Class A common shares of Whitestone REIT | Units of Limited Partnership of |
($0.001 Par Value) | Whitestone REIT Operating Partnership, L.P. |
(Title of Class of Securities) | (Title of Class of Securities) |
966084105 | None |
(CUSIP Numbers of Class of Securities) | (CUSIP Numbers of Class of Securities) |
Transaction Valuation (1)
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Amount of Filing Fee
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$ 15,222,885
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$1,767
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(1)
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This valuation assumes the exchange of up to 1,321,431 Class B common shares of Whitestone REIT, the maximum number of shares that may be delivered in connection with the exchange offer. Estimated solely for purposes of calculating the filing fee pursuant to Rule 0-11(a)(4) under the Securities Exchange Act of 1934, as amended, based on the average of the high and low prices of the Whitestone REIT’s Class B common shares on the NYSE Amex on August 31, 2011.
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[x] |
Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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Amount Previously Paid: $2,003
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Filing Party:
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Whitestone REIT
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Whitestone REIT Operating Partnership, L.P.
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Form or Registration No.: Form S-4 (333-175610)
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Date Filed:
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July 15, 2011
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[ ]
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third-party tender offer subject to Rule 14d-1.
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[x]
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issuer tender offer subject to Rule 13e-4.
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[ ]
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going-private transaction subject to Rule 13e-3.
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[ ]
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amendment to Schedule 13D under Rule 13d-2.
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Exhibit No.
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Description
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(a)(1)(i)
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Prospectus, dated September 2, 2011 (incorporated by reference to the Registration Statement on Form S-4 (File No. 333-175610), filing pursuant to Rule 424(b)(3) on September 2, 2011)
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(a)(1)(ii)
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Letter of Transmittal for Class A common shares
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(a)(1)(iii)
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Letter of Transmittal for OP units
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(a)(4)
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Incorporated by reference herein to Exhibit (a)(1)(i) hereof
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(h)(i)
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Opinion of Venable LLP (incorporated by reference to Exhibit 5.1 to the Registration Statement on Form S-4 (File No. 333-175610), filed on July 15, 2011)
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h(ii)
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Opinion of Bass, Berry & Sims PLC (incorporated by reference to Exhibit 8.1 to the Registration Statement on Form S-4 (File No. 333-175610), filed on July 15, 2011)
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Exhibit No.
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Description
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(a)(1)(i)
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Prospectus, dated September 2, 2011 (incorporated by reference to the Registration Statement on Form S-4 (File No. 333-175610), filing pursuant to Rule 424(b)(3) on September 2, 2011)
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(a)(1)(ii)
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Letter of Transmittal for Class A common shares
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(a)(1)(iii)
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Letter of Transmittal for OP units
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(a)(4)
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Incorporated by reference herein to Exhibit (a)(1)(i) hereof
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(h)(i)
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Opinion of Venable LLP (incorporated by reference to Exhibit 5.1 to the Registration Statement on Form S-4 (File No. 333-175610), filed on July 15, 2011)
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h(ii)
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Opinion of Bass, Berry & Sims PLC (incorporated by reference to Exhibit 8.1 to the Registration Statement on Form S-4 (File No. 333-175610), filed on July 15, 2011)
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