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)
<PAGE>
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
<PAGE>
WEINGARTEN REALTY INVESTORS EMPLOYEE SHARE PURCHASE PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS,
DECEMBER 31, 1999
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
<S> <C>
1999
-----------
ASSETS (Unaudited)
------
Common Stock $ 186,898
Contribution Receivable 128,044
-----------
Total Assets 314,942
-----------
NET ASSETS AVAILABLE FOR BENEFITS $ 314,942
===========
</TABLE>
See Notes to Financial Statements
3
<PAGE>
WEINGARTEN REALTY INVESTORS EMPLOYEE SHARE PURCHASE PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1999
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
<S> <C>
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
===========
</TABLE>
See Notes to Financial Statements
4
<PAGE>
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
<PAGE>
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
<PAGE>
<TABLE>
<CAPTION>
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
----------------------------------- ----------------------------- -------- ---------
<S> <C> <C> <C>
*WEINGARTEN REALTY INVESTORS 8,157 COMMON SHARES $316,870 $314,942
_______________________________
*PARTY-IN-INTEREST
</TABLE>
7
<PAGE>
<TABLE>
<CAPTION>
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)
--------------------------- -------------------- --------- ------- ----------- -------- ------------
<S> <C> <C> <C> <C> <C> <C>
WEINGARTEN REALTY INVESTORS 567 COMMON SHARES $ 21,176 -- -- $ 22,062 $ 886
WEINGARTEN REALTY INVESTORS 656 COMMON SHARES 25,550 -- -- 25,550 --
</TABLE>
8
<PAGE>
