2. Forward Looking Statement
The statements above that are not historical facts are forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. These forward-looking statements are based on current expectations, estimates and projections
about the industry and markets in which ProLogis operates, management’s beliefs and assumptions made by
management, they involve uncertainties that could significantly impact ProLogis’ financial results. 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. 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,
and (viii) those additional factors discussed in “Item 1A. Risk Factors” of ProLogis’ Annual Report on Form 10-K
for the year ended December 31, 2008. ProLogis undertakes no duty to update any forward-looking statements
appearing in this presentation.
1
3. Key Takeaways
We are making great progress on our financial goals
Operating property performance down but within expectations
Our development pipeline is leasing up and represents a powerful tool
for future earnings growth
2
4. A Great Global Business
ProLogis associates
around the globe
serve 4,500+ customers
in 18 countries
ASIA NORTH AMERICA EUROPE
11 msf 349 msf 128 msf
2 countries 3 countries 13 countries
33
5. With High Quality, State-of-the-Art Facilities
Cincinnati, OH
ProLogis Parc Centrair
Lyon, France
Fontana, CA
ProLogis Park Yongin II
Norrkoping, Sweden
ProLogis Park Osaka II
West Midland, UK
Houston, TX
ProLogis Park Deokpyung
4
7. Focus and Progress
The Roadmap to Recovery as outlined on November 13
Preserve capital
Simplify and communicate
De-risk the operations
De-lever the balance sheet
6
8. Preserving Capital
Actions taken in November 2008 to preserve capital
Eliminated virtually all development starts and new land acquisitions
Shut down approximately $580M of developments in progress
Reduced annual dividend
$290M annual cash savings
Initiated right sizing of G&A
Achieved $100M annual cash savings from gross G&A
7
9. Simplifying and Communicating
Eliminated CDFS segment
Simplified financial reporting
Increased communications with shareholders, rating agencies and
bankers
Stepped up employee communications programs
8
10. De-risking the Operations
Reduced development portfolio by $3.2B (40%+) since 9/30/08
Reduced “at-risk” (unleased) portion of development portfolio by
approximately $1.8B
Renegotiated equity agreements with fund partners
Terminated land purchase agreements where possible
Closed operations in GCC, India and Brazil
Reorganized management team to enhance operational controls
Retained global development properties to:
Enhance geographic diversity
Reduce average age of direct-owned portfolio
9
11. De-leveraging the Balance Sheet
From 10/1/08 through 3/31/09
Completed fund contributions of $1.4B ($1.1B net of co-investment)
Completed sale of China and fund interests in Japan for $1.3B
Put $1B of US assets on the market for sale
Repurchased $358M of bonds/converts at 32.5% discount to par value
10
12. De-leveraging from 10/1/08 to 3/31/09
Deleveraging since 9/30/08 (Millions)
Sources
$1,129
Fund contributions, net of co-investment
116
Reduction in debt through bond / convertible debt buybacks
1,429
Asia and asset sales
64
Change in FX
296
ABP14 Discount adjustment
$3,034
Uses
$892
Funding of under development properties
44
CAPEX / TI / LCs
328
Acquisitions / other
$1,264
Debt at 9/30/08 $11,098
Amount of debt reduction 1,770
Debt at 3/31/09 $9,328
11
13. Activity Since 3/31/09
Raised $1.1B in follow-on equity offering
Repurchased bonds and converts at discount, de-levered by $112M
Rate locked on $344M of new secured on-balance sheet financing
Closed on contributions/sales of $170M
Sold ProLogis Park Misato II ($128M)
Contributed additional €32M ($42M) to PEPF II
Closed on $50M of 3rd party sales
12
15. Operating Fundamentals
Operating portfolio
Development portfolio
Overall industrial market conditions
Risks and opportunities
14
16. Operating Portfolio Leasing Performance
4Q08 1Q09*
Direct Core, Non-development Portfolio
% Leased 92.2% 90.5%
Investment Management Portfolio
% Leased 96.0% 94.5%
Total*
% Leased 94.7% 93.0%
*1Q09 reflects sale of Japan Funds, which resulted in a 30 bps reduction in total % leased
15
17. Operating Portfolio Performance Metrics
1Q08* 2Q08* 3Q08* 4Q08 1Q09**
Direct Core Portfolio
74.4%
88.0%
77.6%
87.9%
55.6%
Average Tenant Retention
$0.84
$0.79
$1.41
$1.09
$0.91
Turnover Costs per sf
13.7
17.2
18.4
23.1
18.1
Leasing Activity (msf)
Investment Management Portfolio
68.5%
92.8%
80.2%
85.2%
60.4%
Average Tenant Retention
$0.77
$1.11
$1.20
$0.61
$1.24
Turnover Costs per sf
9.3
11.6
12.2
10.1
10.8
Leasing Activity (msf)
*Reported as stabilized leased percentage on Direct Investment
**1Q09 reflects sale of Japan Funds
16
18. Same Store Performance Analysis
Operating and
Development
Operating
Portfolio Portfolio
Same Store
0.78%
(1.85%)
Net Operating Income
0.16%
(1.84%)
Average leasing
(4.17%)
(4.19%)
Rent Growth
17
19. Operations Review
Operating portfolio
Development portfolio
Overall industrial market conditions
Risks and opportunities
18
20. Development Portfolio
Total pipeline and leasing
% Leased
Billions
$10 50%
$8
45%
$6
40%
$4
35%
$2 $7.4 $7.6 $8.4 $5.1
$8.2 $4.8
$0 30%
12/31/07 3/31/08 6/30/08 9/30/08 12/31/2008 3/31/2009
Pipeline TEI Leasing Percentage
Development portfolio at 12/31/08 of $5.1B was 46.4% leased as of 3/31/08
Up 500 bps
19
21. Targeted Development Leasing
MSF
Total development pipeline at 12/31/08 60.4
Overall target leasing based on 93% occupancy 56.2
Leased at 3/31/09 (before contributions) 28.1
Target SF remaining to be leased 28.1
20
22. Task at Hand
Historical Leasing in Development Pipeline
Average Inventory leasing of 4.5 msf per quarter
MSF
6.6
7
6
4.8
5
4.2
4.0
4
3.2
3
2
1
0
1Q08 2Q08 3Q08 4Q08 1Q09
28 msf targeted to be leased in development portfolio
21
23. Operations Review
Operating portfolio
Development portfolio
Overall industrial market conditions
Risks and opportunities
22
24. Industrial Market Conditions
Current Conditions
Operating fundamentals mirroring economic conditions – continuing to weaken
Occupancies are declining
Absorption is negative
Some shadow/sub-lease space creeping into the markets
Uncertainty leading to lengthy negotiations
Customers continue to balance relocation costs with downsizing
Limited new development activity worldwide
Near to Longer-term Conditions
Significant obsolescence and ownership shifts will continue to drive demand abroad
Demand in the US will improve as GDP growth returns
23
25. Declining Absorption in Top 30 US Markets
Net Industrial Absorption
2006 – 1Q09
MSF
200
158
150 131.5
100
50
23.9
15.8 13.1
2.8 -7.8 -18.8
0
-50
2006 2007 2008 1Q08 2Q08 3Q08 4Q08 1Q09
24
31. Development Starts Are Even Lower
New Starts – Top 30 Markets
MSF
160 146
128 128
120 102
98
90
81
75
80 64
40
2
0
2000 2001 2002 2003 2004 2005 2006 2007 2008 1Q09
BTS Inventory
30
32. Demand Drivers
US / Canada / UK
1. GDP growth
2. Growing product obsolescence
Western Europe / Japan
1. Shift from ownership to leasing of facilities
2. Very high product obsolescence / supply chain reconfiguration
3. Economic growth
Central Europe / Mexico
1. New companies expanding into market
2. Increased domestic consumption
3. Lack of existing product
31
33. Operations Review
Operating portfolio
Development portfolio
Overall industrial market conditions
Risks and opportunities
32
34. Risks and Opportunities
Near-term Risks
Overall market conditions may deteriorate further or faster than expected
Lease up in development slower than budgeted
Near-term Opportunities
Income from $2.6B of currently un-leased development
New fund formations
Long-term Opportunities
Sustainability of key demand drivers will re-emerge
Global platform allows us to capture a more significant share of global demand
Monetization of $2.5B of land
33
37. 1Q Financial Results
3/31/09 3/31/08 (1)
$1.34
$0.90
FFO per share, including significant non-cash items
--
0.04
Our share of losses on derivative activity recognized by the funds
--
(0.01)
Net gains related to disposed assets – China operations
--
(0.07)
Gain on early extinguishment of debt
FFO per share, excluding significant non-cash items $0.86 $1.34
$0.67
Gross CDFS gains $1.04
0.08
CDFS-related taxes 0.02
Net CDFS gains ($0.59) ($1.02)
Realized FX loss on VAT recapture 0.03 --
RIF related expenses 0.02 --
Core FFO per share $0.32 $0.32
1) Reflects ($0.04/sh) retroactive impact of ABP-14
36
38. Updated 2009 Guidance
Low High
Millions, unless per share data
FFO, excluding significant non-cash items $495 $550
Wtd. Avg. shares o/s 268 268
FFO/share, excluding significant non-cash items $1.85 $2.05
Impact of April Equity Issuance
Reduction in Interest Expense 26 40
Revised 2009 FFO, excluding significant non-cash items $521 $590
Revised weighted average shares outstanding 398 398
Revised 2009 FFO/share, excl significant non-cash items $1.31 $1.48
37
39. Pro Forma Run-rate FFO
Low High
Millions, unless per share data
Revised 2009 FFO/share, excl significant non-cash items $1.31 $1.48
Revised weighted average shares outstanding 398 398
Revised 2009 FFO, excluding significant non-cash items $521 $590
Net gain from sale of Japan funds 160 160
Annual pro forma run-rate FFO $361 $430
Revised weighted average shares outstanding 440 440
Annual pro forma run-rate FFO/share $0.82 $0.98
Potential upside from further lease up of development portfolio
and other growth initiatives
38
41. Financing Activities Since 3/31/09
Equity follow-on offering completed
$1.1B net proceeds
Funds to be used to de-lever
Bond tenders / repurchases completed
€42.65M ($58.3M) retired on 2011 Eurobonds for €32M ($43.7M), ($14.6M de-levering)
$225.0M of convertible bonds retired for $128.4M ($96.6M de-levering)
Three US secured debt packages ($344M in total) in documentation
Term sheet in negotiation on $45M Japan secured TMK bond financing
40
42. Impact of New Equity – Sources and Uses
$ in Million 1Q09 2Q-4Q
Sources
$1,345 $ --
China and Japan sales – closed
Fund contributions / asset sales, net of PLD co-investment 97 1,350
219 --
FX and other
344
Proceeds from new Secured Debt – rate locked
1,107
Proceeds from Equity Offering
Total Sources $1,661 $2,801
$ in Million 4Q08 1Q09 2009 2010 2011 2012
Anticipated Uses (1)
Development pipeline ($315) ($485) ($85) -- --
Acquisitions / other -- (250) -- -- --
Repayment of Senior Notes and Convertible Notes (2) (49) (456) (220) ($446) ($1,703)
Total Uses ($364) ($1,191) ($305) ($446) ($1,703)
Line of Credit (Pay Down) / Draw ($1,297) ($1,610) $305 $446 $1,438
Line of Credit Balance (2) $3,218 $1,921 $311 $616 $1,062 $2,500
Cumulative Funding Excess/(Shortfall) Assuming LOC Fully Drawn $0 $0 $0 ($226)
Unencumbered Asset Pool (3) $14,260 $11,950 $11,950 $11,950 $11,950
Funding Gap as a % of Unencumbered Asset Pool 0% 0% 0% 1.9%
Additional sources of capital not currently accounted for include additional asset sales or contributions beyond 2009, earnings from on-balance sheet property development lease-up,
and new secured financing against unencumbered assets
(1) Assumes secured debt is refinanced at balance upon maturity.
(2) Includes buyback of €42.7M ($58.3M) face of 2011 Eurobonds at a price of ~75% of face value (exchange rate as of 3/31/09). Includes buyback of $225M face of 2012 and 2013
convertible senior notes at a price of 57% of face value. Excludes convertible debt of $1.1B, which is not redeemable for cash until January 2013.
(3) After Q1, 2009, unencumbered asset pool reduced by asset sales, gross contributions to funds, and new secured debt assumed to be applied on properties at 50% LTV.
41
44. Balance Sheet Debt Maturities - 2009
Millions
Outstanding at
12/31 3/31 Maturity Type Activity in Progress
To be repaid through secured debt financings:
$250 $250 Aug - 09 Floating Rate
Note
- $100M 5-year interest-only, in documentation, rate
Nov – 09 Meridian locked at 6.5%
$25 $25
Notes
- $122M 10-year interest-only, in documentation, rate
locked at 7.55%
$64 $36M Various Other
unsecured - $122M 10-year interest-only, in documentation, rate
notes, locked at 7.55%
secured debt
- $45M 3-year TMK bond financing under negotiation
and
scheduled
principal
payments
$339 $311
43
45. Balance Sheet Debt Maturities - 2010
Millions
Outstanding at
12/31 3/31 Maturity Type Refinancing Game Plan
$190 $190 Nov–10 Fixed rate debt To be refinanced through 2009 excess secured debt
issue proceeds, incremental secured financings or
balance sheet liquidity
Various Other unsecured
$60 $60
notes, secured
debt and
scheduled
principal
payments
$2,618 $1,324 Global Line In discussion w/ lead banks on line recast, w/
targeted 2012 maturity and $2.5B capacity
600 597 Multi-Currency
Line
$3,218 $1,921
$3,468 $2,171
44
46. Fund Debt Maturities at 3/31/09
Billions
$3.5
$3.0
$2.5
$2.0
$1.5
$1.0
$0.5
$0.0
2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Thereafter
PEPR PEPF II California NA I NA VI-X NA XI NAIF NAIF II NAIF III Mexico Korea
45
47. Fund Debt Maturities - 2009
Millions
Outstanding at
12/31 3/31 4/30 Fund Maturity Activity in Progress
July Repaid €336M ($491M) CMBS and crystallized
$491 $459 $0 PEPR
a €40M economic gain on FX derivative
$176 $0 $0 CA Aug - Closed on $120M 10-year refinance at 7.5%
coupon, extended $56M for 1 year
- Closed on 4/29/09 on $138M 5-year refinance
$138 $138 $0
at 7.25% coupon
$411 $411 $411 NAIF II July Tentative agreement reached on 5-year
extension, to be documented in May
Aug In discussion w/ existing lender on refinance
$46 $46 $46
$15 $15 $15 NA XI June To be repaid from cash flow / partner capital
$167 $0 $0 NAIF III Extended facility for 3 years with partial pay
down
$1,444 (1) $1,071 (1) $472
Does not include regularly scheduled principal amortization payments of approximately $2M for 2009.
1
46
48. Fund Debt Maturities - 2010
Millions
Outstanding at (1)
12/31 3/31 Fund Maturity Type Refinancing Game Plan
$221 $206 PEPR March Hypo RE Term sheet executed for 3-yr extension with partial pay down. Indicative
fixed rate coupon of 5.1%
To be repaid from cash flow, asset sales, FX hedge and secured
$801 $749 May CMBS III & IV
financings
In discussions with lead banks on 2-yr extension with partial reductions in
$439 $692 Dec Bank Lines
commitment
$1,240 $1,647
$1,384 $1,162 PEPF II May Warehouse In discussions with banks on 2-yr extension with partial reduction in
commitment. Actively pursuing secured financings:
- Term sheet executed for 10-yr £49 financing. Indicative fixed rate
coupon of 6.0%
- Term sheet executed for 5-yr €48 financing. Indicative fixed rate coupon
of 6.4%
- Term sheet executed for 3-yr €130 financing. Indicative fixed rate
coupon of 5.0%
-- $56 CA March Life Co loan Financial packages out to Life Cos
$131 $131 NA I Dec Life Co loan Evaluating refinancing strategy
$10 $10 NA XI Feb Life Co loan Evaluating refinancing strategy
$32 $32 Aug
$27 -- NAIF July Warehouse l Line paid down to $0 from equity funding
$111 $111 NAIF II Various Life Co loans Financial packages out to Life Cos
$3,156 $3,149
47
Does not include regularly scheduled principal amortization payments of approximately $4M for 2010.
1
50. 2009 Asset Sales/Contributions
$1.5B to $1.7B of gross asset contributions / sales expected in 2009
$900M - $950M of assets to be contributed / sold to third-party funds
$725M of contributions to PEPF II targeted for 2009
$131M of contributions closed in March 2009
$538M of development pipeline was >93% leased at 3/31/09
$42M of contributions closed in April 2009
$75M of contributions to Mexico Industrial Fund targeted for 2009
$47M of development pipeline is >93% leased
$128M (¥12.6B) sale of ProLogis Park Misato II to GIC RE, closed in April
$650M - $700M of asset sales targeted for 2009
$5 million closed in Q1
80%+ of remainder at 3/31 under contract or LOI
$50 million closed in April
49
51. Investment Management Equity Capacity
Remaining
Unfunded 3rd Targeted 2009
Active Funds with Additional Contributions Party Equity Contributions
Expected in 2009 at 4/30 at 4/30/09
Europe $1,010 $552
Mexico 247 75
Total $1,257 $627
50
52. Pro forma Leverage
Pro
3/31/09 Equity April Debt Forma
12/31/08
Leverage Offering Buy Back Leverage
Leverage
Analysis Effect Effect Analysis
Analysis
Total Debt* $10,909 $9,435 ($1,100) ($112) $8,223
Total Un-depreciated Book Assets $20,835 $18,989 $18,989
Total Debt as a % of Book Assets 52.4% 49.7% 43.3%
* Total Debt represents interest-bearing debt, and includes $198M and $109M of debt included in discontinued ops at 12/31/08 and 3/31/09,
respectively, and 12/31/08 total debt reflects the adjustment for convertible debt.
51
54. Key Takeaways
We are making great progress on our financial goals
Operating property performance down but within expectations
Our development pipeline is leasing up and represents a powerful tool for future
earnings growth
We have a great global business with terrific assets, high-quality customers and some
of the most talented people in the industry
53
55. Cincinnati, OH
ProLogis Parc Centrair
Lyon, France
Fontana, CA
ProLogis Park Yongin II
Norrkoping, Sweden
ProLogis Park Osaka II
West Midland, UK
Houston, TX
ProLogis Park Deokpyung
54
