ProLogis sets pricing in second of two tender offers; deadline Dec. 6

By Jennifer Chiou

New York, Nov. 19 - ProLogis announced the pricing terms in the last of two cash tender offers for a total of 14 series of its notes.

The first offer ended at 5 p.m. ET on Nov. 15, and the company accepted tenders for $831.8 million of six series of notes.

In the second offer, ProLogis will purchase the maximum amount of notes it can get for $1.4 billion minus what it spent in the first offer. Since the company paid roughly $899.4 million, including accrued interest, in the first offer, the maximum tender amount is $500,626,285.08.

For each $1,000 principal amount, pricing for the notes in the second tender was set using the bid-side price of a U.S. Treasury note at 2 p.m. ET on Nov. 19 as follows:

• $1,135.05 for the $600 million of 7.375% notes due Oct. 30, 2019, based on the 2.625% Treasury note due Aug. 15, 2020 plus 260 basis points;

• $1,107.22 for the $800 million of 6.875% notes due March 15, 2020, based on the 2.625% Treasury note due Aug. 15, 2020 plus 255 bps;

• $1,147.12 for the $350 million of 7.625% notes due Aug. 15, 2014, based on the 1.25% Treasury note due Oct. 31, 2015 plus 185 bps;

• $1,090.87 for the $600 million of 6.625% notes due May 15, 2018, based on the 2.625% Treasury note due Aug. 15, 2020 plus 230 bps;

• $1,161.19 for the $100 million of 7.625% notes due July 1, 2017, based on the 2.625% Treasury note due Aug. 15, 2020 plus 190 bps;

• $1,083.89 for the $300 million of 6.25% notes due March 15, 2017, based on the 2.625% Treasury note due Aug. 15, 2020 plus 185 bps;

• $1,055.88 for the $61,443,000 of 5.5% notes due March 1, 2013, based on the 0.5% Treasury note due Oct. 15, 2013 plus 215 bps; and

• $1,036.53 for the $58,935,000 of 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 up to but excluding the settlement date, which is anticipated for Dec. 7.

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

The notes are listed in order of acceptance priority level.

First offer results

In the first offer, the company accepted tenders for the following 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 bps;

• $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 also paid accrued interest up to but excluding the settlement date.

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 or collect 212 618-7822) and RBS Securities Inc. (877 297-9832 or 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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