Item 1.01. Entry into a Material Definitive Agreement.
On February 9, 2009, ProLogis entered into a supplemental agreement with an
affiliate of GIC Real Estate ("GIC RE"), the real estate investment company of
the Government of Singapore Investment Corporation, which amended the previously
announced agreement pursuant to which affiliates of GIC RE agreed to acquire
ProLogis's operations in China and property fund interests in Japan.
The supplemental agreement was entered into in connection with the closing of
the transaction and provides that funding of the $1.3 billion aggregate purchase
price will occur in two phases; $500 million was received by ProLogis upon
closing and the remaining $800 million will be funded upon completion of
year-end audits of certain entities, which the company expects to provide as
soon as possible, but no later than early in the second quarter. In the event
that the audits reflect a material disparity from the unaudited year-end
information previously furnished to GIC RE, GIC RE will have the option to
unwind the entire transaction at the expense of ProLogis.
Item 2.06. Material Impairments.
In accordance with Statement of Financial Accounting Standards ("SFAS") 144,
"Accounting for the Impairment or Disposal of Long-Lived Assets" ("SFAS 144"),
ProLogis has classified all of the assets and liabilities associated with its
China operations as Assets and Liabilities Held for Sale in its Consolidated
Balance Sheet as of December 31, 2008. In connection with the consummation of
the closing of the sale of ProLogis's operations in China, ProLogis recognized
an impairment of $198.2 million that is included in Discontinued Operations in
the fourth quarter of 2008. ProLogis recognized such impairment based on the
carrying values of these assets and liabilities, as compared with the estimated
sales proceeds less costs to sell.
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