Prologis gets tenders for $262 million of notes in any and all offer

By Susanna Moon

Chicago, Nov. 1 - Prologis, Inc. said its operating subsidiary, Prologis, LP, received tenders for about $262 million of notes in the tender offer for any and all of four series of notes, which ended at 5 p.m. ET on Oct. 31.

As previously announced, the company also began a tender offer on Oct. 24 for a maximum amount of two note series issued by Prologis or its wholly owned subsidiary trust.

The breakdown of tenders for the any and all offer is as follows:

• $234.8 million of Prologis' $280,546,000 6.25% notes due March 15, 2017;

• $4,264,000 of the trust's $19,428,000 6.25% notes due March 15, 2017;

• $18.97 million of Prologis' $96,182,000 7.625% notes due July 1, 2017; and

• $3,685,000 of the trust's $3,818,000 7.625% notes due July 1, 2017.

In the any and all offer, pricing was set at 2 p.m. ET on Oct. 31 using the bid-side yield of a reference security and a fixed yield as follows:

• $1,152.41 for Prologis' $280,546,000 6.25% notes using 1.375% Treasury note due Sept. 30, 2018 minus 5 basis points;

• $1,152.41 for the trust's $19,428,000 6.25% notes based on 1.375% Treasury note due Sept. 30, 2018 minus 5 bps;

• $1,209.44 for Prologis' $96,182,000 7.625% notes based on 1.375% Treasury note due Sept. 30, 2018 plus 40 bps; and

• $1,209.44 for the trust's $3,818,000 7.625% notes due July 1, 2017 based on 1.375% Treasury note due Sept. 30, 2018 plus 40 bps.

The hypothetical purchase prices were $1,154.07 for Prologis' 6.25% notes, $1,154.07 for the trust's 6.25% notes, $1,211.43 for Prologis' 7.625% notes and $1,211.43 for the trust's 7.625% notes.

Holders also will receive accrued interest up to but excluding the settlement date of Nov. 1.

Maximum tender offer

In the second offer, Prologis is offering to purchase the maximum principal amount of notes that it can purchase including accrued interest for up to any difference between $350 million and the total payment including accrued interest for the notes purchased in the any and all tender offer.

Because the purchase amount for the any and all offer will be about $305 million, the maximum tender amount is expected to be about $45 million, according to a company press release.

Pricing for the maximum tender offer will be set at 2 p.m. ET on Nov. 7 using the bid-side yield of a reference security plus a fixed spread as follows:

• For Prologis' $585,555,000 6.625% notes due May 15, 2018, pricing will be based on 1.375% Treasury note due Sept. 30, 2018 plus 75 bps for a hypothetical total purchase price of $1,196.93; and

• For the trust's $14.42 million 6.625% notes due May 15, 2018, pricing will be based on 1.375% Treasury note due Sept. 30, 2018 for a hypothetical total purchase price of $1,196.93.

The total purchase price for the maximum offer includes an early tender premium of $30.00 per $1,000 principal amount of notes tendered by 5 p.m. ET on Nov. 6, the early tender date.

The hypothetical total purchase price for Prologis' 6.25% notes due March 15, 2017 and the trust's 6.25% notes due March 15, 2017 was set using a yield to the optional redemption date of Dec. 15, 2016 using a redemption price of par.

The maximum tender offer will end at 11:59 p.m. ET on Nov. 21.

Holders who tender their notes after the early tender date will receive the total payment less the early tender premium.

Holders also will receive accrued interest up to but excluding the settlement date, which will be promptly after the offer ends.

The dealer managers are Goldman, Sachs & Co. (800 828-3182 or 212 357-6436 collect) and Morgan Stanley & Co. LLC (800 624-1808 or 212 761-0858 collect). The information agent is Global Bondholder Services Corp. (866 470-4300 or 212 430-3774 collect).

The tender offers are conditioned the company obtaining financing.

San Francisco-based Prologis is an owner, operator and developer of industrial real estate in global and regional markets.

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