UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Prologis, L.P.
Prologis Euro Finance LLC
(Exact name of registrant as specified in its charter)
Delaware (Prologis, L.P.) |
| 94-3285362 (Prologis, L.P.) |
(State of incorporation or organization) |
| (I.R.S. Employer Identification No.) |
Pier 1, Bay 1
San Francisco, California 94111
(Address of principal executive offices and zip code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class |
| Name of each exchange on which |
0.375% Notes due 2028 |
| The New York Stock Exchange |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box. x
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box. o
If this form relates to the registration of a class of securities concurrently with Regulation A offering, check the following box. o
Securities Act registration statement or Regulation A offering statement file number to which this form relates: 333-216491
Securities to be registered pursuant to Section 12(g) of the Act: None
Item 1. Description of Registrant’s Securities to be Registered
Complete descriptions of each of the 0.375% Notes due 2028, 1.000% Notes due 2035 and Floating Rate Notes due 2022 issued by Prologis Euro Finance LLC, including the corresponding guarantees by Prologis, L.P., which are to be registered hereunder, ae contained under the caption “Description of Debt Securities of Prologis Euro Finance LLC” in the Prospectus dated August 24, 2018 (the “Base Prospectus”) and under the caption “Description of Notes” in the Prospectus Supplement dated January 28, 2020 to the Base Prospectus, forming a part of the Form S-3 Registration Statement, as amended by Post-Effective Amendment No. 2 (File No. 333-216491) (the “Registration Statement”) of Prologis Euro Finance LLC, Prologis, L.P. and Prologis, Inc., filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended.
Item 2. Exhibits
The following exhibits are filed herewith and with the New York Stock Exchange, Inc.
Exhibit No. |
| Description |
4.1 |
| Officers’ Certificate related to the 0.375% Notes due 2028. |
4.2 |
| Form of 0.375% Notes due 2028. |
4.3 |
| Officers’ Certificate related to the 1.000% Notes due 2035. |
4.4 |
| Form of 1.000% Notes due 2035. |
4.5 |
| Officers’ Certificate related to the Floating Rate Notes due 2022. |
4.6 |
| Form of Floating Rate Notes due 2022. |
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
Date: February 10, 2020 |
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| Prologis, L.P. | |
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| By: Prologis, Inc., its general partner | |
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| By: | /s/ Deborah K. Briones |
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| Name: | Deborah K. Briones |
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| Title: | Senior Vice President, Associate General Counsel |
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Date: February 10, 2020 |
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| Prologis Euro Finance LLC | |
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| By: Prologis, its sole member | |
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| By: | /s/ Deborah K. Briones |
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| Name: | Deborah K. Briones |
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| Title: | Senior Vice President, Associate General Counsel |
