8-KFinancial EventsExhibits & Filings

Prologis, Inc. 8-K Report, Financial Obligation (Dec 1, 2010)

Filed December 1, 2010For Securities:PLDPLDGP

Summary

This 8-K filing from AMB Property Corporation (prior to its merger with Prologis) primarily details the establishment of two significant credit facilities. On November 29, 2010, AMB Property, L.P. secured a new unsecured term loan credit agreement for approximately €153.7 million, with the potential to increase to over €256 million. This facility matures in November 2015 and has an interest rate of EURIBOR plus a 200 basis point margin, dependent on credit rating. Furthermore, on December 1, 2010, AMB Japan Finance Y.K., a subsidiary, entered into a second amended and restated JPY 45 billion unsecured revolving credit facility, replacing a previous JPY 55 billion facility. This Japanese facility matures in March 2014, with an extension option, and carries an interest rate of Yen LIBOR plus a 185 basis point margin. Both credit agreements include standard covenants, events of default, and potential acceleration clauses, providing insight into the company's debt management and financing strategies during this period.

Key Highlights

  • 1Establishment of a new unsecured term loan credit facility for AMB Property, L.P. amounting to approximately €153.7 million, with an option to increase to €256.2 million.
  • 2The European term loan facility matures on November 29, 2015, with interest tied to EURIBOR plus a margin based on credit rating.
  • 3Entry into a second amended and restated JPY 45 billion unsecured revolving credit facility for AMB Japan Finance Y.K., replacing a prior facility.
  • 4The Japanese revolving credit facility matures on March 1, 2014, with a potential one-year extension and interest tied to Yen LIBOR plus a margin.
  • 5Both credit agreements contain customary covenants, including financial reporting and ratio maintenance, as well as negative covenants limiting mergers and consolidations.
  • 6Both agreements include detailed events of default, which, if uncured, can lead to the acceleration of outstanding debt, including bankruptcy-related triggers.
  • 7AMB Property Corporation acts as a guarantor for the obligations under both the European term loan and the Japanese revolving credit facilities.

Frequently Asked Questions

Through these agreements, AMB Property, L.P. secured an initial €153.7 million term loan with an option to increase, and its subsidiary AMB Japan Finance Y.K. entered into a JPY 45 billion revolving credit facility.

The European term loan facility for AMB Property, L.P. has an initial amount of approximately €153.7 million, can be increased, matures on November 29, 2015, and bears interest at EURIBOR plus a margin. The Japanese revolving credit facility for AMB Japan Finance Y.K. is for JPY 45 billion, can be increased, matures on March 1, 2014 (with an extension option), and bears interest at Yen LIBOR plus a margin.

The covenants require adherence to financial reporting and ratio maintenance, while restricting certain corporate actions like mergers. The events of default, if not cured, grant lenders the right to accelerate repayment of the outstanding principal and interest, which is a standard risk mitigation measure for lenders.

As the sole general partner of AMB Property, L.P. and the parent entity, AMB Property Corporation provides guarantees to strengthen the creditworthiness of the borrowing entities (AMB Property, L.P. and AMB Japan Finance Y.K.) in the eyes of the lenders, reducing the lenders' risk.