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| WSR > SEC Filings for WSR > Form 8-K on 23-Aug-2012 | All Recent SEC Filings |
23-Aug-2012
Entry into a Material Definitive Agreement, Regulation FD Disclosure, Financial S
On August 23, 2012, Whitestone REIT (the "Company") and Whitestone REIT Operating Partnership, LP (the "Operating Partnership") entered into an underwriting agreement (the "Underwriting Agreement") with Robert W. Baird & Co. Incorporated and JMP Securities LLC, as representatives of the several underwriters named in Schedule A thereto (the "Underwriters"). Pursuant to the terms and conditions of the Underwriting Agreement, the Company agreed to sell 4,200,000 common shares, par value $0.001 per share, at a purchase price to the public of $12.80 per share. Pursuant to the Underwriting Agreement, the Company granted the Underwriters a 30-day option to purchase up to 630,000 additional common shares to cover over-allotments, if any, at the price to the public, less the underwriting discount. The common shares are being offered and sold pursuant to a prospectus supplement, dated August 23, 2012, and a base prospectus, dated July 25, 2012, relating to the Company's effective shelf registration statement on Form S-3 (File No. 333-182667). A copy of the Underwriting Agreement is filed herewith as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.
A copy of the press release announcing the pricing of the common share offering is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.
(d) Exhibits.
Exhibit No. Description
1.1 Underwriting Agreement, dated August 23, 2012, by and between
Whitestone REIT, Whitestone REIT Operating Partnership and Robert
W. Baird & Co. Incorporated and JMP Securities LLC, as
representatives of the several underwriters named in Schedule A
thereto.
5.1 Opinion of Venable LLP regarding the legality of shares.
23.1 Consent of Venable LLP (included in Exhibit 5.1).
99.1 Press Release dated August 23, 2012.
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