1
EXHIBIT 99
TEMPORARY CERTIFICATE-EXCHANGEABLE FOR DEFINITIVE ENGRAVED CERTIFICATE WHEN READY FOR DELIVERY
7.44% SERIES A CUMULATIVE REDEEMABLE 7.44% SERIES A CUMULATIVE REDEEMABLE
PREFERRED SHARES PREFERRED SHARES
NUMBER [SHARES]
PA
PAR VALUE $.03 PAR VALUE $.03
WEINGARTEN REALTY INVESTORS
A TEXAS REAL ESTATE INVESTMENT TRUST
FORMED UNDER THE LAWS THIS CERTIFICATE IS TRANSFERABLE IN
OF THE STATE OF TEXAS NEW YORK, NY OR RIDGEFIELD PARK, NJ
CUSIP 948741 20 2
SEE REVERSE FOR CERTAIN DEFINITIONS
THIS CERTIFIES THAT
IS THE OWNER OF
FULLY PAID AND NONASSESSABLE 7.44% SERIES A CUMULATIVE REDEEMABLE PREFERRED SHARES OF
CERTIFICATE OF STOCK
Weingarten Realty Investors (the "Trust"), transferable on the books of the Trust by the holder hereof in person, or by duly
authorized attorney, upon surrender of this Certificate properly endorsed. This Certificate is not valid unless countersigned by
the Transfer Agent and registered by the Registrar.
WITNESS the facsimile seal of the Company and the facsimile signatures of its duly authorized representatives.
Dated:
COUNTERSIGNED AND REGISTERED:
CHASE MELLON SHAREHOLDER SERVICES, L.L.C.
TRANSFER AGENT
AND REGISTRAR
/s/ STANFORD ALEXANDER
- -------------------------------------
Stanford Alexander BY
Chairman
[WEINGARTEN REALTY INVESTORS SEAL]
/s/ M. CANDACE DUFONE
- -------------------------------------
M. Candace Dufone
Secretary AUTHORIZED SIGNATURE
THERE ARE RESTRICTIONS ON THE TRANSFER OF THE SHARES EVIDENCED BY
THIS CERTIFICATE AS MORE FULLY SET FORTH ON THE REVERSE HEREOF.
2
WEINGARTEN REALTY INVESTORS
This Certificate and the shares represented hereby are subject in all
respects to the laws of the State of Texas and to the Declaration of Trust and
Bylaws of the Trust and any amendments thereto. The Declaration of Trust, as
amended, provides that no shareholder shall have any preemptive rights to
acquire unissued or treasury shares of the Trust. The Declaration of Trust also
restricts the transfer of the shares of beneficial interest evidenced by this
Certificate in connection with the qualification by the Trust as a real estate
investment trust. Copies of the Trust's Declaration of Trust are on file with
the Harris County, Texas, County Clerk and will be furnished to any shareholder
of record without charge upon written request to the Trust at the principal
place of business or registered office.
The Trust will furnish a full statement of the designations and any
preferences, conversion and other rights, voting powers, restrictions,
limitations as to dividends, qualifications, and terms and conditions of
redemption of the shares of each class which the Trust is authorized to issue
and the difference in the relative rights and preferences between the shares of
each series of any preferred class to the extent they have been set and the
authority of the trust managers to set the relative rights and preferences of
subsequent series to any holder of shares without charge on written request to
the Trust at its principal place of business or registered office.
The following abbreviations, when used in the inscription on the face of
this certificate, shall be construed as though they were written out in full
according to applicable laws or regulations:
TEN COM -- as tenants in common UNIF GIFT MIN ACT -- _____________ Custodian ___________
TEN ENT -- as tenants by the entireties (Cust) (Minor)
JT TEN -- as joint tenants with right of under Uniform Gifts to Minors
survivorship and not as tenants Act __________________
in common (State)
Additional abbreviations may also be used though not in the above list.
NOTICE: The signature of this assignment must correspond with the name as
written upon the face of the Certificate, in every particular, without
alteration or enlargement, or any change whatever.
For value received __________________ hereby sell, assign and transfer unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
[ ]
_______________________________________________________________________________
(Please print or typewrite name and address, including postal zip code,
of assignee)
_______________________________________________________________________________
_______________________________________________________________________________
________________________________________________________________________ Series
A Preferred Shares represented by the within Certificate, and do hereby
irrevocably constitute and appoint
_______________________________________________________________________________
_______________________________________________________________________________
Attorney to transfer the said shares on the books of the within-named Trust
with full power of substitution in the premises.
________________________________________
________________________________________
ALL GUARANTEES MUST BE MADE BY A FINANCIAL INSTITUTION (SUCH AS A BANK OR
BROKER) WHICH IS A PARTICIPANT IN THE SECURITIES TRANSFER AGENTS MEDALLION
PROGRAM ("STAMP"), THE NEW YORK STOCK EXCHANGE, INC. MEDALLION SIGNATURE PROGRAM
("MSP"), ON THE STOCK EXCHANGES MEDALLION PROGRAM ("SEMP") AND MUST NOT BE
DATED. GUARANTEES BY A NOTARY PUBLIC ARE NOT ACCEPTABLE.