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Published on 3/9/2010 in the Prospect News Convertibles Daily.

New Issue: ProLogis prices upsized $400 million five-year convertibles to yield 3.25%, up 29%

By Rebecca Melvin

New York, March 9 - ProLogis priced an upsized $400 million of five-year convertible senior notes after the close of markets Tuesday at par to yield 3.25% with an initial conversion premium of 29%, according to a syndicate source.

The registered offering was initially expected to be $350 million in size when it was launched early Tuesday. There was strong outright interest, another syndicate source said.

The deal priced at the midpoint of talk for the coupon, which was 3% to 3.5%, and near the midpoint of talk for the premium, which was 27.5% to 32.5%.

There is a $60 million over-allotment option, which was upsized from $52.5 million.

Citigroup Global Markets Inc., Barclays Capital Inc., Deutsche Bank Securities Inc., J.P. Morgan Securities Inc. and Morgan Stanley & Co. Inc. were joint bookrunners for the deal.

ProLogis was also planning to price 10-year straight senior notes.

Proceeds from both offerings are earmarked to repay borrowings under ProLogis' global line of credit. The company expects to re-borrow such amounts to fund the cash purchase of certain of its senior notes that are being tendered, the repayment or repurchase of other debt and for general corporate purposes.

Citigroup, Bank of America Merrill Lynch, Goldman Sachs & Co. and RBS Securities Inc. were joint bookrunners for the fixed-rate note offering.

The convertibles are non-callable for life with no puts and include dividend and takeover protection.

Conversion settlement will be stock only.

Denver-based ProLogis is a real estate investment trust focused on distribution and retail facilities.

Issuer:ProLogis
Issue:Convertible senior notes
Amount:$400 million, upsized from $350 million
Maturity:March 15, 2015
Greenshoe:$60 million, upsized from $52.5 million
Bookrunners:Citigroup Global Markets Inc., Barclays Capital Inc., Deutsche Bank Securities Inc., J.P. Morgan Securities Inc., Morgan Stanley & Co. Inc.
Coupon:3.25%
Price:Par, $1,000
Yield:3.25%
Conversion premium:29%
Conversion price:$17.29
Conversion ratio:57.8503
Call protection:Non-callable
Puts:No puts
Net share settlement:No, stock settled only
Dividend protection:Yes, standard
Takeover protection:Yes, standard
Price talk:3%-3.5%, up 27.5%-32.5%
Pricing date:March 9
Settlement date:March 16
Distribution:Registered
Stock symbol:NYSE: PLD
Stock reference price:$13.40
Market capitalization:$6.35 billion

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