ProLogis Shareholder Investigation questions Unfairness of proposed Merger

Feb. 1, 2011 - PRLog -- After ProLogis announced that its board agreed to a merger between ProLogis  and AMB Property an investigation for investors of ProLogis  questioning the potential unfairness of the proposed buyout was announced.

If you purchased ProLogis  and currently continue to hold those PLD shares, and/or if you have any information relating the investigation, you have certain options and you should contact the Shareholders Foundation at mail@shareholdersfoundation.com or call +1(858) 779 - 1554.

The investigation by a law firm concerns whether certain directors and officers at ProLogis  breached their fiduciary duties in connection with the merger.

ProLogis shares surged in response to the merger talks from $14.71 to over$16.30 on Thursday, Jan 27.
On January 26, 2011 after the market closed ProLogis had confirmed ongoing discussions regarding strategic combination with AMB Properties. ProLogis said that it and AMB Property Corporation  are in discussions regarding a potential merger of equals, in which the two companies would combine in an all-stock, at-market transaction, based upon the unaffected trading prices of the two companies' stock prior to media reports of a possible merger.  But ProLogis also said that t there can be no assurance that any discussions regarding a merger will result in a definitive agreement for such a transaction or the timing of such agreement or any transaction.
Then shares of ProLogis  dropped on Monday January 31, 2011, to $14.80, after ProLogis  and AMB Property Corporation  announced an agreement to combine through a merger of equals. Under the terms of the agreement, each ProLogis common share (PLD) will be converted into 0.4464 of a newly issued AMB common share, and the combined company will be an UPREIT.
The offered price values Prologis shares at approximately $14.70 per share, which is 3.35% below the closing price of ProLogis on January 28, 2010.
In addition Citi recently raised its price target for ProLogis to $15.50, and FBR Capital Markets raised its price target to $17.50, both significantly higher than the current offer. Even before takeover speculation was factored into the price of ProLogis stock, PLD shares traded as high as $14.78, and thus still higher than the current offer for ProLogis shares. Therefore the investigation concerns whether ProLogis Board of Directors undertook an adequate and fair sales process to obtain fair consideration for all shareholders of ProLogis  and breached their fiduciary duties to ProLogis (PLD) shareholder by failing to adequately shop the Company before entering into any transaction. A potential class action lawsuit would seek to maximize the amount of money and information PLD shareholders would receive in a buyout, so the law firm.

Those who purchased ProLogis (Public, NYSE-PLD) and currently continue to hold those PLD shares, and/or those who have any information relating the investigation, have certain options and should contact the Shareholders Foundation at mail@shareholdersfoundation.com or call +1(858) 779 - 1554.

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The Shareholders Foundation, Inc. is a professional portfolio monitoring service and an investor advocacy group. We do research related to shareholder issues and inform investors of securities class actions, settlements, judgments, and other legal related news to the stock/financial market. At Shareholders Foundation, Inc. we are in contact with a large number of shareholders. We believe that together we can combine the interests of many investors, and use the size of our interest as leverage against the giant corporations. We offer help, support, and assistance for every shareholder. We help investors find answers to their questions and equitable solutions to their problems. The Shareholders Foundation, Inc. is not a law firm. The information is provided as a public service. It is not intended as legal advice and should not be relied upon.