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ProLogis Announces Tender Offer for Any and All of Its 5.25 Percent Notes Due November 15, 2010
Posted by: gurufocus (IP Logged)
Date: December 11, 2008 08:03PM

Press Release: ProLogis Announces Tender Offer for Any and All of Its 5.25 Percent Notes Due November 15, 2010 ProLogis is a real estate investment trust that operates a global network of industrial distribution facilities. ProLogis is one of the largest publicly held U.S.-based global owner and lessor of industrialdistribution and temperature-controlled distribution facilities. The ProLogis Operating System comprised of the Market Services Group the Global Services Group the Global Development Group and the Integrated Solutions Group utilizes ProLogis' international network of distribution facilities to meet its customers' distribution space needs globally. ProLogis has a market cap of $1.01 billion; its shares were traded at around $5.6 with a P/E ratio of 1.1 and P/S ratio of 0.16. The dividend yield of ProLogis stocks is 54.05%. ProLogis had an annual average earning growth of 4.8% over the past 10 years. More on PLD: Gurus buys and sells of PLD 10-year financial history of PLD. Insider buys/sells of PLD.

Press Release:

DENVER, Dec. 11 /PRNewswire-FirstCall/ -- ProLogis (NYSE: PLD), a leadingglobal provider of distribution facilities, today announced that it hascommenced a cash tender offer (the "Tender Offer") for any and all of the $500million principal amount of its 5.25 percent Notes due November 15, 2010 (the"Notes"). The consideration payable for the Notes is $700 per $1,000 principalamount of Notes, plus accrued and unpaid interest to, but not including, thepayment date for the Notes purchased in the Tender Offer, which is expected tobe the first business day following the Expiration Time (as defined below).Additional terms and conditions of the Tender Offer are set forth in the Offerto Purchase dated December 11, 2008 (the "Offer to Purchase"), and the relatedLetter of Transmittal (the "Letter of Transmittal").

The Tender Offer will expire at 11:59 p.m., New York City time, onWednesday, December 17, 2008, unless extended or earlier terminated (the"Expiration Time"). Under certain circumstances, and as more fully describedin the Offer to Purchase, the company may terminate the Tender Offer beforethe Expiration Time. Any tendered Notes may be withdrawn prior to, but notafter, the Expiration Time and withdrawn Notes may be re-tendered by a holderat any time prior to the Expiration Time. The company expects to use availablecash and borrowings under its $4.3 billion lines of credit to fund itspurchase of the Notes in the Tender Offer. The Notes purchased pursuant to theTender Offer are expected to be cancelled.

This press release is neither an offer to purchase nor a solicitation tobuy any of these Notes nor is it a solicitation for acceptance of the TenderOffer. The company is making the Tender Offer only by, and pursuant to theterms of, the Offer to Purchase and the related Letter of Transmittal. TheTender Offer is not being made in any jurisdiction in which the making oracceptance thereof would not be in compliance with the securities, blue sky orother laws of such jurisdiction. None of ProLogis, the Dealer Manager, theDepositary or the Information Agent for the Tender Offer makes anyrecommendation in connection with the Tender Offer.

The complete terms and conditions of the Tender Offer are set forth in theOffer to Purchase and Letter of Transmittal that are being sent to holders ofthe Notes. Holders are urged to read the Tender Offer documents carefully whenthey become available. Copies of the Offer to Purchase and Letter ofTransmittal may be obtained from the Information Agent for the Tender Offer,Global Bondholder Services Corporation at (866) 470-4200 (toll-free) or (212)430-3774 (collect).

J.P. Morgan Securities Inc. is the Dealer Manager for the Tender Offer.Questions regarding the Tender Offer may be directed to J.P. Morgan SecuritiesInc. at (866) 834-4666 (toll-free) or (212) 834-3424 (collect).

About ProLogis

ProLogis is the world's largest owner, manager and developer ofdistribution facilities, with operations in 136 markets across North America,Europe and Asia. The company has $40.8 billion of assets owned, managed andunder development, comprising 548 million square feet (51 million squaremeters) in 2,898 properties as of September 30, 2008. ProLogis' customersinclude manufacturers, retailers, transportation companies, third-partylogistics providers and other enterprises with large-scale distribution needs.

The statements above that are not historical facts are forward-lookingstatements within the meaning of Section 27A of the Securities Act of 1933, asamended, and Section 21E of the Securities Exchange Act of 1934, as amended.These forward-looking statements are based on current expectations, estimatesand projections about the industry and markets in which ProLogis operates,management's beliefs and assumptions made by management, they involveuncertainties that could significantly impact ProLogis' financial results.Words such as "expects," "anticipates," "intends," "plans," "believes,""seeks," "estimates," variations of such words and similar expressions areintended to identify such forward-looking statements, which generally are nothistorical in nature. All statements that address operating performance,events or developments that we expect or anticipate will occur in thefuture - including statements relating to rent and occupancy growth,development activity and changes in sales or contribution volume of developedproperties, general conditions in the geographic areas where we operate andthe availability of capital in existing or new property funds - areforward-looking statements. These statements are not guarantees of futureperformance and involve certain risks, uncertainties and assumptions that aredifficult to predict. Although we believe the expectations reflected in anyforward-looking statements are based on reasonable assumptions, we can give noassurance that our expectations will be attained and therefore, actualoutcomes and results may differ materially from what is expressed orforecasted in such forward-looking statements. Some of the factors that mayaffect outcomes and results include, but are not limited to: (i) national,international, regional and local economic climates, (ii) changes in financialmarkets, interest rates and foreign currency exchange rates, (iii) increasedor unanticipated competition for our properties, (iv) risks associated withacquisitions, (v) maintenance of real estate investment trust ("REIT") status,(vi) availability of financing and capital, (vii) changes in demand fordeveloped properties, and (viii) those additional factors discussed in ''Item1A. Risk Factors'' of ProLogis' Quarterly Report on Form 10-Q for the quarterended September 30, 2008, and in ''Item 1A. Risk Factors'' in ProLogis' AnnualReport on Form 10-K for the year ended December 31, 2007. ProLogis undertakesno duty to update any forward-looking statements appearing in this pressrelease.

Source: PRNewsWire More on PLD: Gurus buys and sells of PLD 10-year financial history of PLD. Insider buys/sells of PLD. PLD is in the portfolios of Third Avenue Management.


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