Whitestone Group

Share Issue/Capital Change • Jun 28, 2024

ADDITIONAL CAPITAL INCREASE OF EUR 17M THROUGH AUTHORISED CAPITAL.

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A TOTAL OF €42M WILL HAVE BEEN RAISED IN 2024, INCLUDING THE €25M PRIVATE PLACEMENT.

PUBLICATION OF A NEW DENOMINATOR IN ACCORDANCE WITH ARTICLE 15 OF THE LAW OF 2 MAY 2007.

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Lasne, 28 June 2024 - 6.00 p.m. Whitestone Group SA (the "Company") today announces that it has issued 1,303,465 new ordinary shares (the "New Shares") at an issue price of EUR 13.00 per share (the "Transaction") through authorised capital. The capital increase amounts to EUR 16,945,045, including share premium.

This transaction follows the €25 million private placement approved by the General Meeting on 13 May 2024 and closed on 7 June 2024. The transaction enabled (i) a new shareholder, unrelated to existing shareholders, to take a 10% stake, (ii) Multifin SA to maintain its 37.55% stake (identical to its stake prior to the private placement) and (iii) the investors in the private placement to obtain the allocation initially sought.

This capital increase was carried out at the same price as the private placement on 7 June, i.e. EUR 13.00 per share.

These new financial resources will enable Whitestone Group to support the development of its existing holdings and increase its stake in them, as well as investing in new holdings in line with its strategy.

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Following the issue of the New Shares, the Company's capital will be increased by EUR 4,523,024 (excluding share premium) and represented by a total of 6,874,565 ordinary shares, without par value. The New Shares represent a dilution of 19%.

The New Shares to be issued will have the same rights and benefits as, and will in all respects be pari passu with, the existing shares of the Company at the time of their issue. The New Shares will be entitled to distributions in respect of which the record date or due date falls on or after the date of issue of the New Shares.

Payment and delivery of the New Shares is expected to take place following the admission of the New Shares to trading on Euronext Growth Brussels. An information memorandum regarding the admission of the New Shares will be prepared in accordance with applicable legal requirements and published on the Company's website (www.whitestone.eu).

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Change of denominator

Pursuant to Article 15 of the Law of 2 May 2007 on the disclosure of major shareholdings in issuers whose shares are admitted to trading on a regulated market, Whitestone Group is publishing, following the Transaction, the total share capital, the total number of securities carrying voting rights and the total number of voting rights.

Situation after authorised capital :

Total capital	EUR 23,851,398.83
Total number of shares carrying voting rights*	6.874.565
Total number of voting rights (= denominator)*	6.874.565

* Whitestone Group holds 47,198 of its own shares. In accordance with article 7:217 of the Companies and Associations Code, the voting rights attached to these shares are suspended for as long as Whitestone Group holds them.

This situation (the denominator) is used as the basis for the declaration of shareholder ownership thresholds (25%, 30%, 50%, 75% and 95% for companies listed on Euronext Growth). With regard to these thresholds, no transparency notification applies.

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The Transaction was carried out exclusively via a private placement with less than 150 natural or legal persons (other than qualified investors) as well as investors qualifying as "qualified investors" (the "Qualified Investors") within the meaning of Article 2(e) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (the "Prospectus Regulation") and Article 5 of the Law of 11 July 2018 on public offers of investment instruments and admissions of investment instruments to trading on regulated markets (the "Prospectus Law") and/or who have subscribed for a minimum amount of at least 100.000.

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About Whitestone Group

Whitestone Group's is a professional investor whose mission is to support mainly SMEs in Belgium in order to develop them profitably and responsibly. Its vision is to become one of Belgium's best and leading listed family holdings in terms of financial discipline and impact, backed by stable, long-term shareholders.

Its strategy is to invest over the long term in companies operating in sectors with long-term growth drivers, whose business model is well understood and whose professional management is willing to work with its shareholders. Without being an activist shareholder, it aims to be influential in governance, strategy, financing, development, and sustainability (ESG).

The objective is to ensure balanced growth in the value of the capital entrusted by shareholders by generating a Total Shareholder Return (TSR) higher than the weighted average cost of capital, and to make a positive contribution to the natural, social, and human environment.

The portfolio is made up of around fifteen majority or minority participations organized around three pillars: SMEs, Specific Materials, and Energy & Environmental Transition.

The Belgian asset management company Multifin SA is the reference shareholder with a 38% shareholding.

Whitestone Group is listed on Euronext Growth Brussels under the ticker ROCK. Its Net Asset Value (NAV) is €99 million pro-forma.

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Investor contact

Frédéric Pouchain, CEO

Whitestone Group SA 32 route de Genval 1380 Lasne, Belgium N.E : 0467.731.030 info@whitestone.eu

www.whitestone.eu

Disclaimer

This press release is intended for general information purposes only and does not purport to be complete or comprehensive.

It does not constitute an offer of securities or a solicitation to buy or subscribe for securities or a solicitation to sell securities in the United States. The securities offered herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "U.S. 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 U.S. Securities Act. The Company does not intend to register this offer or any portion of this offer in the United States or to conduct any public offering in the United States.

No press release or information relating to the offer, listing or securities of the Company referred to above may be disseminated to the public in jurisdictions where registration or prior approval is required for such purposes. No steps have been or will be taken to offer or list the Company's securities in any jurisdiction where such steps would be required, except for the admission of the new shares to Euronext Growth Brussels. The issue, exercise or sale, and the subscription or acquisition, of securities of the Company are subject to special legal or statutory restrictions in certain jurisdictions. The Company is not responsible if the above restrictions are not complied with by any person.

This press release contains statements that are, or may be, "forward-looking statements". Forward-looking statements can be identified by the use of forward-looking terminology such as "believes", "estimates", "anticipates", "expects", "intends", "could", "may", "plans", "pursues", "ongoing", "potential", "targets", "seeks" or "should" and also include statements made by the Company regarding the expected results of its strategy. By their nature, forward-looking statements involve risks and uncertainties, and readers are cautioned that forwardlooking statements are not guarantees of future performance. The Company's actual results may differ materially from those anticipated in the forward-looking statements. The Company does not undertake any obligation to publicly revise or update any forward-looking statements, except as required by law.