ProLogis accepts tenders for $831.8 million of six notes series

By Jennifer Chiou

New York, Nov. 15 - ProLogis said it completed the first of two cash offers for a total of 14 series of its notes, accepting tenders for $831.8 million of six series of notes.

The first offer ended at 5 p.m. ET on Nov. 15.

In the first offer, the company accepted tenders for the following in its offer for any and all of the securities:

• $25,805,000 of its $80 million of 7.81% notes due Feb. 1, 2015, for which the payout is $1,100.00 for each $1,000 principal amount;

• $20,701,000 of its $27 million of 9.34% notes due March 1, 2015 with a payout of $1,192.50;

• $3,997,000 of its $45 million of 8.65% notes due May 15, 2016 with a payout of $1,170.00;

• $232,610,000 of its $387.93 million of 5.625% notes due Nov. 15, 2015, for which the payout is $1,075.72, calculated using the 1.25% Treasury note due Oct. 31, 2015 plus 250 basis points;

• $180,773,000 of its $378,531,000 5.75% notes due April 1, 2016, for which the payout is $1,084.30, calculated using the 1.25% Treasury note due Oct. 31, 2015 plus 255 bps; and

• $367,896,000 of its $550 million of 5.625% notes due Nov. 15, 2016 with a payout of $1,083.64. The payout was calculated using the 1.25% Treasury note due Oct. 31, 2015 plus 260 bps.

The company will pay accrued interest to but not including the settlement date, expected to be Nov. 17.

Capped offer

In the second offer, ProLogis will purchase the maximum amount of notes it can get for $1.4 billion minus what it bought in the first offer.

Since the company will pay $899.4 million, including accrued interest, in the first offer, the maximum tender amount is expected to be $500.6 million.

For each $1,000 principal amount, pricing for the notes will be set using the bid-side price of a U.S. Treasury note at 2 p.m. ET on Nov. 19, listed in order of priority acceptance level, as follows:

• $600 million of 7.375% notes due Oct. 30, 2019 based on the 2.625% Treasury note due Aug. 15, 2020 plus 260 bps;

• $800 million of 6.875% notes due March 15, 2020 based on the 2.625% Treasury note due Aug. 15, 2020 plus 255 bps;

• $350 million of 7.625% notes due Aug. 15, 2014 based on the 1.25% Treasury note due Oct. 31, 2015 plus 185 bps;

• $600 million of 6.625% notes due May 15, 2018 based on the 2.625% Treasury note due Aug. 15, 2020 plus 230 bps;

• $100 million of 7.625% notes due July 1, 2017 based on the 2.625% Treasury note due Aug. 15, 2020 plus 190 bps;

• $300 million of 6.25% notes due March 15, 2017 based on the 2.625% Treasury note due Aug. 15, 2020 plus 185 bps;

• $61,443,000 5.5% notes due March 1, 2013 based on the 0.5% Treasury note due Oct. 15, 2013 plus 215 bps;

• $58,935,000 5.5% notes due April 1, 2012 based on the 0.375% Treasury note due Oct. 31, 2012 plus 215 bps;

Holders will receive a premium of $30.00 per note for notes tendered by the early tender date of Nov. 19. The company will pay accrued interest to but not including the settlement date.

The second offer will run until 11:59 p.m. ET on Dec. 6.

The dealer managers for the tender offers are Deutsche Bank Securities Inc. (866 627-0391 or collect 212 250-2955), RBC Capital Markets, LLC (877 381-2099 and collect 212 618-7822) and RBS Securities Inc. (877 297-9832 and collect 203 897-6145).

The information agent is Global Bondholder Services Corp. (866 470-4200 or collect 212 430-3774).

ProLogis is a Denver-based provider of distribution facilities.

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