PLD International Finance LLC Announces Cash Tender Offer to Holders of Its Existing EUR350,000,000 4.375 per cent Notes Due in April 2011 and Guaranteed by ProLogis (the ‘Notes’)

By Prne, Gaea News Network
Sunday, March 29, 2009

LUXEMBOURG - IMPORTANT NOTICE NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT
IN THE UNITED STATES OF AMERICA OR THE REPUBLIC OF ITALY

- ISIN: XS0188947690

- Common Code: 018894769

PLD International Finance LLC (the “Issuer”), a wholly owned, indirect
subsidiary of ProLogis (the “Guarantor”) (NYSE: PLD), today announced the
commencement of a cash tender offer to holders of the Notes for up to
EUR175,000,000 in aggregate principal amount of its outstanding Notes (the
“Offer”). There is currently EUR350,000,000 aggregate principal amount of the
Notes outstanding. The Offer is made to holders of the Notes on the terms of
and subject to the conditions set forth in the Offer to Purchase dated 30
March 2009 (as the same may be amended or supplemented from time to time, the
“Offer to Purchase”).

The amount payable for each EUR50,000 in principal amount of Notes
validly tendered and accepted by the Issuer will be in the range of EUR32,500
(being equivalent to 65 per cent) to EUR37,500 (being equivalent to 75 per
cent). The final purchase price to be paid by the Issuer for Notes validly
tendered and accepted for purchase pursuant to the Offer will be decided and
announced on Wednesday, 1 April 2009, at or around 9.00 a.m. (CET). The
Issuer will also pay accrued and unpaid interest on the Notes from (and
including) the last interest payment date to (but excluding) the date of
payment of the purchase price on those Notes that are accepted for repurchase
by the Issuer pursuant to the Offer. The Settlement Date is expected to be 15
April 2009 (subject to the right of the Issuer to extend, re-open, amend
and/or terminate the Offer).

The Offer will expire at 5.00 p.m. (CET) on 6 April 2009, unless extended
or earlier terminated as provided in the Offer to Purchase (such date, as
extended or earlier terminated, the “Expiration Date”). Holders of the Notes
who wish to participate in the Offer must validly tender, and not validly
withdraw, their Notes on or prior to the Expiration Date. Tenders of the
Notes may be withdrawn at any time prior to 5.00 p.m. (CET) on the Expiration
Date, but not thereafter.

Subject to applicable law and as provided in the Offer to Purchase, the
Issuer may, in its sole discretion, extend, re-open, amend, waive any
condition of or terminate the Offer at any time. The Issuer’s obligation to
accept for purchase and to pay for Notes validly tendered and not validly
withdrawn pursuant to the Offer is conditional upon satisfaction of certain
conditions described in the Offer to Purchase (which the Issuer may, in its
sole discretion, waive at any time). The Issuer has also reserved the right,
in its sole discretion, to purchase less or more than EUR175,000,000 in the
Offer.

The Issuer has engaged The Royal Bank of Scotland plc and Deutsche Bank
AG, London Branch to act as Dealer Managers for the Offer, and Lucid Issuer
Services Limited as Tender Agent. Holders of the Notes should address
questions and requests for assistance in connection with the Offer to (1) The
Royal Bank of Scotland, attn: Liability Management, tel: +44-(0
)-20-7085-8056/3781/4634, attn: Andrew Burton/Gianmarco Deiana/Marcus
Schyllert, fax: +44-(0)-20-7085-5510, e-mail: liabilitymanagement@rbs.com or
(2) Deutsche Bank AG, London Branch, attn: Liability Management Group, tel:
+44-(0)-20-7545-8011, fax: +44-(0)-11-3336-2418, e-mail:
liability.management@db.com. Holders of the Notes should address questions
and requests for assistance in connection with the delivery of valid
electronic tender and blocking instructions to Lucid Issuer Services Limited,
attn: Sunjeeve Patel/Yves Theis, tel: +44-(0)-20-7704-0880, fax:
+44-(0)-20-7067-9098, e-mail: prologis@lucid-is.com.

This press release is for informational purposes only and neither this
press release nor the Offer to Purchase constitutes an offer to buy or a
solicitation of an offer to sell any Notes. The solicitation to sell or buy
the Notes is only being made to holders of the Notes pursuant to the
restrictions contained in, and the terms and conditions of, the Offer to
Purchase. The Offer is not being made in any jurisdiction in which such offer
or solicitation is unlawful. The Offer, the distribution of the Offer to
Purchase and any other materials in relation to the Offer (including this
press release) in certain jurisdictions may be restricted by law and are
subject to the “Offer and distribution restrictions” of the Offer to
Purchase. None of the Issuer, the Guarantor, the Dealer Managers or the
Tender Agent makes any recommendation as to whether holders of Notes should
tender Notes for purchase by the Issuer.

No Offer will be made in the United States of America.

The Offer referenced herein is not being made, directly or indirectly, in
or into the United States, or by use of the United States mails, or by any
means or instrumentality (including, without limitation, the post, facsimile
transmission, telex and telephone or electronic transmission by way of the
internet or otherwise) of United States interstate or foreign commerce, or of
any facility of a United States national securities exchange, and the Offer
cannot be accepted by any such use, means or instrumentality or from within
the United States. Copies of the Offer to Purchase or any related documents
are not being mailed or otherwise distributed or sent in or into the United
States and persons receiving such documents (including custodians, nominees
and trustees) must not distribute or send them in, into or from the United
States and doing so will render invalid any related purported acceptance of
the Offer.

This communication is not an extension of the Offer in the United States.

About PLD International Finance LLC and ProLogis

PLD International Finance LLC is a wholly owned, indirect subsidiary of
ProLogis and its activities include the incorporation of, the participation
in and the financing of companies and the lending of funds to group companies
and borrowing funds from third parties and from ProLogis.

ProLogis is a U.S. real estate investment trust organised under the laws
of the State of Maryland and is a leading global provider of industrial
distribution facilities, with operations in 18 countries across North
America, Europe and Asia. At 31 December 2008, ProLogis had more than 475
million square feet of industrial space (44 million square meters) serving
more than 4,500 customers, including manufacturers, retailers, transportation
companies, third-party logistics providers and other enterprises with
large-scale distribution needs. For additional information about the company
go to www.prologis.com.

Source: ProLogis

Andrew Burton, +44-(0)-20-7085-8056, or Gianmarco Deiana, +44-(0)-20-7085-3781, or Marcus Schyllert, +44-(0)-20-7085-4634, all Liability Management for The Royal Bank of Scotland; or Liability Management Group of Deutsche Bank AG, London Branch, +44-(0)-20-7545-8011, all for PLD International Finance LLC

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