ProLogis Closes Tender Offer for Any and All of Its 5.50 Percent Notes Due in 2012 and Its 5.50 Percent Notes Due in 2013

DENVER, May 14 /PRNewswire-FirstCall/ -- ProLogis (NYSE: PLD), a leading global provider of distribution facilities, today announced that it has accepted for purchase approximately $169.2 million, or 37.6 percent of the principal amount, of its 5.50 percent Notes due 2012 (the "2012 Notes") and approximately $37.9 million, or 12.6 percent of the principal amount, of its 5.50 percent Notes due 2013 (the "2013 Notes") (the 2012 Notes together with the 2013 Notes, the "Notes") that were validly tendered pursuant to its previously announced cash tender offer for the Notes (the "Tender Offer"). The Tender Offer expired at midnight, New York City time, on Wednesday, May 13, 2009 (the "Expiration Time"). Payment for Notes purchased pursuant to the Tender Offer is expected to be made on Thursday, May 14, 2009 (the "Payment Date").

The consideration to be paid for each $1,000 principal amount of Notes accepted for payment will be $912.50 in the case of the 2012 Notes and $860.00 in the case of the 2013 Notes for those validly tendered and not withdrawn at or prior to the Expiration Time. In addition, each tendering holder of Notes accepted for payment will be paid accrued and unpaid interest on such Notes from the last applicable interest payment date up to, but not including, the Payment Date. The aggregate consideration for Notes accepted for payment is expected to be approximately $207.1 million, plus accrued and unpaid interest.

The Tender Offer was made pursuant to the Offer to Purchase dated May 7, 2009 and the related Letter of Transmittal.

J.P. Morgan Securities Inc. and Morgan Stanley & Co. Incorporated acted as Dealer Managers for the Tender Offer.

This press release is neither an offer to purchase nor a solicitation to buy any of these Notes.

About ProLogis

ProLogis is a leading global provider of distribution facilities, with more than 475 million square feet of industrial space (44 million square meters) in markets across North America, Europe and Asia. The company leases its industrial facilities to more than 4,500 customers, including manufacturers, retailers, transportation companies, third-party logistics providers and other enterprises with large-scale distribution needs.

The statements above that are not historical facts are forward-looking statements. These forward-looking statements are based on current expectations, estimates and projections about the industry and markets in which ProLogis operates, management's beliefs and assumptions made by management, they involve uncertainties that could significantly impact ProLogis' financial results. Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," "designed to achieve," variations of such words and similar expressions are intended to identify such forward-looking statements, which generally are not historical in nature. All statements that address operating performance, events or developments that we expect or anticipate will occur in the future - including statements relating to rent and occupancy growth, development activity and changes in sales or contribution volume of developed properties, general conditions in the geographic areas where we operate and the availability of capital in existing or new property funds - are forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance that our expectations will be attained and therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. Some of the factors that may affect outcomes and results include, but are not limited to: (i) national, international, regional and local economic climates, (ii) changes in financial markets, interest rates and foreign currency exchange rates, (iii) increased or unanticipated competition for our properties, (iv) risks associated with acquisitions and developments, (v) maintenance of real estate investment trust ("REIT") status, (vi) availability of financing and capital, (vii) changes in demand for developed properties, and (viii) those additional factors discussed in "Item 1A. Risk Factors" in ProLogis' Quarterly Report on Form 10-Q for the quarter ended March 31, 2009, and "Item 1A. Risk Factors" in ProLogis' Annual Report on Form 10-K for the year ended December 31, 2008. ProLogis undertakes no duty to update any forward-looking statements appearing in this press release.