Prologis, Inc. Files 8-K on Financial Obligation

TL;DR

Prologis just filed an 8-K about a new financial obligation. Keep an eye on their debt.

AI Summary

On September 22, 2025, Prologis, Inc. filed an 8-K detailing a direct financial obligation. The filing pertains to Prologis, L.P. and its operations in real estate, with both entities based in San Francisco, California.

Why It Matters

This filing indicates a new financial commitment or obligation for Prologis, Inc., which could impact its financial structure and future investments.

Risk Assessment

Risk Level: medium — Filings related to direct financial obligations can signal changes in a company's debt structure or financial commitments, warranting closer examination.

Key Players & Entities

• Prologis, Inc. (company) — Filer
• Prologis, L.P. (company) — Related Filer
• San Francisco, California (location) — Business Address

FAQ

Key Financial Figures

• $0.01 — stered Prologis, Inc. Common Stock, $0.01 par value PLD New York Stock Exchan
• $1.2 b — d to be approximately 989.2 million, or $1.2 billion, based on the euro/U.S. dollar ra

Filing Documents

• tm2526447d1_8k.htm (8-K) — 59KB
• tm2526447d1_ex1-1.htm (EX-1.1) — 350KB
• tm2526447d1_ex4-1.htm (EX-4.1) — 41KB
• tm2526447d1_ex4-2.htm (EX-4.2) — 61KB
• tm2526447d1_ex4-3.htm (EX-4.3) — 41KB
• tm2526447d1_ex4-4.htm (EX-4.4) — 62KB
• tm2526447d1_ex5-1.htm (EX-5.1) — 14KB
• tm2526447d_ex1-1img01.jpg (GRAPHIC) — 19KB
• tm2526447d_ex5-1img03.jpg (GRAPHIC) — 4KB
• 0001104659-25-091816.txt ( ) — 1026KB
• pld-20250922.xsd (EX-101.SCH) — 4KB
• pld-20250922_def.xml (EX-101.DEF) — 28KB
• pld-20250922_lab.xml (EX-101.LAB) — 38KB
• pld-20250922_pre.xml (EX-101.PRE) — 26KB
• tm2526447d1_8k_htm.xml (XML) — 12KB

03. Creation of a Direct Financial Obligation or an Obligation

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. Prologis Euro Finance LLC (the "Issuer") and Prologis, L.P. (the "Operating Partnership") closed the issuance and sale of the Notes (defined below) on September 22, 2025. The information under Item 8.01 is incorporated herein by reference.

01 Other Events

Item 8.01 Other Events. On September 15, 2025, the Issuer priced an offering of 500,000,000 aggregate principal amount of its 3.250% Notes due 2032 (the "2032 Notes") and 500,000,000 aggregate principal amount of its 3.875% Notes due 2037 (the "2037 Notes" and, together with the 2032 Notes, the "Notes"). In connection with the offering, the Issuer and the Operating Partnership entered into an Underwriting Agreement, dated September 15, 2025 (the "Underwriting Agreement"), with Banco Bilbao Vizcaya Argentaria, S.A., BNP PARIBAS, Crdit Agricole Corporate and Investment Bank, J.P. Morgan Securities plc, Morgan Stanley & Co International plc and the other underwriters named in Schedule A thereto (the "Underwriters"), pursuant to which the Issuer agreed to sell and the Underwriters agreed to purchase the Notes, subject to and upon the terms and conditions set forth therein. A copy of the Underwriting Agreement has been filed as an exhibit to this Current Report and is incorporated herein by reference. The Notes are being issued under an indenture dated as of August 1, 2018 (the "Base Indenture"), among the Issuer, the Operating Partnership and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as trustee (the "Trustee"), as supplemented by the first supplemental indenture, dated as of August 1, 2018 (the Base Indenture, as supplemented by the first supplemental indenture, the "Indenture"). The net proceeds to the Issuer from the sale of the Notes, after the Underwriters' discounts and offering expenses, are estimated to be approximately 989.2 million, or $1.2 billion, based on the euro/U.S. dollar rate of exchange as of September 5, 2025. The Issuer intends to lend or distribute the net proceeds from the Notes to the Operating Partnership or one of the Operating Partnership's other subsidiaries. The Operating Partnership expects to use such net proceeds for general corporate purposes, including to repay, repurch

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits . The following documents have been filed as exhibits to this report and are incorporated by reference herein as described above. Exhibit No. Description 1.1 Underwriting Agreement, dated September 15, 2025, among Prologis Euro Finance LLC, Prologis, L.P., and Banco Bilbao Vizcaya Argentaria, S.A., BNP PARIBAS, Crdit Agricole Corporate and Investment Bank, J.P. Morgan Securities plc, Morgan Stanley & Co International plc and the other underwriters named in Schedule A thereto. 4.1 Form of Officers' Certificate related to the 3.250% Notes due 2032. 4.2 Form of 3.250% Notes due 2032. 4.3 Form of Officers' Certificate related to the 3.875% Notes due 2037. 4.4 Form of 3.875% Notes due 2037. 5.1 Opinion of Mayer Brown LLP regarding the Notes. 23.1 Consent of Mayer Brown LLP regarding the Notes (included in Exhibit 5.1). 104 Cover Page Interactive Data File – the cover page iXBRL tags are embedded within the Inline XBRL document.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PROLOGIS, INC. Date: September 22, 2025 By: /s/ David Malinger Name: David Malinger Title: Senior Vice President and Assistant Secretary PROLOGIS, L.P. By: Prologis, Inc., its General Partner Date: September 22, 2025 By: /s/ David Malinger Name: David Malinger Title: Senior Vice President and Assistant Secretary

View Full Filing

View this 8-K filing on SEC EDGAR