8-KCorporate ChangesOther EventsExhibits & Filings

Prologis, Inc. 8-K Report, Bylaw Amendment (Dec 12, 2005)

Filed December 12, 2005For Securities:PLDPLDGP

Summary

AMB Property Corporation (formerly Prologis, Inc.) filed an 8-K on December 12, 2005, to report the filing of Articles Supplementary concerning its 7.00% Series O Cumulative Redeemable Preferred Stock. The company executed an underwriting agreement on December 6, 2005, for the public offering of 3,000,000 shares of this preferred stock at $25.00 per share, expecting to net approximately $72.19 million. These proceeds are intended for general corporate purposes, potentially including the repurchase or redemption of subsidiary preferred units. The Series O preferred stock carries a fixed dividend rate and is redeemable at the company's option after a five-year lock-up period (December 13, 2010). It has no stated maturity or mandatory redemption features. The company intends to list this new series on the New York Stock Exchange under the ticker symbol "AMB-PrO". This offering represents a strategic move to strengthen its capital structure and potentially optimize its balance sheet through subsidiary unit repurchases.

Key Highlights

  • 1AMB Property Corporation is issuing 3,000,000 shares of 7.00% Series O Cumulative Redeemable Preferred Stock.
  • 2The offering price for the Series O preferred stock is $25.00 per share.
  • 3The company expects to raise approximately $72.19 million in net proceeds from this offering.
  • 4Proceeds will be used for general corporate purposes, including potential repurchase/redemption of subsidiary preferred units.
  • 5The Series O preferred stock pays a fixed dividend of 7.00% annually, payable quarterly.
  • 6Redemption by the company is permitted on or after December 13, 2010, at $25.00 per share plus accrued dividends.
  • 7The Series O preferred stock has no stated maturity, sinking fund, or mandatory redemption.
  • 8The company plans to list the Series O preferred stock on the NYSE under the symbol "AMB-PrO".

Frequently Asked Questions

This 8-K filing formally announces the details of AMB Property Corporation's (formerly Prologis, Inc.) public offering of its 7.00% Series O Cumulative Redeemable Preferred Stock, including the filing of the Articles Supplementary that establish the terms of this new stock series.

This preferred stock has a fixed dividend rate of 7.00% per year, paid quarterly. It is redeemable by AMB Property Corporation at its option on or after December 13, 2010, at $25.00 per share plus any accumulated and unpaid dividends. It does not have a maturity date, nor is it subject to any sinking fund or mandatory redemption.

The company expects to raise approximately $72.19 million in net proceeds from the sale of 3,000,000 shares of Series O preferred stock. These funds are designated for general corporate purposes, which may include repurchasing or redeeming preferred units issued by its subsidiaries, AMB Property, L.P. or AMB Property II, L.P.

Yes, AMB Property Corporation intends to apply to list the 7.00% Series O Cumulative Redeemable Preferred Stock on the New York Stock Exchange (NYSE) under the ticker symbol "AMB-PrO".