-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, TF2AjiwH64BxPAYICRB1RRiVVnb3qAbmF5iPWdEyblpO3xdYrLAte0TsKWjkN3w+ /ECO92Br7wKfk+EJa+1leA== 0000950129-94-000531.txt : 19940706 0000950129-94-000531.hdr.sgml : 19940706 ACCESSION NUMBER: 0000950129-94-000531 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940629 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: 1934 Act SEC FILE NUMBER: 001-09876 FILM NUMBER: 94536647 BUSINESS ADDRESS: STREET 1: 2600 CITADEL PLZ DR STREET 2: P O BOX 924133 CITY: HOUSTON STATE: TX ZIP: 77292-4133 BUSINESS PHONE: 7138666000 MAIL ADDRESS: STREET 1: 2600 CITADEL PLAZA DR STREET 2: P O BOX 924133 CITY: HOUSTON STATE: TX ZIP: 77292-4133 11-K 1 FORM 11-K -- WEINGARTEN REALTY 1 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 period from December 1, 1992 through December 31, 1993 Savings and Investment Plan for Employees of Weingarten Realty (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) 2 Item 1. Changes in the Plan Effective January 1, 1993, the Plan's year end was changed from November 30 to December 31. Item 2. Changes in Investment Policy None Item 3. Contributions Under the Plan The Savings and Investment Plan for Employees of Weingarten Realty (the "Plan") operates as a profit sharing plan under which Weingarten Realty Investors (the "Company" or "WRI") determines, at its discretion, the level of employer contributions to the Plan. For the past three periods, employer contributions (excluding employee rollover contributions, any employee after-tax contributions and employee salary deferrals under the Plan's Code Section 401(k) cash or deferred arrangement) in the following amounts have been made to the Plan: Company Period Contributions ------ ------------- December 1, 1992 - December 31, 1993 $179,816 December 1, 1991 - November 30, 1992 120,791 December 1, 1990 - November 30, 1991 111,792 Item 4. Participating Employees As of December 31, 1993, approximately 115 employees were eligible to participate in the Plan and 112 employees were participants in the Plan. Item 5. Administration of the Plan The Plan is administered by the Company (the "Plan Administrator") and the Trustees. The Plan Administrator serves without compensation. 2 3 The Trustees of the Plan, effective March 20, 1989, are Martin Debrovner, Trust Manager, President and Chief Operating Officer of WRI and Director of Weingarten Realty Management Company, and Stephen C. Richter, Vice President and Treasurer of WRI. The Trustees serve without compensation. The mailing address of the Plan Administrator and the Trustees is 2600 Citadel Plaza Drive, Suite 300, Houston, Texas 77008. Item 6. Custodian of Investments The custodian of the assets held by the trust fund created under the Plan is Dean Witter Reynolds, Inc., 4975 Preston Park Blvd., Suite 500, Plano, Texas 75903-9948. During the period from December 1, 1992 to December 31, 1993, Dean Witter Reynolds, Inc., received a total of $35,483 in compensation from the Plan. Dean Witter Reynolds, Inc., provides the Plan with insurance protection, up to $25 million, in connection with the custody of the security investments or other assets held under the provisions of the Plan. Item 7. Reports to Participating Employees Each year, employees eligible to participate in the Plan are given a Summary Annual Report of the Plan, which presents a basic financial statement of the Plan, including the value of the Plan's assets, expenses and income. The Summary Annual Report advises the participants of their rights to receive additional information about the Plan. In addition to the Summary Annual Report, at least once each year participants receive statements regarding their individual accounts under the Plan, which reflect, in part, the sources of contributions to, the investments in, and the vested portion of each account. Item 8. Investment of Funds The Plan has paid the following in brokerage commissions during the three most recent periods: Period ------ December 1, 1992 - December 31, 1993 $28,654 December 1, 1991 - November 30, 1992 12,108 December 1, 1990 - November 30, 1991 13,119 3 4 Item 9. Financial Statements and Exhibits (a) Financial statements. (1) Independent Auditors' Report. (2) Statements of Net Assets Available for Benefits as of December 31, 1993 and November 30, 1992. (3) Statements of Changes in Net Assets Available for Benefits for the Period from December 1, 1992 to December 31, 1993 and for the Year Ended November 30, 1992. (4) Notes to Financial Statements. (5) Supplemental Schedules of Assets Held for Investment and 5% Reportable Transactions The financial statements and schedules referred to above have been prepared in accordance with the regulations of the Employee Retirement Income Security Act of 1974 as allowed under the Form 11-K financial statement requirements. (b) Exhibits. 23.1 - Consent of Deloitte & Touche 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. SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY By: Weingarten Realty Investors Date: June 28, 1994 By: /s/ STANFORD ALEXANDER Stanford Alexander, Chairman/ Chief Executive Officer 4 5 INDEPENDENT AUDITORS' REPORT Savings and Investment Plan for Employees of Weingarten Realty: We have audited, by fund and in total, the accompanying statements of net assets available for benefits of the Savings and Investment Plan for Employees of Weingarten Realty (the "Plan") as of December 31, 1993 and November 30, 1992, and the related statements of changes in net assets available for benefits for the period from December 1, 1992 to December 31, 1993 and for the year ended November 30, 1992. These financial statements are the responsibility of the Plan's administrators. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, such financial statements present fairly, by fund and in total, in all material respects, the net assets available for benefits of the Plan as of December 31, 1993 and November 30, 1992, and the changes in net assets available for benefits for the period from December 1, 1992 to December 31, 1993 and for the year ended November 30, 1992 in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental schedules of (1) assets held for investment as of December 31, 1993 and (2) transactions in excess of five percent of the current value of plan assets for the period ended December 31, 1993 are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor's Rules and Regulations of Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These schedules are the responsibility of the Plan's administrators. Such schedules have been subjected to the auditing procedures applied in our audit of the basic 1993 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. DELOITTE & TOUCHE Houston, Texas April 7, 1994 5 6 SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY ------------------------------ STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1993 AND NOVEMBER 30, 1992
December 31, 1993 ------------------------------------------------------------------------ Balanced Equity Money Market WRI Shares Fund Fund Fund Fund Total ---------- -------- ------------ ---------- ---------- ASSETS: INVESTMENTS: Money Market Fund $158,961 $136,436 $12,669 $3,968 $312,034 Guaranteed Investment Contracts 325,682 325,682 Common & Preferred Stock 1,109,928 693,647 663,000 2,466,575 Bonds 584,000 584,000 ---------- -------- -------- -------- ---------- TOTAL INVESTMENTS 1,852,889 830,083 338,351 666,968 3,688,291 ---------- -------- -------- -------- ---------- RECEIVABLES: Dividends and Interest 14,511 358 14,869 Contributions 37,820 33,689 6,755 18,798 97,062 Due From Other Fund 49,746 1,262 51,008 ---------- -------- -------- -------- ---------- TOTAL RECEIVABLES 52,331 34,047 56,501 20,060 162,939 ---------- -------- -------- -------- ---------- TOTAL 1,905,220 864,130 394,852 687,028 3,851,230 ---------- -------- -------- -------- ---------- LIABILITIES: PAYABLE TO TERMINATED EMPLOYEES DUE TO OTHER FUND 30,814 20,194 51,008 ---------- -------- -------- -------- ---------- TOTAL LIABILITIES 30,814 20,194 51,008 ---------- -------- -------- -------- ---------- NET ASSETS AVAILABLE FOR BENEFITS $1,874,406 $843,936 $394,852 $687,028 $3,800,222 ========== ======== ======== ======== ==========
November 30, 1992 --------------------------------------------------------- Balanced Money Market WRI Shares Fund Fund Fund Total ---------- ------------ ---------- ---------- ASSETS: INVESTMENTS: Money Market Fund $220,356 $9,203 $1,929 $231,488 Guaranteed Investment Contracts 592,259 592,259 Common & Preferred Stock 852,293 498,775 1,351,068 Bonds 555,843 555,843 ---------- -------- -------- ---------- TOTAL INVESTMENTS 1,628,492 601,462 500,704 2,730,658 ---------- -------- -------- ---------- RECEIVABLES: Dividends and Interest 13,335 7,166 20,501 Contributions 82,123 27,100 20,749 129,972 Due From Other Fund 317 927 1,244 ---------- -------- -------- ---------- TOTAL RECEIVABLES 95,775 27,100 28,842 151,717 ---------- -------- -------- ---------- TOTAL 1,724,267 628,562 529,546 2,882,375 ---------- -------- -------- ---------- LIABILITIES: PAYABLE TO TERMINATED EMPLOYEES 118 8,685 117 8,920 DUE TO OTHER FUND 1,244 1,244 ---------- -------- -------- ---------- TOTAL LIABILITIES 118 9,929 117 10,164 ---------- -------- -------- ---------- NET ASSETS AVAILABLE FOR BENEFITS $1,724,149 $618,633 $529,429 $2,872,211 ========== ======== ======== ==========
See Notes to Financial Statements 6 7 SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY ------------------------------ STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE PERIOD FROM DECEMBER 1, 1992 TO DECEMBER 31, 1993 AND FOR THE YEAR ENDED NOVEMBER 30, 1992
December 31, 1993 ------------------------------------------------------------------------ Balanced Equity Money Market WRI Shares Fund Fund Fund Fund Total ---------- -------- ----------- ---------- ---------- INVESTMENT INCOME: Dividends $7,708 $3,452 $32,854 $44,014 Interest 54,518 3,422 $697 419 59,056 NET APPRECIATION IN FAIR VALUE OF INVESTMENTS 134,353 65,917 25,638 12,794 238,702 CONTRIBUTIONS: Participating Employees 179,272 124,461 34,944 98,589 437,266 Employer 75,042 52,145 12,352 40,277 179,816 WITHDRAWALS (683) (19,196) (4,125) (9) (24,013) ADMINISTRATIVE EXPENSES (3,680) (1,581) (1,522) (47) (6,830) FUND TRANSFERS (296,273) 615,316 (291,765) (27,278) ---------- -------- -------- -------- ---------- INCREASE/(DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS 150,257 843,936 (223,781) 157,599 928,011 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF PERIOD 1,724,149 618,633 529,429 2,872,211 ---------- -------- -------- -------- ---------- NET ASSETS AVAILABLE FOR BENEFITS, END OF PERIOD $1,874,406 $843,936 $394,852 $687,028 $3,800,222 ========== ======== ======== ======== ==========
November 30, 1992 --------------------------------------------------------- Balanced Money Market WRI Shares Fund Fund Fund Total ---------- ------------ ---------- ---------- INVESTMENT INCOME: Dividends $9,317 $26,214 $35,531 Interest 51,333 $373 226 51,932 NET APPRECIATION IN FAIR VALUE OF INVESTMENTS 150,929 41,531 76,031 268,491 CONTRIBUTIONS: Participating Employees 167,454 73,866 45,219 286,539 Employer 76,795 24,592 19,404 120,791 WITHDRAWALS (13,760) (47,235) (15,085) (76,080) ADMINISTRATIVE EXPENSES (100) (3,029) (100) (3,229) FUND TRANSFERS 19,424 (73,541) 54,117 ---------- -------- -------- ---------- INCREASE/(DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS 461,392 16,557 206,026 683,975 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF PERIOD 1,262,757 602,076 323,403 2,188,236 ---------- -------- -------- ---------- NET ASSETS AVAILABLE FOR BENEFITS, END OF PERIOD $1,724,149 $618,633 $529,429 $2,872,211 ========== ======== ======== ==========
See Notes to Financial Statements 7 8 SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY Notes to Financial Statements For the Period from December 1, 1992 to December 31, 1993 and The Year Ended November 30, 1992 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The general purpose of the Savings and Investment Plan for Employees of Weingarten Realty (the "Plan") is to provide retirement and other related benefits for employees of Weingarten Realty Investors ("WRI") and its wholly owned subsidiary Weingarten Realty Management Company ("WRMC"), referred to, collectively, as the "Companies." 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. The accompanying financial statements of the Plan are presented on the accrual basis; accordingly, memorandum entries are made to the accounting records to reflect the accrual for dividend and interest income, contributions by the Companies and participants, and withdrawals by participants. Investments are generally carried at their quoted market value. Average cost is used to determine the cost of investments sold or redeemed. 2. SUMMARY DESCRIPTION OF THE PLAN The Plan is a defined contribution plan subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"), as amended, and regulations promulgated thereunder. The following is a summary of the Plan, as amended on January 1, 1993. Eligibility- All employees are eligible to participate in the Plan after completing one year of eligibility service and attaining 21 years of age. Participant Contributions - Participants may contribute 1% to 9% of their annual paid compensation as salary reduction contributions. Such contributions are generally made through regular payroll withholdings and reduce the amount of the participant's compensation subject to federal income tax. 8 9 Employer Contributions - The Company may make annual matching contributions to the Plan. The maximum amount of each participant's salary reduction contribution that is subject to matching is equal to 6% of the participant's qualified compensation. The employer's matching contribution cannot exceed 50% of the above-described maximum amount for all participants. The employer's matching contribution is generally allocated to the individual participant's accounts based upon the ratio of the participant's salary reduction contributions to the total salary reduction contributions made by all participants during the period. The employer's matching contribution is directed to the different funds (described on page 10) using the same ratio as the participants' individual contributions. The Company may also make discretionary contributions. Discretionary contributions are allocated to the individual participant based upon the ratio of the participant's compensation to the compensation of all participants during the year. No discretionary contributions will be invested in the WRI Shares Fund. No discretionary contributions were made during the periods ended 1993 and 1992. Employer contributions for the period from December 1, 1992 to December 31, 1993 and the year ended November 30, 1992 were as follows: Weingarten Realty Weingarten Realty Period Ended Management Company Investors ------------ ------------------ ----------------- December 31, 1993 $179,816 November 30, 1992 $104,398 16,393 Vesting- Participants are fully vested for all contributions made by them. For employer contributions and earnings of the Plan, participants vest as follows: Vested Years of Vesting Service Percentage ------------------------ ---------- Less than 2 years 0% At least 2 years, but less than 3 years 20% At least 3 years, but less than 4 years 40% At least 4 years, but less than 5 years 60% At least 5 years, but less than 6 years 80% 6 years or more 100% Upon death, disability or reaching 65 years of age, a participant becomes fully vested for all contributions and earnings made on his behalf. Withdrawals- Upon death, disability or termination from the Company, a participant or the beneficiary may withdraw all the participant's vested interest in the Plan. A participant may withdraw all or a portion of his nondeductible voluntary contributions at the end of the plan year or, in case of hardship, at times otherwise allowed by the Plan Administrator. 9 10 Participants may withdraw all of their vested account balances upon attaining the age of 59 1/2. Upon withdrawal, participants forfeit amounts in the Plan allocated to them for which they have not vested. Forfeitures during the year are used to reduce the amount required by the employers' matching contributions. Investment Options - Beginning January 1, 1993, an additional investment option, the Equity Fund, was made available to plan participants. Participants may direct their portion of the Plan assets into: (a) Money Market Fund, a fund invested in cash equivalents having ready marketability, such as U.S. Treasury Bills, commercial papers, guaranteed investment contracts, certificates of deposits and similar short-term securities; (b) Balanced Fund, a fund of common stocks (excluding WRI, except through shares held in a commingled fund), preferred stocks, bonds, convertible securities and other similar types of investments, including mutual funds; (c) WRI Shares Fund, a fund invested in common shares of beneficial interest of WRI purchased on the open market; and (d) Equity Fund, a fund of common stocks (excluding WRI, except through shares held in a commingled fund) and preferred stocks. At December 31, 1993 and November 30, 1992, there were 112 and 90 participants, respectively, who had invested their contributions as follows: Number of Participants December November Investment Fund 1993 1992 --------------- ----------- ----------- Money Market Fund 23 49 Balanced Fund 87 72 WRI Shares Fund 56 38 Equity Fund 64 Administration- Plan Administrators, appointed by the Company, are responsible for the administrative operations of the Plan and maintaining the accounting records of the Plan and the participants. Amendment or Termination of the Plan- The Plan may be amended or terminated at any time by the Company. No amendment may deprive any participant (or their beneficiary) of any vested right the participant may have accrued. If the Plan is terminated, the accounts of all participants become nonforfeitable and the Plan's assets or cash will be distributed to the participants so affected. 10 11 3. FEDERAL INCOME TAXES The Plan was amended January 1, 1993 to provide an additional investment option (the Equity Fund) and to change the plan year end from November 30 to December 31. Before such amendment, the Plan received a ruling that the Plan was a qualified plan under Sections 401(a) and 501(a) of the Internal Revenue Code and, therefore, exempt from income taxes. The Plan Administrator and outside counsel believe that the Plan, as amended, qualifies under the meanings of the above-mentioned sections of the Internal Revenue Code; accordingly, no provision for federal income taxes is provided in the accompanying financial statements. Under existing federal income tax laws, neither the employers' contributions nor any income accruing to a participant's accounts is subject to income tax until either a portion of or the entire balance in the participant's accounts is withdrawn. Withdrawals may be subject to withholding for federal income taxes. 4. INVESTMENTS GREATER THAN FIVE PERCENT OF PLAN ASSETS The following table presents investments that represent five percent or more of the Plan's net assets available for benefits at December 31, 1993 and November 30, 1992:
Current Value Current Value 1993 1992 -------------- ------------- Dean Witter Reynolds, Inc. Active Assets Money Trust $ 299,365 $ 258,153 First Mercantile Trust Company Institutional Investors Guaranteed Investment Contract Fund 325,682 607,685 Weingarten Realty Investors - Common Shares 663,000 521,906 ---------- ---------- $1,288,047 $1,387,744 ========== ==========
11 12 5. NET APPRECIATION OF INVESTMENTS The net appreciation in fair value, including realized gains or losses, for each significant class of investments is summarized as follows:
PERIOD ENDED DECEMBER 1993 ----------------------------------------------------------------------- Guaranteed Common Bonds Weingarten Investment Stock and Notes Common Shares Contracts Total ----------------------------------------------------------------------- Proceeds from the Sale of Investments and the Fair Value of Investments, End of Period $2,728,661 $637,282 $721,548 $950,981 $5,038,472 Cost of Investments Purchased and the Fair Value of Investments, Beginning of Period 2,559,082 606,591 708,754 925,343 4,799,770 ---------- -------- -------- -------- ---------- Net Change During Period $ 169,579 $ 30,691 $ 12,794 $ 25,638 $ 238,702 ========== ======== ======== ======== ==========
YEAR ENDED NOVEMBER 1992 ----------------------------------------------------------------------- Guaranteed Common Bonds Weingarten Investment Stock and Notes Common Shares Contracts Total ----------------------------------------------------------------------- Proceeds from the Sale of Investments and the Fair Value of Investments, End of Year $1,275,787 $605,844 $498,775 $670,259 $3,050,665 Cost of Investments Purchased and the Fair Value of Investments, Beginning of Year 1,130,475 600,227 422,744 628,728 2,782,174 ---------- -------- -------- -------- ---------- Net Change During Year $ 145,312 $ 5,617 $ 76,031 $ 41,531 $ 268,491 ========== ======== ======== ======== ==========
12 13 6. CHANGES IN THE PLAN Effective January 1, 1993, the Plan's year end was changed from November 30 to December 31. Changes in net assets available for benefits for the month ended December 31, 1992 are as follows:
Money WRI Balanced Market Shares Fund Fund Fund Total -------- ------ -------- --------- INVESTMENT INCOME: Dividends $ 45 $ 45 Interest 3,925 $ 26 $ 17 3,968 NET APPRECIATION IN FAIR VALUE OF INVESTMENTS 17,572 3,426 15,668 36,666 CONTRIBUTIONS: Participating Employees 30,412 9,105 6,246 45,763 Employer 13,067 3,289 2,646 19,002 WITHDRAWALS (4,125) (8) (4,133) FUND TRANSFERS 3,737 (2,447) (1,290) ------- ------- ------- -------- INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS $68,758 $ 9,274 $23,279 $101,311 ======= ======= ======= ========
13 14 ITEM 30a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT, DECEMBER 31, 1993
ASSETS HELD - - ----------- DESCRIPTION OF INVESTMENT INCLUDING IDENTITY OF ISSUE, BORROWER, MATURITY DATE, RATE OF INTEREST, CURRENT ISSUER OR SIMILAR PARTY COLLATERAL AND MATURITY VALUE COST VALUE ------------------------------ ------------------------------------ --------- ---------- BALANCED FUND Abbott Laboratories Common Stock (1,000 Shares) $ 26,238 $ 29,625 Albertson's, Inc. Common Stock (1,700 Shares) 41,331 45,475 American Greetings Common Stock (1,350 Shares) 43,511 45,900 Applied Materials, Inc. Common Stock (1,400 Shares) 43,126 54,250 Arrow Electronics, Inc. Common Stock (1,275 Shares) 41,901 53,231 Autozone, Inc. Common Stock ( 920 Shares) 35,650 52,670 Bombay Company Common Stock (1,000 Shares) 43,601 45,000 Brinker International, Inc. Common Stock (1,800 Shares) 50,400 82,800 Circuit City Stores, Inc. Common Stock (1,400 Shares) 43,171 30,450 Clayton Homes, Inc. Common Stock (2,500 Shares) 48,779 60,625 Cracker Barrel Common Stock (1,608 Shares) 49,044 44,220 Doctor Pepper 7Up Company Common Stock (1,900 Shares) 45,363 45,600 Dollar General Corporation Common Stock (2,250 Shares) 50,476 67,500 Electronic Arts, Inc. Common Stock (1,600 Shares) 48,104 48,000 Federal National Mortgage Association Common Stock ( 500 Shares) 37,000 39,250 Heilig-Meyers Company Common Stock (1,300 Shares) 43,741 50,700 MCI Communications Common Stock (1,500 Shares) 43,415 42,375 Sofamor/Danek Group, Inc. Common Stock (1,400 Shares) 43,171 46,550 Southwest Airlines Co. Common Stock (2,100 Shares) 37,450 78,488 Stewart & Stevenson Services, Inc. Common Stock (1,200 Shares) 42,428 61,500 Synoptics Communications Common Stock (1,450 Shares) 42,530 40,419 Zebra Tech Class A Common Stock ( 800 Shares) 44,800 45,300 -------- ---------- Total Common Stock $945,230 $1,109,928 -------- ---------- Consolidated Natural Gas Company Debenture - matures 10-1998, 5.875%, $25,000 maturity value 23,813 25,156 E.I. du Pont de Nemours and Company Debenture - matures 03-2004, 8.125%, $50,000 maturity value 52,313 57,000 Eastman Kodak Company Bond - matures 03-2003, 9.375%, $25,000 maturity value 27,313 29,938
14 15 ITEM 30a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT, DECEMBER 31, 1993 (CONTINUED)
ASSETS HELD - - ----------- DESCRIPTION OF INVESTMENT INCLUDING IDENTITY OF ISSUE, BORROWER, MATURITY DATE, RATE OF INTEREST, CURRENT ISSUER OR SIMILAR PARTY COLLATERAL AND MATURITY VALUE COST VALUE ------------------------------ ------------------------------------ --------- ---------- FNMA Bond - matures 12-2000, 8.250% $50,000 maturity value $ 53,000 $ 57,186 Mobil Corporation Registered Bond - matures 02-2001, 8.375%, $50,000 maturity value 53,375 57,313 NationsBank Corporation Senior Note - matures 01-1998, 6.625%, $50,000 maturity value 50,747 52,375 Philip Morris Companies, Inc. Note - matures 03-1999, 8.625%, $25,000 maturity value 26,594 28,156 Texaco Capital Registered Note - matures 02-2003, 8.500%, $50,000 maturity value 53,125 57,438 Wal-Mart Stores, Inc. Note - matures 04-2001, 8.625%, $50,000 maturity value 53,250 58,063 Warner-Lambert Company Bond - matures 09-1998, 8.000%, $50,000 maturity value 52,813 55,000 U.S. Treasury Bond Bond - matures 08-2000, 8.375%, $100,000 maturity value 107,000 106,375 ---------- ---------- Total Bonds and Notes 553,343 584,000 ---------- ---------- Short-Term Investment Funds - *Dean Witter Reynolds, Inc. Active Assets Money Trust 158,961 158,961 ---------- ---------- Total Assets Held for Investment - Balanced Fund $1,657,534 $1,852,889 ========== ==========
_____________________ * Party-in-interest 15 16 ITEM 30a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT, DECEMBER 31, 1993 (CONTINUED)
ASSETS HELD - - ----------- DESCRIPTION OF INVESTMENT INCLUDING IDENTITY OF ISSUE, BORROWER, MATURITY DATE, RATE OF INTEREST, CURRENT ISSUER OR SIMILAR PARTY COLLATERAL AND MATURITY VALUE COST VALUE ------------------------------ ------------------------------------ --------- ---------- EQUITY FUND Abbott Laboratories Common Stock ( 625 Shares) $ 16,437 $ 18,516 Albertson's, Inc. Common Stock ( 900 Shares) 24,972 24,075 American Greetings Common Stock ( 825 Shares) 26,668 28,050 Applied Materials, Inc. Common Stock (1,350 Shares) 26,165 52,313 Arrow Electronics, Inc. Common Stock ( 775 Shares) 25,535 32,356 Autozone, Inc Common Stock ( 600 Shares) 25,980 34,350 Bombay Company Common Stock ( 675 Shares) 29,431 30,375 Brinker International, Inc. Common Stock ( 900 Shares) 25,527 41,400 Circuit City Stores, Inc. Common Stock ( 825 Shares) 25,525 17,944 Clayton Homes, Inc. Common Stock (1 312 Shares) 24,778 31,816 Cracker Barrel Common Stock ( 900 Shares) 27,136 24,750 Doctor Pepper 7Up Company Common Stock (1,200 Shares) 28,650 28,800 Dollar General Corporation Common Stock (1,250 Shares) 28,378 37,500 Electronic Arts, Inc. Common Stock ( 875 Shares) 25,952 26,250 Federal National Mortgage Association Common Stock ( 325 Shares) 26,005 25,513 Heilig-Meyers Company Common Stock ( 850 Shares) 28,600 33,150 MCI Communications Common Stock ( 900 Shares) 25,199 25,425 Panhandle Eastern Corporation Common Stock (1,100 Shares) 26,633 26,125 Sofamor/Danek Group, Inc. Common Stock ( 675 Shares) 26,845 22,444 Southwest Airlines Co. Common Stock (1,050 Shares) 25,887 39,244
16 17 ITEM 30a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT, DECEMBER 31, 1993 (CONTINUED)
ASSETS HELD - - ----------- DESCRIPTION OF INVESTMENT INCLUDING IDENTITY OF ISSUE, BORROWER, MATURITY DATE, RATE OF INTEREST, CURRENT ISSUER OR SIMILAR PARTY COLLATERAL AND MATURITY VALUE COST VALUE ------------------------------ ------------------------------------ --------- ---------- EQUITY FUND Stewart & Stevenson Services, Inc. Common Stock ( 750 Shares) $ 27,746 $ 38,435 Synoptics Communications Common Stock ( 900 Shares) 26,456 25,088 Zebra Tech Class A Common Stock ( 525 Shares) 29,400 29,728 -------- -------- Total Common Stock 603,905 693,647 -------- -------- Short-Term Investment Funds - *Dean Witter Reynolds, Inc. Active Assets Money Trust 136,436 136,436 -------- -------- Total Assets Held for Investment - Equity Fund $740,341 $830,083 ======== ======== WRI STOCK FUND *Weingarten Realty Investors Common Shares (17,680 Shares) $637,223 $663,000 -------- -------- Short-Term Investment Funds - *Dean Witter Reynolds, Inc. Active Assets Money Trust 3,968 3,968 -------- -------- Total Assets Held for Investment - WRI Stock Fund $641,191 $666,968 ======== ======== MONEY MARKET FUND Interest in Pooled Funds - First Mercantile Trust Company Institutional Investors Guaranteed Investment Contract Fund $321,084 $325,682 -------- -------- Short-Term Investment Funds - First Mercantile Trust Money Market Fund 12,669 12,669 -------- -------- Total Assets Held for Investment - Money Market Fund $333,753 $338,351 ======== ========
_____________________ * Party-in-interest 17 18 ITEM 30a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT, DECEMBER 31, 1993 (CONTINUED)
ASSETS ACQUIRED AND DISPOSED OF WITHIN THE PERIOD ENDED DECEMBER 31, 1993 - - ------------------------------------------------------------------------ DESCRIPTION OF INVESTMENT INCLUDING IDENTITY OF ISSUE, BORROWER, MATURITY DATE, RATE OF INTEREST, CURRENT ISSUER OR SIMILAR PARTY COLLATERAL AND MATURITY VALUE COST VALUE ------------------------------ ------------------------------------ --------- --------- BALANCED FUND Cabletron System, Inc. Common Stock, ( 450 Shares) $ 37,604 $ 47,745 Ferro Corporation Common Stock, (1,325 Shares) 47,216 44,973 Stewart and Stevenson Services, Inc. Common Stock, ( 200 Shares) 7,071 9,799 Century Telephone Enterprises, Inc. Common Stock, (1,500 Shares) 46,994 36,192 EQUITY FUND Century Telephone Enterprises, Inc. Common Stock, ( 825 Shares) $ 25,887 $ 19,906 Giddings & Lewis, Inc. Common Stock, (1,000 Shares) 26,363 24,750 International Flavors & Fragrances, Inc. Common Stock, ( 200 Shares) 23,313 21,785 Nike, Inc. Common Stock, ( 325 Shares) 25,313 15,640 Suntrust Common Stock, ( 550 Shares) 25,575 25,226 The Home Depot, Inc. Common Stock, ( 533 Shares) 25,662 21,993 Cabletron System, Inc. Common Stock, ( 300 Shares) 25,048 31,856 Ferro Corporation Common Stock, ( 925 Shares) 25,808 27,705 The Interpublic Group of Companies, Inc. Common Stock, ( 800 Shares) 25,643 22,573 Sigma Aldrich Corporation Common Stock, ( 500 Shares) 25,569 24,186 Wal-Mart Stores, Inc. Common Stock, ( 750 Shares) 25,290 20,026
18 19 ITEM 30d - SCHEDULE OF REPORTABLE TRANSACTIONS SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY SUPPLEMENTAL SCHEDULE OF FIVE PERCENT REPORTABLE TRANSACTIONS FOR THE PERIOD ENDED DECEMBER 31, 1993 SINGLE TRANSACTIONS INVOLVING AN AMOUNT IN EXCESS OF FIVE PERCENT OF THE CURRENT VALUE OF PLAN ASSETS
PURCHASE SELLING COST OF IDENTITY OF PARTY INVOLVED DESCRIPTION OF ASSET PRICE PRICE ASSET NET GAIN - - -------------------------- -------------------- -------- ------- ------- -------- Interest in Pooled Funds Guaranteed Investment Contracts $305,528 Interest in Pooled Funds Guaranteed Investment Contracts $316,214 $311,732 $4,482 Interest in Pooled Funds Guaranteed Investment Contracts $305,528 $301,060 $4,468
SERIES OF TRANSACTIONS, WHEN AGGREGATED, INVOLVING AN AMOUNT IN EXCESS OF FIVE PERCENT OF THE CURRENT VALUE OF PLAN ASSETS
TOTAL DOLLAR NUMBER OF NUMBER OF VALUE OF TOTAL DOLLAR IDENTITY OF PARTY INVOLVED DESCRIPTION OF ASSET PURCHASES SALES PURCHASES VALUE OF SALES NET GAIN - - -------------------------- -------------------- --------- --------- ------------- -------------- -------- Weingarten Realty Investors Common Stock 10 2 $202,515 $ 53,017 $5,530 Interest in Pooled Funds Guaranteed Investment Contracts 6 3 $321,084 $616,349 $4,482
19 20 EXHIBIT TO INDEX 23.1 - Consent of Deloitte & Touche EX-23.1 2 CONSENT OF DELOITTE & TOUCHE 1 EXHIBIT 23.1 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Post-Effective Amendment No. 1 to Registration Statement No. 33-25581 on Form S-8 of the Savings and Investment Plan for Employees of Weingarten Realty of our report dated February 24, 1994, appearing in the Annual Report on Form 11-K of the Savings and Investment Plan for Employees of Weingarten Realty for the year ended December 31, 1993. DELOITTE & TOUCHE Houston, Texas June 28, 1994 -----END PRIVACY-ENHANCED MESSAGE-----