| Entry into a Material Definitive Agreement. |
| Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
On April 5, 2023, Prologis, L.P., a Delaware limited partnership (the “Operating Partnership”), and various affiliates of the Operating Partnership entered into an Amended and Restated Global Senior Credit Agreement (the “2023 Global Facility”) with various lenders and agents, and Bank of America, N.A., as Global Administrative Agent, which amends and restates the Global Senior Credit Agreement dated as of April 15, 2021 among the Operating Partnership, various affiliates of the Operating Partnership, the various agents and lenders party thereto, and Bank of America, N.A., as Global Administrative Agent. Pursuant to the 2023 Global Facility, the Operating Partnership and various affiliates thereof (collectively the “Borrowers”) may obtain loans and/or procure the issuance of letters of credit in various currencies on a revolving basis in an aggregate amount not exceeding the U.S. Dollar equivalent of approximately $3,000,000,000 (subject to increase by not more than the U.S. Dollar equivalent of $1,000,000,000 (determined as of the effective date of such increase) pursuant to the accordion feature included in the 2023 Global Facility). As of the closing date, the 2023 Global Facility has two tranches: (i) a U.S. Dollar Tranche in the amount of $2,000,000,000 and (ii) a Euro Tranche in the amount of €917,094,644.17.
The 2023 Global Facility is scheduled to mature on June 30, 2027, but the Operating Partnership may, at its option and subject to payment of an extension fee, extend the maturity date of the 2023 Global Facility for six months on two occasions (to December 30, 2027 and June 30, 2028, respectively). Pricing under the 2023 Global Facility, including the spread over the applicable benchmark rate and the rates applicable to facility fees and letter of credit fees, varies based upon the public debt ratings of the Operating Partnership as in effect from time to time. As of the closing date, the spread was 69 basis points. The 2023 Global Facility contains customary representations, covenants (including certain financial tests applicable to the Operating Partnership) and defaults (including a cross-acceleration to other recourse indebtedness of more than $150,000,000). The Operating Partnership has unconditionally guaranteed all obligations of each other borrower under the 2023 Global Facility. Pursuant to the terms of the 2023 Global Facility, Prologis, Inc. is not required to guarantee the obligations of the borrowers under the 2023 Global Facility unless Prologis, Inc. incurs any indebtedness that is not in existence as of the date of the 2023 Global Facility or guarantees any indebtedness that is not guaranteed by Prologis, Inc. as of the date of the 2023 Global Facility.
The 2023 Global Facility has been included herewith as Exhibit 10.1 and is incorporated herein by reference.
| 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.
