031 [Member] | ||||
Face amount | $ 56.3 | |||
Interest rate, stated | 6.23% | |||
Maturity date | Jul. 31, 2031 | |||
The 2022 Facility [Member] | ||||
Interest rate, variable | 1.50% | 1.50% | ||
Maturity date | Sep. 16, 2026 | Sep. 16, 2026 | ||
Basis Point Credit Spread Adjustment | 2.10% | 2.10% |
Note 7 - Debt - Scheduled Maturities of Outstanding Debt (Details) - USD ($) $ in Thousands |
Jun. 30, 2024 |
Dec. 31, 2023 |
---|---|---|
2024 (remaining) | $ 44,241 | |
2025 | 17,596 | |
2026 | 152,143 | |
2027 | 97,414 | |
2028 | 282,823 | |
Thereafter | 72,532 | |
Total | $ 666,749 | $ 640,549 |
Note 8 - Derivatives and Hedging Activities (Details Textual) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | |||||||
---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 |
Jun. 30, 2023 |
Jun. 30, 2024 |
Jun. 30, 2023 |
Jan. 31, 2028 |
Mar. 31, 2023 |
Sep. 16, 2022 |
Sep. 07, 2022 |
Jan. 31, 2019 |
|
Investment, Variable Interest Rate, Type [Extensible Enumeration] | Secured Overnight Financing Rate (SOFR) [Member] | ||||||||
Interest Rate Swap [Member] | |||||||||
Derivative, Notional Amount | $ 50,000 | ||||||||
Derivative, Variable Interest Rate | 3.71% | ||||||||
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net, Total | $ 0 | $ 0 | $ 0 | $ 0 | |||||
Interest Rate Swap [Member] | U.S. Bank, Capital One [Member] | |||||||||
Derivative, Notional Amount | $ 10,000 | ||||||||
Interest Rate Swap [Member] | Capital One, National Association [Member] | |||||||||
Derivative, Notional Amount | 10,000 | ||||||||
Interest Rate Swap [Member] | SunTrust Bank [Member] | |||||||||
Derivative, Notional Amount | 12,500 | ||||||||
Interest Rate Swap [Member] | Associated Bank [Member] | |||||||||
Derivative, Notional Amount | $ 2,500 | ||||||||
Interest Rate Swap Three [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | |||||||||
Derivative, Notional Amount | $ 100,000 | ||||||||
Derivative, Fixed Interest Rate | 3.32% | ||||||||
Interest Rate Swap Three [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Forecast [Member] | |||||||||
Derivative, Notional Amount | $ 265,000 | ||||||||
Interest Rate Swap Three [Member] | Capital One, National Association [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | |||||||||
Derivative, Notional Amount | $ 20,700 | ||||||||
Interest Rate Swap Three [Member] | Capital One, National Association [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Forecast [Member] | |||||||||
Derivative, Notional Amount | 54,800 | ||||||||
Interest Rate Swap Three [Member] | Associated Bank [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | |||||||||
Derivative, Notional Amount | 5,900 | ||||||||
Interest Rate Swap Three [Member] | Associated Bank [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Forecast [Member] | |||||||||
Derivative, Notional Amount | 15,700 | ||||||||
Interest Rate Swap Three [Member] | U.S. Bank, National Association [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | |||||||||
Derivative, Notional Amount | 20,700 | ||||||||
Interest Rate Swap Three [Member] | U.S. Bank, National Association [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Forecast [Member] | |||||||||
Derivative, Notional Amount | 54,800 | ||||||||
Interest Rate Swap Three [Member] | Truist Bank [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | |||||||||
Derivative, Notional Amount | $ 25,400 | ||||||||
Interest Rate Swap Three [Member] | Truist Bank [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Forecast [Member] | |||||||||
Derivative, Notional Amount | $ 67,200 | ||||||||
Interest Rate Swap Two [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | |||||||||
Derivative, Notional Amount | $ 165,000 | ||||||||
Derivative, Fixed Interest Rate | 2.43% | ||||||||
Interest Rate Swap Two [Member] | SunTrust Bank [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | |||||||||
Derivative, Notional Amount | $ 40,000 | ||||||||
Interest Rate Swap Two [Member] | Associated Bank [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | |||||||||
Derivative, Notional Amount | 15,000 | ||||||||
Interest Rate Swap Two [Member] | U.S. Bank, National Association [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | |||||||||
Derivative, Notional Amount | 32,600 | ||||||||
Interest Rate Swap Two [Member] | Regions Bank [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | |||||||||
Derivative, Notional Amount | $ 29,400 | ||||||||
Interest Rate Swap Two [Member] | Bank of Montreal [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | |||||||||
Derivative, Notional Amount | $ 29,400 |
Note 8 - Derivatives and Hedging Activities - Fair Value of Interest Rate Swaps (Details) - USD ($) $ in Thousands |
Jun. 30, 2024 |
Dec. 31, 2023 |
---|---|---|
Interest Rate Swap [Member] | Prepaid Expenses and Other Current Assets [Member] | ||
Interest rate swaps, assets | $ 8,264 | $ 2,613 |
Note 8 - Derivatives and Hedging Activities - Summary of Interest Rate Swap Activity (Details) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | ||||||||
---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 |
Mar. 31, 2024 |
Jun. 30, 2023 |
Mar. 31, 2023 |
Jun. 30, 2024 |
Jun. 30, 2023 |
|||||
Income Statement [Abstract] | ||||||||||
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | $ 2,626 | $ 11,465 | $ 12,090 | $ 15,366 | ||||||
Interest Expense, Nonoperating | 8,788 | 8,260 | 17,307 | 16,163 | ||||||
Amount Recognized as Comprehensive income | $ 643 | $ 5,007 | $ 7,095 | $ (4,587) | $ 5,650 | $ 2,508 | ||||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Interest Expense, Nonoperating | Interest Expense, Nonoperating | Interest Expense, Nonoperating | Interest Expense, Nonoperating | ||||||
Interest Rate Swap [Member] | ||||||||||
Amount Recognized as Comprehensive income | $ 643 | $ 7,095 | $ 5,650 | $ 2,508 | ||||||
Amount of Income (Loss) Recognized in Earnings | $ 1,549 | [1] | $ 1,701 | [1] | $ 3,248 | $ 2,904 | ||||
|
Note 9 - Earnings Per Share (Details Textual) - shares |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2024 |
Jun. 30, 2023 |
Jun. 30, 2024 |
Jun. 30, 2023 |
|
OP Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 649,200 | 694,297 | 656,411 | 694,298 |
Note 9 - Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2024 |
Jun. 30, 2023 |
Jun. 30, 2024 |
Jun. 30, 2023 |
|
Net income | $ 2,626 | $ 11,465 | $ 12,090 | $ 15,366 |
Less: Net income attributable to noncontrolling interests | (34) | (159) | (158) | (213) |
Net income attributable to common shareholders excluding amounts attributable to unvested restricted shares | $ 2,592 | $ 11,306 | $ 11,932 | $ 15,153 |
Basic (in shares) | 49,960 | 49,426 | 49,951 | 49,425 |
Unvested restricted shares (in shares) | 1,160 | 833 | 1,165 | 837 |
Weighted average number of common shares - dilutive (in shares) | 51,120 | 50,259 | 51,116 | 50,262 |
Net income attributable to common shareholders excluding amounts attributable to unvested restricted shares (in dollars per share) | $ 0.05 | $ 0.23 | $ 0.24 | $ 0.31 |
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares (in dollars per share) | $ 0.05 | $ 0.22 | $ 0.23 | $ 0.3 |
Note 10 - Income Taxes (Details Textual) - USD ($) |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2024 |
Jun. 30, 2023 |
Jun. 30, 2024 |
Jun. 30, 2023 |
|
Applicable Tax Rate Used to Determine State Margin Tax | 0.75% | 0.75% | ||
Margin Tax Provision Recognized | $ 111,000 | $ 125,000 | $ 231,000 | $ 244,000 |
Note 11 - Equity (Details Textual) - USD ($) $ / shares in Units, $ in Billions |
3 Months Ended | 6 Months Ended | ||||||
---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 |
Jun. 30, 2023 |
Jun. 30, 2024 |
Jun. 30, 2023 |
Mar. 31, 2024 |
Dec. 31, 2023 |
May 20, 2022 |
May 31, 2019 |
|
Common Stock, Shares Authorized (in shares) | 400,000,000 | 400,000,000 | 400,000,000 | |||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||||
Preferred Stock, Shares Authorized (in shares) | 50,000,000 | 50,000,000 | 50,000,000 | |||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||||
Issuance and Sale of Securities, Maximum | $ 0.5 | |||||||
Conversion Ratio for Class Common Stock to OP Unit (in dollars per share) | $ 1 | $ 1 | $ 1 | |||||
Conversion of OP Units to Common Stock [Member] | ||||||||
Conversion of Stock, Shares Converted (in shares) | 0 | 864 | 43,747 | 875 | ||||
OP Units [Member] | ||||||||
Units of Partnership Interest, Amount (in shares) | 50,592,627 | 50,592,627 | 50,182,938 | |||||
General Partners' Capital Account, Units Outstanding (in shares) | 49,943,427 | 49,943,427 | 49,489,991 | |||||
Operating Partnership [Member] | ||||||||
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest | 98.70% | |||||||
Weighted-Average Share Ownership | 98.70% | 98.60% | 98.70% | 98.60% | ||||
The 2019 Equity Distribution Agreements [Member] | ||||||||
Equity Distribution Agreements, Authorized Amount | $ 0.1 |
Note 11 - Equity - Cash Distributions Paid or Payable (Details) - Cash Distribution [Member] - USD ($) $ / shares in Units, $ in Thousands |
3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 |
Mar. 31, 2024 |
Dec. 31, 2023 |
Sep. 30, 2023 |
Jun. 30, 2023 |
Mar. 31, 2023 |
Jun. 30, 2024 |
Dec. 31, 2023 |
|
Amount Paid | $ 6,242 | $ 6,049 | $ 6,013 | $ 6,011 | $ 5,996 | $ 5,996 | $ 12,291 | $ 24,016 |
Common Stock [Member] | ||||||||
Distributions Per Common Share (in dollars per share) | $ 0.1238 | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.2438 | $ 0.48 |
Amount Paid | $ 6,162 | $ 5,969 | $ 5,930 | $ 5,928 | $ 5,913 | $ 5,913 | $ 12,131 | $ 23,684 |
OP Units [Member] | ||||||||
Distributions Per Common Share (in dollars per share) | $ 0.1238 | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.2438 | $ 0.48 |
Amount Paid | $ 80 | $ 80 | $ 83 | $ 83 | $ 83 | $ 83 | $ 160 | $ 332 |
Note 12 - Incentive Share Plan (Details Textual) - USD ($) |
3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 07, 2024 |
Mar. 04, 2024 |
Jan. 01, 2024 |
Mar. 07, 2023 |
Dec. 19, 2022 |
Mar. 28, 2022 |
Sep. 30, 2021 |
Jun. 30, 2021 |
Sep. 06, 2017 |
Jun. 30, 2024 |
Mar. 31, 2024 |
Jun. 30, 2023 |
Jun. 30, 2024 |
Jun. 30, 2023 |
Dec. 31, 2025 |
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
May 11, 2017 |
|
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 24,134 | 372,583 | 480,184 | 360,334 | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 12.44 | $ 13.84 | $ 9.3 | $ 11.61 | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 404,171 | 231,600 | 519,003 | ||||||||||||||||
Share-Based Payment Arrangement, Expense | $ 888,000 | $ 800,000 | $ 1,824,000 | $ 1,629,000 | |||||||||||||||
Incremental Common Shares Attributable to Dilutive Effect of Share-Based Payment Arrangements (in shares) | 1,160,000 | 833,000 | 1,165,000 | 837,000 | |||||||||||||||
Forecast [Member] | |||||||||||||||||||
Share-Based Payment Arrangement, Expense | $ 6,300,000 | $ 4,500,000 | |||||||||||||||||
Market Based Vesting TSR Units [Member] | |||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 36 years | ||||||||||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 4,800,000 | $ 4,800,000 | |||||||||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 30 years | ||||||||||||||||||
Market Based Vesting TSR Units [Member] | Issued 2022 [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage Awarded Based on Ranking | 200.00% | 200.00% | |||||||||||||||||
Market Based Vesting TSR Units [Member] | Issued 2023 [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage Awarded Based on Ranking | 200.00% | 200.00% | |||||||||||||||||
Market Based Vesting TSR Units [Member] | Issued 2024 [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage Awarded Based on Ranking | 200.00% | 200.00% | |||||||||||||||||
Time-based Restricted Common Share Units [Member] | |||||||||||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 3,900,000 | $ 3,900,000 | |||||||||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 36 years | ||||||||||||||||||
The 2018 Plan [Member] | |||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) | 3,433,831 | ||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number (in shares) | 1,405,534 | 1,405,534 | 1,452,433 | ||||||||||||||||
The 2018 Plan [Member] | Market Based Vesting TSR Units [Member] | Share-Based Payment Arrangement, Employee [Member] | |||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 203,518 | 228,025 | 162,556 | 433,200 | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 15.12 | $ 9.55 | $ 13.74 | $ 4.17 | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 3 years | 3 years | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage Awarded Based on Ranking | 200.00% | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Options to be Converted to Cash (in shares) | 111,465 | ||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 210,400 | ||||||||||||||||||
Shares Issued, Shares, Share-Based Payment Arrangement, after Forfeiture (in shares) | 420,800 | ||||||||||||||||||
The 2018 Plan [Member] | Market Based Vesting TSR Units [Member] | Share-Based Payment Arrangement, Employee [Member] | Minimum [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage Awarded Based on Ranking | 0.00% | 0.00% | 0.00% | 0.00% | |||||||||||||||
The 2018 Plan [Member] | Market Based Vesting TSR Units [Member] | Share-Based Payment Arrangement, Employee [Member] | Maximum [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage Awarded Based on Ranking | 200.00% | 200.00% | 200.00% | 200.00% | |||||||||||||||
The 2018 Plan [Member] | Time-based Restricted Common Share Units [Member] | Share-Based Payment Arrangement, Employee [Member] | |||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 169,065 | 228,025 | 162,556 | 5,500 | 433,200 | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 8.72 | $ 12.29 | $ 9.94 | $ 9.06 | $ 7.51 | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 3 years | 3 years | 3 years | ||||||||||||||||
The 2008 Plan [Member] | Performance-based Restricted Common Share Units [Member] | |||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 100.00% | ||||||||||||||||||
The 2008 Plan [Member] | Performance-based Restricted Common Share Units [Member] | Immediate Vesting Upon Change in Control [Member] | |||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 965,000 | ||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 13.05 | ||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number (in shares) | 455,000 | ||||||||||||||||||
Incremental Common Shares Attributable to Dilutive Effect of Share-Based Payment Arrangements (in shares) | 0 |
Note 12 - Incentive Share Plan - Summary of Share-based Incentive Plan Activity (Details) - The 2018 Plan [Member] |
6 Months Ended |
---|---|
Jun. 30, 2024
$ / shares
shares
| |
Non-vested at January 1, 2023 (in shares) | 1,452,433 |
Non-vested at January 1, 2023 (in dollars per share) | $ / shares | $ 10.12 |
Granted, shares (in shares) | 372,583 |
Granted, weighted average grant date fair value (in dollars per share) | $ / shares | $ 13.84 |
Vested, shares (in shares) | (404,171) |
Vested, weighted average grant date fair value (in dollars per share) | $ / shares | $ 6.3 |
Forfeited, shares (in shares) | (15,311) |
Forfeited, weighted average grant date fair value (in dollars per share) | $ / shares | $ 10.18 |
Non-vested, shares (in shares) | 1,405,534 |
Non-vested, weighted average grant date fair value (in dollars per share) | $ / shares | $ 12.2 |
Available for grant, shares (in shares) | 764,479 |
Note 12 - Incentive Share Plan - Summary of Non-vested and Vested Shares Activity (Details) - USD ($) $ / shares in Units, $ in Thousands |
6 Months Ended | 12 Months Ended | ||
---|---|---|---|---|
Dec. 19, 2022 |
Jun. 30, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
|
Non-Vested Shares Issued (in shares) | 24,134 | 372,583 | 480,184 | 360,334 |
Weighted Average Grant- Date Fair Value (in dollars per share) | $ 12.44 | $ 13.84 | $ 9.3 | $ 11.61 |
Vested Shares (in shares) | (404,171) | (231,600) | (519,003) | |
Total Vest-Date Fair Value | $ 2,546 | $ 1,841 | $ 3,442 |
Note 13 - Grants to Trustees (Details Textual) |
6 Months Ended | 12 Months Ended | ||
---|---|---|---|---|
Dec. 19, 2022
$ / shares
shares
|
Jun. 30, 2024
$ / shares
shares
|
Dec. 31, 2023
$ / shares
shares
|
Dec. 31, 2022
$ / shares
shares
|
|
Number of Independent Trustees | 5 | |||
Number of Trustee Emeritus | 1 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | shares | 24,134 | 372,583 | 480,184 | 360,334 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | $ 12.44 | $ 13.84 | $ 9.3 | $ 11.61 |
Note 15 - Real Estate (Details Textual) $ in Thousands |
3 Months Ended | 6 Months Ended | |||||||||
---|---|---|---|---|---|---|---|---|---|---|---|
Apr. 05, 2024
USD ($)
ft²
|
Apr. 01, 2024
USD ($)
|
Mar. 27, 2024
USD ($)
|
Feb. 20, 2024
USD ($)
ft²
|
Dec. 20, 2023
USD ($)
|
Jun. 30, 2023
USD ($)
|
Jun. 12, 2023
USD ($)
ft²
|
Jun. 30, 2024
USD ($)
|
Jun. 30, 2023
USD ($)
|
Jun. 30, 2024
USD ($)
|
Jun. 30, 2023
USD ($)
|
|
Gain (Loss) on Disposition of Property Plant Equipment, Excluding Oil and Gas Property and Timber Property | $ (75) | $ 9,621 | $ 6,450 | $ 9,621 | |||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Mercado at Scottsdale Ranch [Member] | |||||||||||
Proceeds from Sale of Productive Assets | $ 26,500 | ||||||||||
Gain (Loss) on Disposition of Property Plant Equipment, Excluding Oil and Gas Property and Timber Property | $ 6,600 | ||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Spoerlein Commons [Member] | |||||||||||
Proceeds from Sale of Productive Assets | $ 7,400 | ||||||||||
Gain (Loss) on Disposition of Property Plant Equipment, Excluding Oil and Gas Property and Timber Property | $ 700 | ||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Westchase [Member] | |||||||||||
Proceeds from Sale of Productive Assets | $ 7,800 | ||||||||||
Gain (Loss) on Disposition of Property Plant Equipment, Excluding Oil and Gas Property and Timber Property | 4,600 | ||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Sunridge [Member] | |||||||||||
Proceeds from Sale of Productive Assets | 6,700 | ||||||||||
Gain (Loss) on Disposition of Property Plant Equipment, Excluding Oil and Gas Property and Timber Property | $ 5,000 | ||||||||||
Scottsdale Commons [Member] | |||||||||||
Payments to Acquire Productive Assets | $ 22,200 | ||||||||||
Area of Real Estate Property (Square Foot) | ft² | 69,482 | ||||||||||
Asset Acquisition Percent of Property Leased | 96.60% | ||||||||||
Anderson Arbor Pad [Member] | |||||||||||
Payments to Acquire Productive Assets | $ 900 | ||||||||||
Garden Oaks Shopping Center [Member] | |||||||||||
Payments to Acquire Productive Assets | $ 27,200 | ||||||||||
Area of Real Estate Property (Square Foot) | ft² | 106,858 | ||||||||||
Asset Acquisition Percent of Property Leased | 95.80% | ||||||||||
Arcadia Towne Center [Member] | |||||||||||
Payments to Acquire Productive Assets | $ 25,500 | ||||||||||
Area of Real Estate Property (Square Foot) | ft² | 69,503 | ||||||||||
Asset Acquisition Percent of Property Leased | 100.00% |
Note 16 - Related Party Transactions (Details Textual) - Beneficial Owner [Member] - Pillarstone REIT [Member] |
6 Months Ended |
---|---|
Jun. 30, 2024 | |
Chief Executive Officer [Member] | |
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 66.70% |
Chief Operating Officer [Member] | |
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 20.00% |
Note 16 - Related Party Transactions - Related Party Transactions (Details) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2024 |
Jun. 30, 2023 |
Jun. 30, 2024 |
Jun. 30, 2023 |
|
Rent | $ (7,015) | $ (6,899) | $ (13,364) | $ (12,985) |
Pillarstone OP [Member] | Rent [Member] | ||||
Rent | 0 | 0 | 0 | (15) |
Pillarstone OP [Member] | Property Management Fee Income [Member] | Management, Transaction, and Other Fees [Member] | ||||
Property Management Fee Revenue | $ 0 | $ 0 | $ 0 | $ 0 |
Note 17 - Commitments and Contingencies (Details Textual) - USD ($) |
Apr. 24, 2024 |
Dec. 01, 2023 |
May 09, 2023 |
Sep. 16, 2022 |
Feb. 23, 2022 |
Oct. 24, 2023 |
Sep. 01, 2023 |
---|---|---|---|---|---|---|---|
Bankruptcy of Whitestone Uptown Tower LLC [Member] | Settled Litigation [Member] | |||||||
Litigation Settlement, Amount Awarded to Other Party | $ 13,632,764 | ||||||
Litigation Settlement Interest | $ 1,688,000 | ||||||
Bankruptcy of Whitestone Uptown Tower LLC [Member] | Settled Litigation [Member] | Pillarstone OP [Member] | |||||||
Litigation Settlement, Amount Awarded to Other Party | $ 1,123,950.24 | ||||||
Bankruptcy of Whitestone Uptown Tower LLC [Member] | Settled Litigation [Member] | Pillarstone OP [Member] | Maximum [Member] | |||||||
Legal Fees | $ 20,000 | ||||||
Litigation Between Company and Former COO [Member] | Pending Litigation [Member] | |||||||
Loss Contingency, Damages Sought, Value | $ 1,000,000 | ||||||
Litigation between the Company and Pillarstone REIT [Member] | Pending Litigation [Member] | |||||||
Loss Contingency, Damages Sought, Value | $ 1,000,000 | ||||||
Mastandrea V Whitestone R E I T And Certain Company Trustees [Member] | Pending Litigation [Member] | |||||||
Loss Contingency, Damages Sought, Value | $ 25,000,000 | ||||||
Property Located at 4144 North Central Expressway in Dallas [Member] | |||||||
Guarantor Obligations, Maximum Exposure, Undiscounted | $ 14,400,000 | ||||||
Uptown Tower [Member] | Performance Guarantee [Member] | Guarantee Obligations [Member] | |||||||
Guarantee Obligation, Additional Amount Due | $ 4,600,000 | ||||||
Interest Payable | 6,300,000 | ||||||
Escrow Deposit | $ 1,700,000 |