{"filing":{"accession_number":"0001104659-26-089980","cik":"0001045610","ticker":null,"company_name":"Prologis, L.P.","form":"8-K","filing_date":"2026-08-04","report_date":"2026-08-04","primary_document":"tm2621154d2_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1045610/000110465926089980/tm2621154d2_8k.htm"},"events":[{"id":23500,"run_id":21245,"accession_number":"0001104659-26-089980","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.97,"summary":"Prologis announced a recommended offer to acquire SEGRO plc for approximately £14.0 billion through a court-sanctioned scheme of arrangement, with SEGRO shareholders to receive 0.0920 Prologis shares per SEGRO ordinary share plus a partial cash alternative. The Co-operation Agreement was entered into on August 4, 2026, with expected completion in the first half of 2027, representing a transformative M\u0026A transaction requiring regulatory approvals and shareholder votes.","company_name":"Prologis, L.P.","ticker":null,"filing_date":"2026-08-04","form":"8-K","submitted_at":null,"items":[{"id":23743,"accession_number":"0001104659-26-089980","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"Prologis announced a recommended offer to acquire the entire issued and to be issued share capital of SEGRO plc for approximately £14.0 billion, with SEGRO shareholders to receive 0.0920 shares of Prologis common stock per SEGRO ordinary share plus a partial cash alternative. The Co-operation Agreement was entered into on August 4, 2026, to implement this material acquisition through a court-sanctioned scheme of arrangement, with expected completion in the first half of 2027. This is a transformative M\u0026A transaction requiring regulatory approvals and shareholder votes.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:08:09.748132+00:00","company_name":"","ticker":null,"filing_date":""},{"id":23745,"accession_number":"0001104659-26-089980","item_number":"3.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"While Item 3.02 addresses unregistered equity issuance, the substance of this disclosure is the issuance of New Prologis Shares as consideration in a \"Combination\" with SEGRO shareholders. The reference to Item 1.01 (which covers material acquisitions and mergers) and the description of equity consideration in a combination transaction indicates this is fundamentally a merger or acquisition activity. The unregistered share issuance is incidental to the material M\u0026A event itself.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:08:09.748132+00:00","company_name":"","ticker":null,"filing_date":""},{"id":23746,"accession_number":"0001104659-26-089980","item_number":"8.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses a pending combination with SEGRO plc, anticipated to close in the first half of 2027, with detailed discussion of closing conditions, integration challenges, regulatory approvals, and the resulting ownership dilution for Prologis shareholders (from 100% to approximately 88.5%–91.1%). This is a material acquisition/change of control event that would significantly affect investor assessment of the registrant's future operations and shareholder value.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:08:09.748132+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":23501,"run_id":21245,"accession_number":"0001104659-26-089980","anchor_item_number":"2.03","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"Prologis entered into a Term Loan Facility as a direct financial obligation to support the SEGRO acquisition, creating a new material debt obligation that affects the registrant's capital structure and financial position.","company_name":"Prologis, L.P.","ticker":null,"filing_date":"2026-08-04","form":"8-K","submitted_at":null,"items":[{"id":23744,"accession_number":"0001104659-26-089980","item_number":"2.03","item_title":null,"event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 2.03 explicitly addresses \"Creation of a Direct Financial Obligation,\" and the filing incorporates by reference a Term Loan Facility described in Item 1.01. This is a classic debt issuance disclosure — the creation of a new direct financial obligation through a term loan facility. Material to investors as it affects the registrant's capital structure and financial obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:08:09.748132+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":23743,"accession_number":"0001104659-26-089980","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"Prologis announced a recommended offer to acquire the entire issued and to be issued share capital of SEGRO plc for approximately £14.0 billion, with SEGRO shareholders to receive 0.0920 shares of Prologis common stock per SEGRO ordinary share plus a partial cash alternative. The Co-operation Agreement was entered into on August 4, 2026, to implement this material acquisition through a court-sanctioned scheme of arrangement, with expected completion in the first half of 2027. This is a transformative M\u0026A transaction requiring regulatory approvals and shareholder votes.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:08:09.748132+00:00","company_name":"Prologis, L.P.","ticker":null,"filing_date":"2026-08-04"},{"id":23744,"accession_number":"0001104659-26-089980","item_number":"2.03","item_title":null,"event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 2.03 explicitly addresses \"Creation of a Direct Financial Obligation,\" and the filing incorporates by reference a Term Loan Facility described in Item 1.01. This is a classic debt issuance disclosure — the creation of a new direct financial obligation through a term loan facility. Material to investors as it affects the registrant's capital structure and financial obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:08:09.748132+00:00","company_name":"Prologis, L.P.","ticker":null,"filing_date":"2026-08-04"},{"id":23745,"accession_number":"0001104659-26-089980","item_number":"3.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"While Item 3.02 addresses unregistered equity issuance, the substance of this disclosure is the issuance of New Prologis Shares as consideration in a \"Combination\" with SEGRO shareholders. The reference to Item 1.01 (which covers material acquisitions and mergers) and the description of equity consideration in a combination transaction indicates this is fundamentally a merger or acquisition activity. The unregistered share issuance is incidental to the material M\u0026A event itself.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:08:09.748132+00:00","company_name":"Prologis, L.P.","ticker":null,"filing_date":"2026-08-04"},{"id":23746,"accession_number":"0001104659-26-089980","item_number":"8.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses a pending combination with SEGRO plc, anticipated to close in the first half of 2027, with detailed discussion of closing conditions, integration challenges, regulatory approvals, and the resulting ownership dilution for Prologis shareholders (from 100% to approximately 88.5%–91.1%). This is a material acquisition/change of control event that would significantly affect investor assessment of the registrant's future operations and shareholder value.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:08:09.748132+00:00","company_name":"Prologis, L.P.","ticker":null,"filing_date":"2026-08-04"}]}