SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported) December 7, 2009
ProLogis
(Exact Name of Registrant as Specified in its Charter)
Maryland
(State or Other Jurisdiction of Incorporation)
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1-12846
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74-2604728 |
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(Commission File Number)
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(I.R.S. Employer Identification No.) |
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4545 Airport Way, Denver, Colorado
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80239 |
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(Address of Principal Executive Offices)
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(Zip Code) |
(303) 567-5000
(Registrants Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions (see General Instruction A.2):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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We are filing this Current Report on Form 8-K to provide additional information concerning
available credit under our global line of credit (the Global Line). As previously disclosed, the
Global Line contains various covenants that limit the amount of indebtedness that we and our
subsidiaries can incur. In certain circumstances, the covenants may limit our available credit
under the Global Line to an amount that is less than the aggregate lender commitments under the
Global Line. The borrowing limitations are impacted by various factors, including, for certain
covenants, the timing of our borrowings and our use of the proceeds of the borrowings. The
borrowing base covenant in the Global Line limits the aggregate amount of certain types of our
indebtedness (including borrowings under the Global Line and other recourse indebtedness maturing
within one year) to 55% or less of the value of our unencumbered property pool (as defined in the
Global Line) as of the end of the most recent fiscal quarter prior to the date of determination.
This means that the amount of funds that we may borrow under the Global Line and other recourse
indebtedness maturing within one year will vary from time to time based upon the outstanding amount
of such specified indebtedness and the quarterly valuation of our unencumbered property pool (as
defined in the Global Line).
As of September 30, 2009, the aggregate amount of lender commitments under the Global Line was
$3.8 billion (subject to currency fluctuations) until October 6, 2010, and we had outstanding
borrowings and letters of credit of $927.6 million under the Global Line and $69.0 million of
recourse indebtedness maturing within one year. Based upon the amount of outstanding indebtedness
subject to the borrowing base covenant and the value of our unencumbered property pool (as defined
in the Global Line) as of September 30, 2009, we would have been permitted to borrow approximately
an additional $1.1 billion under the Global Line and other recourse indebtedness maturing within
one year at September 30, 2009. The borrowing limitation imposed by the borrowing base covenant is
not material to our liquidity position as described in our Quarterly Report on Form 10-Q for the
quarterly period ended September 30, 2009, under the caption Managements Discussion and Analysis
of Financial Condition and Results of Operations Liquidity and Capital Resources.