-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MYXgSKyfvLqHx05cwmLTcgYQ2++gn5cNmhSUitPOo1E8VyoF2JN0wheZ8uEf3K5b 8uBzTPM/21YjPhaZ0K6LMQ== /in/edgar/work/20000628/0000828916-00-000030/0000828916-00-000030.txt : 20000920 0000828916-00-000030.hdr.sgml : 20000920 ACCESSION NUMBER: 0000828916-00-000030 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19991231 FILED AS OF DATE: 20000628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WEINGARTEN REALTY INVESTORS /TX/ CENTRAL INDEX KEY: 0000828916 STANDARD INDUSTRIAL CLASSIFICATION: [6798 ] IRS NUMBER: 741464203 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-09876 FILM NUMBER: 663500 BUSINESS ADDRESS: STREET 1: 2600 CITADEL PLAZA DR STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77292 BUSINESS PHONE: 7138666000 MAIL ADDRESS: STREET 1: P O BOX 924133 STREET 2: P O BOX 924133 CITY: HOUSTON STATE: TX ZIP: 77292-4133 11-K 1 0001.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________________ FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1999 Employee Share Purchase Plan for Weingarten Realty Investors (Full title of the plan) ____________________ WEINGARTEN REALTY INVESTORS (Name and issuer of the securities held pursuant to the plan) 2600 Citadel Plaza Drive Houston, Texas 77008 (Address of principal executive offices) WEINGARTEN REALTY INVESTORS EMPLOYEE SHARE PURCHASE PLAN TABLE OF CONTENTS - -------------------------------------------------------------------------------- FINANCIAL STATEMENTS: PAGE Statement of Net Assets Available for Benefits as of December 31, 1999 (Unaudited) 3 Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 1999 4 Notes to Financial Statements 5 SUPPLEMENTAL SCHEDULES: Item 27a - Assets Held for Investment, December 31, 1999 7 Item 27d - Reportable Transactions for the Year Ended December 31, 1999 8 Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator has duly caused this annual report to be signed by the undersigned thereunto duly authorized. EMPLOYEE SHARE PURCHASE PLAN FOR WEINGARTEN REALTY INVESTORS By: Weingarten Realty Investors Date: June 28, 2000 By: Stanford Alexander -------------------------------- Stanford Alexander, Chairman/ Chief Executive Officer 2 WEINGARTEN REALTY INVESTORS EMPLOYEE SHARE PURCHASE PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, DECEMBER 31, 1999 - --------------------------------------------------------------------------------
1999 ----------- ASSETS (Unaudited) ------ Common Stock $ 186,898 Contribution Receivable 128,044 ----------- Total Assets 314,942 ----------- NET ASSETS AVAILABLE FOR BENEFITS $ 314,942 ===========
See Notes to Financial Statements 3 WEINGARTEN REALTY INVESTORS EMPLOYEE SHARE PURCHASE PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 31, 1999 - --------------------------------------------------------------------------------
1999 ----------- (Unaudited) ADDITIONS: Employee Contributions $ 269,973 Employer Contributions 46,897 ----------- Total additions 316,870 ----------- DEDUCTIONS: Net depreciation of investments 1,928 ----------- Total deductions 1,928 ----------- INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS 314,942 ----------- NET ASSETS AVAILABLE FOR BENEFITS, Beginning of Year 0 ----------- NET ASSETS AVAILABLE FOR BENEFITS, End of Year $ 314,942 ===========
See Notes to Financial Statements 4 WEINGARTEN REALTY INVESTORS EMPLOYEE SHARE PURCHASE PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 1999 - -------------------------------------------------------------------------------- 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The primary purpose of the Weingarten Realty Investors Employee Share Purchase Plan (the "Plan") is to encourage share ownership among employees and Board members of Weingarten Realty Investors ("WRI") and its wholly-owned subsidiary, Weingarten Realty Management Company ("WRMC"), referred to, collectively, as the "Company". Basis of Accounting - The financial records of the Plan and the account -------------------- records of participants of the Plan are generally maintained on the cash basis of accounting. The accompanying financial statements of the Plan are presented on the accrual basis of accounting; accordingly, memorandum entries are made to the accounting records to reflect the accrual for contributions by the Company and participants. Use of Estimates - The preparation of financial statements requires ------------------ management to make use of estimates and assumptions that affect amounts reported in the financial statements as well as certain disclosures. Actual results could differ from those estimates. Investment Valuation - Investments are stated at market value as --------------------- determined reference to published market quotations. Investment transactions are recorded as of the trade date. 2. SUMMARY DESCRIPTION OF THE PLAN This Plan is a defined contribution employee share purchase plan and is designed to be a Qualified Plan within the meaning of Section 423 of the Internal Revenue Code of 1986, as amended ("Code"). The Plan is designed to invest in common shares of WRI and is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). For further information relating to contributions and eligibility, participants should refer to the Summary Plan Description provided to them by the Company. Eligible Employees - All full-time employees are eligible to participate ------------------- in the Plan after completing one hour of eligible service and attaining 21 years of age. In addition, Board members of the Company may also participate. Contributions - The Company must contribute to the Plan an amount sufficient ------------- to cover the purchase price discount of the common shares. The purchase price is defined as 85% of the lesser of: (A) the closing price of the common shares on the last day of such purchase period and (B) the greater of: (i) the closing price of the common shares on the first day of such purchase period and (ii) the average closing price of the common shares for all business days in the purchase period. The purchase period is defined as the first day of a calendar quarter and ends on the last day of such calendar quarter. Participant Contributions - For each purchase period, participants may -------------------------- contribute a specific dollar amount or a percentage of his or her salary; however, the minimum payroll deduction under this Plan is $10.00 each pay day, and the maximum contribution allowed under this Plan is $25,000 for any calendar year. Plan Amendment or Termination - The Company has the right to amend or ------------------------------ terminate the Plan at anytime. Upon such termination of the Plan, the interest of each participant in the Plan will be distributed to such participant or his or her beneficiary at the time prescribed by the Plan terms and the Code. 5 3. ADMINISTRATIVE EXPENSES The Company paid all expenses incurred in the administration of the Plan, including expenses and fees of the custodian in 1999. 4. FEDERAL INCOME TAXES The Plan administrator and the Plan's tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the Code. Therefore, they believe that the Plan was qualified and was tax-exempt as of the financial statement date. ******** 6
ITEM 27A - SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES, AS OF DECEMBER 31, 1999 DESCRIPTION OF INVESTMENT INCLUDING MATURITY DATE, IDENTITY OF ISSUE, BORROWER, LESSOR RATE OF INTEREST, COLLATERAL, CURRENT OR SIMILAR PARTY PAR OR MATURITY VALUE COST VALUE - ----------------------------------- ----------------------------- -------- --------- *WEINGARTEN REALTY INVESTORS 8,157 COMMON SHARES $316,870 $314,942 _______________________________ *PARTY-IN-INTEREST
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ITEM 27D - SUPPLEMENTAL SCHEDULE OF FIVE PERCENT REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1999 SINGLE TRANSACTIONS INVOLVING AN AMOUNT IN EXCESS OF FIVE PERCENT OP THE CURRENT VALUE OF PLAN ASSETS - ---------------------------------------------------------------------------------------------------------- PURCHASE SELLING COST OF CURRENT NET IDENTITY OF PARTY INVOLVED DESCRIPTION OF ASSET PRICE PRICE ASSETS SOLD VALUE GAIN/(LOSS) - --------------------------- -------------------- --------- ------- ----------- -------- ------------ WEINGARTEN REALTY INVESTORS 567 COMMON SHARES $ 21,176 -- -- $ 22,062 $ 886 WEINGARTEN REALTY INVESTORS 656 COMMON SHARES 25,550 -- -- 25,550 --
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