The board of SEGRO said it was “minded to recommend” the £14bn ‘best and final’ offer for the company submitted by Prologis.
The terms of Prologis’ fourth and final proposal comprise 0.0920 new Prologis shares for each SEGRO share and a partial cash alternative of up to £3.5bn, representing 25% of the total consideration. The proposal values each SEGRO share at 1,031.7p.
Under the terms of the proposal, SEGRO shareholders will be entitled to receive and retain certain permitted dividends without a reduction in the terms of the fourth proposal. SEGRO has also confirmed that it would expect shareholders to receive and retain the 2026 final dividend of up to 22.56p per share prior to the completion of any scheme of arrangement in relation to Prologis submitting a firm offer for SEGRO.
Following discussions between the two parties yesterday, Prologis will commit contractually to SEGRO to establish a secondary listing of Prologis shares on the London Stock Exchange on or prior to completion, should it announce a firm offer for SEGRO.
The board of SEGRO said it “has unanimously concluded that the financial terms of the fourth proposal are at a level that it would be minded to recommend to SEGRO shareholders should a firm intention to make an offer pursuant to rule 2.7 of the code be announced by Prologis on such financial terms”.
The Takeover Panel has consented a request from SEGRO’s board to extend the date by which Prologis is required either to announce a firm intention to make an offer for the REIT or to announce that it does not intend to make an offer. The announcement must now be made by no later than 5pm on 12 August 2026.
