Liberty Property Trust Shareholders Approve Merger Agreement with Prologis
2020年1月31日 - 7:05AM
Liberty Property Trust (“Liberty” or the “Company”) (NYSE: LPT)
today announced that at a Special Meeting of Shareholders held
earlier today, Liberty’s shareholders approved the previously
announced merger agreement with Prologis, Inc. (“Prologis”) (NYSE:
PLD).
Approximately 99.8 percent of voting Liberty
shareholders cast their votes in favor of the merger, representing
approximately 77.9 percent of Liberty’s outstanding common shares
as of the record date for the special shareholder meeting. The
final results will be available on a Form 8-K to be filed by the
Company.
Upon completion of the transaction contemplated by
the merger agreement, Liberty shareholders will receive 0.675
shares of Prologis common stock for each Liberty common share they
own. The transactions remain subject to certain closing conditions
and are expected to be completed on or around February 4, 2020 at
which time Liberty will be acquired by Prologis and will no longer
trade on the NYSE.
AdvisorsGoldman Sachs and
Citigroup are acting as financial advisors and Morgan, Lewis and
Bockius LLP is serving as legal advisor to Liberty.
About Liberty Property
TrustLiberty Property Trust is a leader in commercial real
estate, serving customers in the United States and United Kingdom,
through the development, acquisition, ownership and management of
superior logistics, warehouse, manufacturing, and R&D
facilities in key markets. Liberty's 112 million square foot
operating portfolio provides productive work environments to 1,200
tenants.
About PrologisPrologis is the
global leader in logistics real estate with a focus on
high-barrier, high-growth markets. As of December 31, 2019, the
company owned or had investments in, on a wholly owned basis or
through co-investment ventures, properties and development projects
expected to total approximately 814 million square feet (76 million
square meters) in 19 countries. Prologis leases modern logistics
facilities to a diverse base of approximately 5,000 customers
principally across two major categories: business-to-business and
retail/online fulfillment.
Cautionary Statement Regarding
Forward-looking StatementsThe statements in this
communication that are not historical facts are forward-looking
statements within the meaning of Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended. These forward-looking statements are based on
current expectations, estimates and projections about the industry
and markets in which Prologis and Liberty operate as well as
beliefs and assumptions of management of Prologis and management of
Liberty. Such statements involve uncertainties that could
significantly impact financial results of Prologis or Liberty.
Words such as “expects,” “anticipates,” “intends,” “plans,”
“believes,” “seeks,” and “estimates” including 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 Prologis or Liberty expect or anticipate will
occur in the future—including statements relating to the potential
benefits of the proposed merger, the expected timing to complete
the proposed merger, rent and occupancy growth, development
activity, contribution and disposition activity, general conditions
in the geographic areas where Prologis and Liberty operate, debt,
capital structure and financial position, Prologis’ ability to form
newco-investment ventures and the availability of capital in
existing or newco-investment ventures—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 and political
climates; (ii) changes in global financial markets, interest rates
and foreign currency exchange rates; (iii) increased or
unanticipated competition for our properties; (iv) risks associated
with acquisitions, dispositions and development of properties; (v)
maintenance of REIT status, tax structuring and changes in income
tax laws and rates; (vi) availability of financing and capital, the
levels of debt that we maintain and our credit ratings; (vii) risks
related to our investments in our co-investment ventures, including
our ability to establish newco-investment ventures; (viii) risks of
doing business internationally, including currency risks; (ix)
environmental uncertainties, including risks of natural disasters;
(x) risks associated with achieving expected revenue synergies or
cost savings; (xi) risks associated with the expected benefits of
the proposed merger, the ability to consummate the merger and the
timing of the closing of the merger and (xii) those additional
risks and factors discussed in the reports filed with the SEC by
Prologis and Liberty from time to time, including those discussed
under the heading “Risk Factors” in the irrespective most recently
filed reports on Form 10-K and 10-Q. Neither Prologis nor Liberty
undertakes any duty to update any forward-looking statements
appearing in this communication except as may be required by
law.
Inquiries: Jeanne Leonard, Liberty Property Trust,
610.648.1704
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