PEPR to launch a fully underwritten offer ?61 million of preferred
equity at net asset value
(Thomson Reuters ONE) - NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION INTO THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWULThis press release is not a prospectus and is not an offer ofsecurities for sale, or the solicitation of an offer to buysecurities, in the United States or in any other jurisdiction otherthan the Grand Duchy of Luxembourg and the Netherlands. Thesecurities mentioned in this press release have not been and will notbe registered pursuant to the US Securities Act of 1933, as amended.They cannot be offered or sold in the United States absentregistration or an exemption from registration. No public offer ofthe securities has been or will be made in the United States or inany other jurisdiction other than the Grand Duchy of Luxembourg andthe Netherlands.This press release may contain certain forward-looking statements.These forward-looking statements involve certain risks anduncertainties that could cause actual results to differ materiallyfrom those indicated in such forward-looking statements. The companyassumes no obligation to update any forward-looking statementcontained in this press release.News releaseProLogis European Properties to launch a fully underwritten offer ?61 million of preferred equity at net asset valueLuxembourg - 16 November 2009 - ProLogis European Properties(Euronext: PEPR), one of Europe's largest owners of moderndistribution facilities, announced today that it intends to raise ?61million of new equity in the form of fully underwritten perpetualconvertible preferred units ("Preferred Units"). PEPR intends to usenet proceeds from the offering to reduce outstanding debt and forgeneral corporate purposes.The Preferred Units will be offered at ?5.93 per unit, a price whichis equal to the revised net asset value per ordinary unit as at 30September 2009. Existing ordinary unitholders will be allocated onepreferential subscription right ("PSR") for each ordinary unit heldand will be able to subscribe for two Preferred Units in exchange for37 PSRs during the 30-day subscription period and subsequent paymentof the Preferred Unit subscription price. The Preferred Units willinitially pay an annual dividend of 10.5%, payable quarterly, whichmay be deferred for prudent amortisation of debt.The Preferred Units may be converted into PEPR ordinary units at thediscretion of holders at any time and may be redeemed at the issuer'sdiscretion after seven years or within 24 months if there is a changeof legal form of PEPR and if certain conditions are met. Automaticconversion occurs after seven years if certain conditions are met.Morgan Stanley is acting as financial advisor, sole bookrunner andunderwriter for the offer. An affiliate of ProLogis (NYSE: PLD) hascommitted to a sub-underwriting arrangement for the entire amount ofany unsubscribed PSRs.The prospectus relating to the public offering of the Preferred Unitsin Luxembourg and the Netherlands and the listing of the PreferredUnits on the Luxembourg Stock Exchange and Euronext Amsterdam N.V.'sEuronext Amsterdam by NYSE Euronext is available on PEPR's website,www.prologis-ep.com. -Ends-For further information, please contact:Investor relationsProLogis European PropertiesJennifer van der Eem+44 207 518 8708jvandereem(at)prologis.comMediaM:CommunicationsEd Orlebar / Charlotte McMullen+44 20 7920 2323 or 7920 2349orlebar(at)mcomgroup.com / mcmullen(at)mcomgroup.comMorgan Stanley+44 20 7425 3009Richard StocktonRichard.stockton(at)morganstanley.comAbout ProLogis European Properties (PEPR)ProLogis European Properties, or PEPR, is one of the largestpan-European owners of high quality distribution and logisticsfacilities. PEPR was established in 1999 as a closed-end, real estateinvestment fund, externally managed by a subsidiary of ProLogis(NYSE: PLD), a leading global provider of industrial distributionfacilities. In September 2006, PEPR was listed on Euronext Amsterdam.As at 30 September 2009, PEPR has a portfolio of 232 buildings,covering 4.9 million square metres in 11 European countries, with amarket value of ?2.8 billion. The portfolio has an occupancy level of96.3% and an average of 3.4 years to the next lease break or 5.5years to lease expiry.NoticeThis document does not constitute an offer to sell, or thesolicitation of an offer to acquire or subscribe for, securities ofPEPR in the United States, Australia, Canada, Japan, theirterritories and possessions, or any other jurisdiction in which suchoffer or sale of securities would be unlawful.The securities of PEPR have not been and will not be registered underthe US Securities Act of 1933, as amended (the "Securities Act").Accordingly, the securities of PEPR may not be offered or sold in theUnited States absent registration or an applicable exemption fromregistration under the Securities Act. No public offering of thesecurities of PEPR is being made in the United States.No communication or information relating to any offer or sale ofsecurities of PEPR may be disseminated to the public in jurisdictionswhere prior registration or approval is required for that purpose. Noaction will be taken that would permit an offer of securities of PEPRin any jurisdiction where action for that purpose is required, otherthan in the Grand-Duchy of Luxembourg or The Netherlands.The release, publication or distribution of this announcement incertain jurisdictions may be restricted by law and therefore personsin such jurisdictions into which this announcement is released,published or distributed, should inform themselves about, and observesuch restrictions.This announcement does not constitute a prospectus. Any offer toacquire securities pursuant to a proposed offering will be made, andany investor should make his investment, solely on the basis ofinformation that is contained in the prospectus that is madegenerally available in the Grand-Duchy of Luxembourg and TheNetherlands in connection with such offering. Copies of theprospectus may be obtained at no cost through the website of theLuxembourg Stock Exchange and the website of PEPR.Morgan Stanley & Co. International plc is acting for ProLogisEuropean Properties and for no-one else in connection with the offerof preferred units and will not be responsible to anyone other thatProLogis European Properties for providing the protections affordedto customers of Morgan Stanley & Co, International nor for providingadvice to any other person in relation to the offer or any othermatter referred to herein.This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement.
Datum: 16.11.2009 - 09:00 Uhr
Sprache: Deutsch
News-ID 8432
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