(RTTNews) - Prologis Inc. (PLD), a U.S.-based logistics real estate investment trust, and U.K.-based industrial property company SEGRO plc (SGRO.L) on Tuesday said they have reached an agreement on a recommended share-and-cash transaction under which Prologis will acquire SEGRO for about £14 billion.
The transaction will be implemented through a court-sanctioned scheme of arrangement under the U.K. Companies Act.
Under the proposal, SEGRO shareholders will receive 0.0920 new Prologis shares for each SEGRO share they own along with a partial cash alternative of up to £3.5 billion, representing about 25% of the total consideration.
Based on Prologis' closing share price of $149.94 on July 21, 2026, and assuming shareholders elect the maximum cash option, the offer values each SEGRO share at 1,031.7 pence, representing a 39% premium to SEGRO's closing price of 742 pence on June 23, 2026, the day before the offer period began. SEGRO shareholders will also receive the previously announced 2026 interim dividend of up to 10.14 pence per share.
Shareholders choosing the partial cash alternative would receive 257.9 pence in cash and 0.0690 new Prologis shares for each SEGRO share.
If the partial cash alternative is fully taken up, existing SEGRO shareholders would own approximately 8.9% of the combined company.
Including SEGRO's proposed 2026 final dividend of up to 22.56 pence per share, which shareholders will be entitled to receive if declared before the transaction becomes effective, the total value increases to 1,054.3 pence per share, implying an equity value of approximately £14.3 billion and a 42.1% premium to SEGRO's June 23 closing price.
If completion extends beyond the expected first half of 2027, shareholders would also retain eligible 2027 interim and final dividends in accordance with the agreed terms.
Prologis also intends to explore the feasibility of a secondary listing on the London Stock Exchange, subject to sufficient investor demand.
"We are pleased to have reached agreement with the SEGRO Board on a combination that we believe will create meaningful value. This deal brings together SEGRO's exceptional portfolio and customer relationships with Prologis' global platform, operating expertise and financial strength," said Daniel S. Letter, Chief Executive Officer of Prologis.
"Prologis shares our conviction in the long-term structural drivers underpinning demand for modern logistics and data centre infrastructure. We believe the combination would bring together two highly complementary businesses and create a compelling platform, combining SEGRO's exceptional portfolio and development pipeline with Prologis' existing European business and global scale, customer franchise and operational capabilities, while retaining a shared commitment to disciplined capital allocation, customers and people," David Sleath, Chief Executive Officer of SEGRO, said
SEGRO shares gained nearly 1% to 970.20 pence on the London Stock Exchange on Tuesday, while Prologis shares closed down 0.3% at $144.15 on Monday on the NYSE.
The views and opinions expressed herein are the views and opinions of the author and do not necessarily reflect those of Nasdaq, Inc.
