Summary
This Form 8-K/A filing from Prologis, Inc. (PLD) details an amendment to a prior agreement concerning the acquisition of a property portfolio. The amendment, dated June 30, 2015, clarifies the "Unit Price" for the issuance of common limited partnership units (OP Units) and a new class of convertible units (Class A Units) as consideration for the approximately $820 million acquisition. This transaction was originally announced on February 10, 2015. The key update for investors is the finalized "Unit Price" of $43.11 for units issued at the closing of the acquisition. This provides greater certainty regarding the equity component of the transaction, which is valued at approximately $400 million. The amendment also addresses how the "Unit Price" will be determined for any additional units issued post-closing, linking it to the Company's common stock trading price with specific floors and ceilings based on Net Asset Value (NAV).
Key Highlights
- 1Prologis amended its contribution agreement for an approximately $820 million property acquisition.
- 2The amendment clarifies the "Unit Price" for equity issued as consideration.
- 3The "Unit Price" for OP Units and Class A Units issued at closing is fixed at $43.11.
- 4The equity component of the acquisition is valued at approximately $400 million.
- 5Future equity issuances post-closing will be priced based on PLD's common stock trading price, subject to NAV-based limits.
- 6The transaction is expected to close no later than September 30, 2015.