8-KFinancial EventsOther EventsExhibits & Filings

Prologis, Inc. 8-K Report, Financial Obligation (Feb 8, 2022)

Filed February 8, 2022For Securities:PLDPLDGP

Summary

Prologis, Inc. (PLD) announced a significant debt offering through its subsidiary Prologis Euro Finance LLC, successfully pricing €1.5 billion in notes across three tranches: Floating Rate Notes due 2024 (€300 million), 1.000% Notes due 2029 (€500 million), and 1.500% Notes due 2034 (€750 million). The net proceeds, estimated at approximately $1.7 billion, are primarily earmarked for financing or refinancing eligible green projects and for general corporate purposes, including debt repayment and cash management activities for the Operating Partnership. This strategic move diversifies Prologis's funding sources and reinforces its commitment to sustainable development, while also providing financial flexibility for its ongoing operations and potential acquisitions or debt management. The issuance includes a €150 million floating rate note due February 2022, which will be refinanced using proceeds from the new notes. The various maturity dates and interest rates offer a balanced approach to managing its debt profile. The new notes are senior unsecured obligations of Prologis Euro Finance LLC, fully guaranteed by the Operating Partnership, and are issued under an established indenture, providing a clear framework for these financial obligations. Investors should note the redemption provisions, which allow Prologis to call the notes under specific conditions and pricing, offering the company flexibility in managing its capital structure.

Key Highlights

  • 1Prologis Euro Finance LLC priced a €1.5 billion debt offering across three tranches: €300 million Floating Rate Notes due 2024, €500 million 1.000% Notes due 2029, and €750 million 1.500% Notes due 2034.
  • 2Estimated net proceeds from the offering are approximately $1.7 billion, providing substantial capital for the company.
  • 3Proceeds from the 2034 Notes are designated for financing or refinancing an "Eligible Green Project Portfolio," underscoring Prologis's commitment to sustainability.
  • 4A portion of the proceeds from the 2024 and 2029 Notes will be used to refinance €150 million of floating rate notes maturing in February 2022.
  • 5The remaining proceeds will be used for general corporate purposes, including debt repayment, repurchase, or tender for other indebtedness, and cash management activities.
  • 6The notes are senior unsecured obligations of Prologis Euro Finance LLC and are fully and unconditionally guaranteed by Prologis, L.P. (the Operating Partnership).
  • 7The filing details various redemption provisions for the notes, offering Prologis flexibility in managing its debt structure.

Frequently Asked Questions

The primary purpose of this debt issuance is to raise capital for Prologis. Specifically, proceeds from the 2034 Notes are intended to finance or refinance eligible green projects, while proceeds from the 2024 and 2029 Notes will be used to refinance maturing debt and for general corporate purposes such as debt repayment and cash management.

Approximately €1.5 billion (estimated $1.7 billion) in net proceeds will be used. A significant portion will fund or refinance green projects. Some proceeds will refinance existing debt maturing in February 2022. The remainder will support general corporate purposes, including repaying or repurchasing other debt and for general cash management.

Prologis is issuing three series of notes: €300 million Floating Rate Notes due 2024 (interest resets quarterly based on EURIBOR plus 20 basis points), €500 million 1.000% Notes due 2029, and €750 million 1.500% Notes due 2034. These notes are senior unsecured obligations and are guaranteed by Prologis, L.P.

Yes, a portion of the proceeds from the 2024 and 2029 Notes will be used to refinance €150 million of floating rate notes that are due to mature in February 2022. This proactive refinancing helps manage the company's upcoming debt obligations.