SAN FRANCISCO, Nov. 10, 2015 /PRNewswire/ -- Prologis, Inc.
(NYSE: PLD) today announced the preliminary results, as of
5:00 pm, New York City ("NYC") time, yesterday
(the "Early Tender Time") of the previously announced cash tender
offer (the "Tender Offer"), by its operating subsidiary, Prologis,
L.P. ("Prologis") for the maximum aggregate principal amount of the
specified series of its outstanding debt and the specified series
of the outstanding debt of its indirect wholly owned subsidiary,
Prologis (the "Trust"), listed in the table below (such notes
collectively, the "Notes") that it can purchase for $200 million, including accrued but unpaid
interest ("Accrued Interest") but excluding fees and expenses (the
"Maximum Tender Amount"). As of the Early Tender Time, the
aggregate principal amount of Notes validly tendered and not
validly withdrawn was approximately $246
million.
The table below sets forth the approximate aggregate principal
amount of each series of Notes that was validly tendered and not
validly withdrawn at or prior to the Early Tender Time, as reported
by the depository.
CUSIP
Number
|
Title of
Security
|
Acceptance
Priority Level
|
Principal Amount
Outstanding
|
Aggregate Principal
Amount
Validly Tendered and Not Validly
Withdrawn at or Prior to Early
Tender Time
|
74340X AU5
|
Prologis, L.P. 6.875%
Notes due March 15, 2020
|
1
|
$269,939,000
|
$166,127,000
|
743410 AW2
|
Trust 6.875% Notes
due March 15, 2020
|
1
|
$13,699,000
|
$4,308,000
|
74340X AN1
|
Prologis, L.P. 7.375%
Notes due October 30, 2019
|
2
|
$161,388,000
|
$50,999,000
|
743410 AV4
|
Trust 7.375% Notes
due October 30, 2019
|
2
|
$9,266,000
|
$818,000
|
00163M AK0
|
Prologis, L.P. 6.625%
Notes due December 1, 2019
|
3
|
$122,812,000
|
$23,285,000
|
The terms and conditions of the Tender Offer are described in
the Offer to Purchase dated October 27,
2015 (the "Offer to Purchase") and the related Letter of
Transmittal. The Tender Offer is scheduled to expire at
11:59 pm, NYC time, on November 24, 2015 (the "Expiration Time"), unless
extended or earlier terminated by Prologis, in its sole
discretion.
Holders of Notes validly tendered and not validly withdrawn at
or prior to the Early Tender Time are eligible to receive the
applicable Total Consideration, which includes an early tender
payment of $30 per $1,000 principal amount of Notes validly tendered
and accepted for purchase, as described in the Offer to
Purchase. The Total Consideration will be determined as of
11:00 am, NYC time, on November 10, 2015. Holders of Notes who
validly tender their notes after the Early Tender Time and at or
prior to the Expiration Time will be eligible to receive the
applicable tender offer consideration, which is the Total
Consideration minus the early tender payment, as described in the
Offer to Purchase. The applicable Total Consideration or
tender offer consideration will only be paid to holders of tendered
Notes to the extent that Prologis accepts such Notes for
purchase. In addition to the Total Consideration or tender
offer consideration, as applicable, Prologis will also pay Accrued
Interest with respect to tendered Notes accepted for purchase from
the applicable last interest payment date to, but not including,
the Tender Offer settlement date, which is expected to be
November 25, 2015, unless the Tender
Offer is extended or earlier terminated by Prologis, in its sole
discretion.
As the Early Tender Time has passed, holders of Notes may not
withdraw their tendered Notes from the Tender Offer, subject to
applicable law.
The amount of each series of Notes that is purchased in the
Tender Offer will be based on the Maximum Tender Amount and the
order of priority for such series, as set forth in the table above
and in the Offer to Purchase. The principal amount of a
series of Notes accepted for purchase in the Tender Offer may be
prorated as set forth in the Offer to Purchase.
The Tender Offer is subject to the satisfaction of certain
conditions set forth in the Offer to Purchase and the related
Letter of Transmittal. On October 30,
2015, Prologis completed an offering of notes in an amount
sufficient to satisfy the financing condition described in the
Offer to Purchase.
The Dealer Managers for the Tender Offer are Goldman, Sachs
& Co. and J.P. Morgan. Questions regarding the Tender
Offer may be directed to Goldman Sachs at 800-828-3182 (toll-free)
or 212-357-1039 (collect); or J.P. Morgan at 866-834-4666
(toll-free) and (212) 834-3424 (collect). The complete terms
and conditions of the Tender Offer are set forth in the Offer to
Purchase and the Letter of Transmittal, copies of which may be
obtained from the Information Agent, Global Bondholder Services
Corporation at 866-470- 4200 (toll-free) or 212-430-3774
(collect).
This press release is neither an offer to purchase, nor a
solicitation of an offer to sell the Notes or any other
securities. Prologis is making the Tender Offer only by, and
pursuant to, the terms of the Offer to Purchase and the related
Letter of Transmittal. The Tender Offer is not being made in
any jurisdiction in which the making of or acceptance thereof would
not be in compliance with the securities laws, blue sky laws or
other laws of such jurisdiction. None of Prologis, Prologis,
Inc., the Trust, its trustees, the Dealer Managers, the Depositary
or the Information Agent or any of their respective affiliates make
any recommendation as to whether holders should tender or refrain
from tendering their Notes. Holders must make their own
decision as to whether to tender Notes and, if so, the principal
amount of the Notes to tender.
ABOUT PROLOGIS
Prologis, Inc. is the global leader in industrial real estate.
As of September 30, 2015, Prologis
owned or had investments in, on a wholly owned basis or through
co-investment ventures, properties and development projects
expected to total approximately 671 million square feet (62 million
square meters) in 21 countries. The company leases modern
distribution facilities to more than 5,200 customers, including
third-party logistics providers, transportation companies,
retailers and manufacturers.
FORWARD-LOOKING STATEMENTS
The statements in this document that are not historical facts
are forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. These forward-looking
statements are based on current expectations, estimates and
projections about the industry and markets in which Prologis
operates, management's beliefs and assumptions made by management.
Such statements involve uncertainties that could significantly
impact Prologis' financial results. Words such as "expects,"
"anticipates," "intends," "plans," "believes," "seeks,"
"estimates," variations of such words and similar expressions are
intended to identify such forward-looking statements, which
generally are not historical in nature. All statements that
address operating performance, events or developments that we
expect or anticipate will occur in the future -- including
statements relating to rent and occupancy growth, development
activity and changes in sales or contribution volume of properties,
disposition activity, general conditions in the geographic areas
where we operate, our debt and financial position, our ability to
form new co-investment ventures and the availability of capital in
existing or new co-investment ventures -- are forward-looking
statements. These statements are not guarantees of future
performance and involve certain risks, uncertainties and
assumptions that are difficult to predict. Although we believe the
expectations reflected in any forward-looking statements are based
on reasonable assumptions, we can give no assurance that our
expectations will be attained and therefore, actual outcomes and
results may differ materially from what is expressed or forecasted
in such forward-looking statements. Some of the factors that may
affect outcomes and results include, but are not limited to: (i)
national, international, regional and local economic climates, (ii)
changes in financial markets, interest rates and foreign currency
exchange rates, (iii) increased or unanticipated competition for
our properties, (iv) risks associated with acquisitions,
dispositions and development of properties, (v) maintenance of real
estate investment trust ("REIT") status and tax structuring, (vi)
availability of financing and capital, the levels of debt that we
maintain and our credit ratings, (vii) risks related to our
investments in our co-investment ventures and funds, including our
ability to establish new co-investment ventures and funds, (viii)
risks of doing business internationally, including currency risks,
(ix) environmental uncertainties, including risks of natural
disasters, and (x) those additional factors discussed in reports
filed with the Securities and Exchange Commission by Prologis under
the heading "Risk Factors." Prologis undertakes no duty to update
any forward-looking statements appearing in this document.
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SOURCE Prologis, Inc.