SAN FRANCISCO, April 28, 2011 /PRNewswire/ -- AMB Property
Corporation® (NYSE: AMB), a leading owner, operator and developer
of global industrial real estate, has scheduled a special meeting
of stockholders to consider and vote upon the proposed merger
between ProLogis and AMB Property Corporation. AMB common
stockholders of record at the close of business on April 21, 2011 will be entitled to notice of, and
to vote at, the special meeting, which is scheduled to be held on
Wednesday, June 1, 2011 at
9:00 AM PDT/12:00 PM EDT at AMB's corporate headquarters
located at Pier 1, Bay 1 in San
Francisco, California. Subject to receipt of stockholder
approval and satisfaction or waiver of the other closing
conditions, the anticipated effective date of the merger is
June 3, 2011.
AMB expects to declare its second quarter dividend on
May 5, 2011, in coordination with
ProLogis as contemplated by the merger agreement.
AMB Property Corporation.® Local partner to
global trade.™
AMB Property Corporation® is a leading owner, operator
and developer of industrial real estate, focused on major hub and
gateway distribution markets in the Americas, Europe and Asia. As of March 31,
2011, AMB owned, or had investments in, on a consolidated
basis or through unconsolidated joint ventures, properties and
development projects expected to total approximately 161 million
square feet (15 million square meters) in 49 markets within 15
countries. AMB invests in properties located predominantly in the
infill submarkets of its targeted markets. The company's portfolio
is comprised of High Throughput Distribution® facilities—industrial
properties built for speed and located near airports, seaports and
ground transportation systems.
AMB's press releases are available on the company website at
www.amb.com or by contacting the Investor Relations department at
+1 415 394 9000.
Property Corporation partner to global trade.™
In addition to historical information, this document contains
forward-looking statements within the meaning of Section 27A of the
U.S. Securities Act of 1933, as amended, and Section 21E of the
U.S. Securities Exchange Act of 1934, as amended. These
forward-looking statements, which are based on current
expectations, estimates and projections about the industry and
markets in which ProLogis and AMB operate and beliefs of and
assumptions made by ProLogis management and AMB management, involve
uncertainties that could significantly affect the financial results
of ProLogis or AMB or the combined company if the proposed business
combination transaction is completed. Words such as
"expects," "anticipates," "intends," "plans," "believes," "seeks,"
"estimates," variations of such words and similar expressions are
intended to identify such forward-looking statements, which
generally are not historical in nature. Such forward-looking
statements include, but are not limited to, statements about the
benefits of the business combination transaction involving ProLogis
and AMB, including future financial and operating results, the
combined company's plans, objectives, expectations and intentions.
All statements that address operating performance, events or
developments that we expect or anticipate will occur in the future
– including statements relating to rent and occupancy growth,
development activity and changes in sales or contribution volume of
developed properties, general conditions in the geographic areas
where we operate and the availability of capital in existing or new
property funds – 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 climates, (ii) changes in financial markets,
interest rates and foreign currency exchange rates, (iii) increased
or unanticipated competition for our properties, (iv) risks
associated with acquisitions, (v) maintenance of real estate
investment trust ("REIT") status, (vi) availability of financing
and capital, (vii) changes in demand for developed properties,
(viii) risks associated with achieving expected revenue synergies
or cost savings, (ix) risks associated with the ability to
consummate the merger and the timing of the closing of the merger,
and (x) those additional risks and factors discussed in reports
filed with the Securities and Exchange Commission ("SEC") by
ProLogis and AMB from time to time, including those discussed under
the heading "Risk Factors" in their respective most recently filed
reports on Form 10-K and 10-Q. Neither ProLogis nor AMB undertakes
any duty to update any forward-looking statements appearing in this
document.
In connection with the proposed transaction, AMB Property
Corporation ("AMB") has filed with the SEC a registration statement
on Form S-4 that includes a joint proxy statement of ProLogis and
AMB that also constitutes a prospectus of AMB. INVESTORS ARE
URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER
RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN
IMPORTANT INFORMATION. You may obtain a free copy of the
joint proxy statement/prospectus and other relevant documents filed
by AMB and ProLogis with the SEC at the SEC's website at
www.sec.gov. Copies of the documents filed by AMB with the
SEC are available free of charge on AMB's website at www.amb.com or
by contacting AMB Investor Relations at (415) 394-9000.
Copies of the documents filed by ProLogis with the SEC are
available free of charge on ProLogis' website at www.prologis.com
or by contacting ProLogis Investor Relations at (303) 567-5690.
AMB and ProLogis and their respective directors and executive
officers and other members of management and employees may be
deemed to be participants in the solicitation of proxies in respect
of the proposed transaction. You can find information about
AMB's executive officers and directors in AMB's Annual Report on
Form 10-K filed with the SEC on February 18,
2011, as amended on Form 10-K/A filed with the SEC on
March 10, 2011 and the definitive
proxy statement filed with the SEC on March
23, 2011. You can find information about ProLogis'
executive officers and directors in ProLogis' Annual Report on Form
10-K filed on February 28, 2011, as
amended on Form 10-K/A filed with the SEC on March 28, 2011 and definitive proxy statement
filed with the SEC on March 30, 2010.
Additional information regarding the interests of such
potential participants are included in the joint proxy
statement/prospectus and other relevant documents filed with the
SEC as and when they become available. You may obtain free copies
of these documents from AMB or ProLogis using the sources indicated
above.
This document shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the U.S.
Securities Act of 1933, as amended.
SOURCE AMB Property Corporation