Issuer Free Writing Prospectus
Filed Pursuant to Rule 433
Registration No. 333-216491
January 24, 2018
€400,000,000
Floating Rate Notes due 2020
FINAL TERM SHEET
January 24, 2018
| Issuer: |
Prologis, L.P. | |
| Guarantor: |
Prologis, Inc. | |
| Legal Format: |
SEC Registered | |
| Security: |
Floating Rate Notes due 2020 (the “Notes”) | |
| Issuer Credit Ratings*: |
A3 Stable (Moody’s) / A- Stable (S&P) | |
| Issue Ratings: |
Unrated | |
| Principal Amount: |
€400,000,000 | |
| Trade Date: |
January 24, 2018 | |
| Settlement Date: |
January 29, 2018 (T+3) | |
| Maturity Date: |
January 29, 2020 | |
| Interest Payment Dates: |
January 29, April 29, July 29 and October 29, commencing on April 29, 2018 | |
| Interest Reset Dates: |
Quarterly on January 29, April 29, July 29 and October 29 | |
| Spread: |
+25.0 bps | |
| Interest Rate: |
Base Rate plus the Spread. The minimum Interest Rate shall not be less than zero | |
| Base Rate: |
EURIBOR | |
| EURIBOR Reference: |
Reuters Page EURIBOR01 | |
| Index Maturity: |
Three months | |
| Initial Interest Rate: |
Initial Base Rate plus the Spread | |
| Initial Base Rate: |
3-month EURIBOR in effect on January 25, 2018 (the second TARGET2 Business Day immediately prior to the Settlement Date) | |
| Re-offer Price: |
100.371% | |
| Underwriting Discount: |
0.100% | |
| Net Proceeds, Before Expenses, to Issuer: |
€401,084,000 | |
| Optional Redemption: |
On and after December 29, 2019 (one month prior to their maturity), the issuer may redeem the Notes in whole, at any time, or in part, from time to time, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, on the principal amount being redeemed to, but excluding, the date of redemption. | |
| Prior to December 29, 2019 (one month prior to their maturity), the Notes are not redeemable, except that the issuer may redeem all, but not less than all, of the Notes at any time at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, on the principal amount being redeemed to, but excluding, the date of redemption, in the event of certain changes in the tax law of the United States (or any taxing authority thereof or therein) which would obligate it to pay additional amounts. | ||
| Day Count Convention: |
Actual / 360 | |
| Business Days: |
New York, London, TARGET2 | |
| Payment Business Day Convention: |
Modified Following, Adjusted | |
| Denomination: |
€100,000 x €1,000 | |
| ISIN / Common Code / CUSIP: |
XS1760832128 / 176083212 / 74340X BG5 | |
| Listing: |
The Issuer intends to apply to list the Notes on the New York Stock Exchange | |
| Sole Book-Running Manager: |
Merrill Lynch International | |
| * | Note: A credit rating is not a recommendation to buy, sell or hold any securities and may be subject to revision or withdrawal at any time. |
The issuer has filed a registration statement (including a prospectus) with the Notes and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the prospectus and supplement thereto in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer, the guarantor and this offering. You may get these documents for free by visiting EDGAR on the SEC’s Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by contacting Merrill Lynch International at +44-207-995-3966.
MiFID II professionals/ECPs-only– Manufacturer target market (MIFID II product governance) is eligible counterparties and professional clients only (all distribution channels).