triple letter score double letter score double letter score
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triple letter score double letter score double letter score
European Customer Service Schiphol Boulevard 115 F Tower, Floor 6 Schiphol, Noord Holland 1118 BG Schiphol Airport The Netherlands +31 20 655 66 66 TRIPLE LETTER SCORE DOUBLE LETTER SCORE 2007 SUMMARY ANNUAL REPORT Europe 18 Boulevard Royal L-2449, Luxembourg +352 26 20 57 40 PROLOGIS World Headquarters 4545 Airport Way Denver, CO 80239 www.prologis.com 303.567.5000 TRIPLE LETTER SCORE DOUBLE LETTER SCORE DOUBL LETTER SCORE DOUBLE LETTER SCORE Japan Shiodome City Center 1-5-2 Higashi-Shinbashi Minato-ku Tokyo, Japan 105-7116 +81 3 6215 8480 DOUBL LETTER SCORE China 2708 Azia Center 1233 Lujiazui Ring Road Pudong Shanghai, 200120 P.R. China +86 21 6105 3999 TRIPLE LETTER SCORE TRIPLE LETTER SCORE DOUBLE LETTER SCORE DOUBLE LETTER SCORE DOUBLE LETTER SCORE DOUBLE LETTER SCORE DOUBLE LETTER SCORE DOUBL LETTER SCORE TRIPLE LETTER SCORE 2007 Summary Annual Report TRIPLE LETTER SCORE DOUBLE LETTER SCORE global reach S H A R E H O L D E R I N F O R M AT I O N World Headquarters Our unmatched global platform – more than 2,750 properties in 20 countries – is complemented by a global base of strong customer relationships that represents both stability and opportunity. Cumulative Total Return ProLogis Based upon an initial investment of $100 on December 31, 2002, 4545 Airport Way with dividends reinvested. Denver, CO 80239 USA 303.567.5000 800.566.2706 $400 $350 $300 $250 $200 Annual Meeting The Annual Meeting of Shareholders of ProLogis will be held at the company’s world headquarters, identified above, at 10:30 am Mountain Time on Friday, May 9, 2008. $150 $100 $50 $0 02 03 ProLogis 04 05 06 07 S&P © 500 Index NAREIT Equity REIT Index Shareholders As of February 22, 2008, ProLogis had in excess of 71,500 Dec 02 Dec 03 Dec 04 Dec 05 Dec 06 Dec 07 $100 $135 $190 $212 $284 $305 record and beneficial common shareholders. NORTH AMERICA ProLogis Independent Registered Public Accounting Firm EUROPE KPMG LLP ASIA Denver, Colorado NAREIT Equity REIT Index $100 $137 $180 $202 $273 $230 S&P © 500 Index $100 $129 $143 $150 $173 $183 Transfer Agent Quarterly Stock Price Ranges and Distributions Computershare New York Stock Exchange: PLD P.O. Box 43010 Providence, RI 02940-3010 800.956.3378 781.575.3120 outside the United States BELGIUM UNITED STATES CZECH REPUBLIC UNITED KINGDOM 2007 Stock Price High Quarter First Low 2006 Stock Price Distribution High Low Distribution $72.08 $58.00 $0.46 $56.31 $46.29 $0.40 Shareholder account information may also be accessed Second $67.99 $55.76 $0.46 $53.85 $46.66 $0.40 from its website at www.computershare.com. Third $66.86 $51.65 $0.46 $58.86 $52.05 $0.40 Fourth $73.34 $59.37 $0.46 $65.81 $56.07 $0.40 Information Request ProLogis’ audited consolidated financial statements are available SWEDEN upon request. The 2007 Annual Report on Form 10-K, as filed FRANCE CHINA SPAIN SOUTH KOREA with the Securities and Exchange Commission, and additional This notice is provided to inform the shareholders of ProLogis company materials can be obtained by calling the Investor Relations of the capital gain portion of distributions received during 2007 information line at 800.820.0181 or by visiting the company’s pursuant to Internal Revenue Code §857(b)(3)(C). This notice is website at http://ir.prologis.com and clicking on the appropriate being provided in addition to a 2007 Form 1099-DIV that has sections of the site. SLOVAKIA Notice of Capital Gain Distribution been mailed to all shareholders. The following table displays the taxability of company distributions for the year ended December 31, JAPAN ROMANIA GERMANY HUNGARY MEXICO CANADA Recently announced expansion into United Arab Emirates Design: Coates and Coates. Printing: Cenveo, Anderson Lithograph ITALY 2007, and designates the portion of the distributions that are Melissa Marsden capital gain distributions. SVP, Investor Relations and POLAND THE NETHERLANDS Analyst Contact: The tax treatment to shareholders of these distributions could Corporate Communications vary depending on the shareholder’s particular situation (i.e., 303.567.5622 foreign, tax-exempt, etc.). Shareholders should consult their own [email protected] tax advisors regarding the treatment of these distributions. ProLogis Dividend Reinvestment and Share Purchase Plan offers the opportunity to purchase common shares directly or Long-term Unrecaptured Section 1250 Gains Taxable Ordinary Distributions Long-term Capital Gains Common 48.13% 24.24% 10.83% 16.80% Series C Preferred 57.85% 29.14% 13.01% 0% Series F Preferred 57.86% 29.13% 13.01% 0% Series G Preferred 57.86% 29.13% 13.01% 0% The ProLogis Dividend Reinvestment and Share Purchase Plan Class of Stock Return of Capital through the reinvestment of dividends, at a 0% to 2% discount from market price, as determined by the company. Copies of the plan prospectus and enrollment forms are available from our transfer agent, Computershare, at www.computershare.com or by calling 800.956.3378. This report was printed with soy-based inks on recycled paper that contains 30% post consumer waste. The paper was made using renewable wind power, is Green Seal certified and acid free. Environmental savings achieved using this paper: 114.09 trees preserved for the future, 329.46 lbs of waterborne waste not created, 48,464 gallons of wastewater flow saved, 5,362 lbs solid waste not generated, 10,558 lbs net greenhouse gases prevented and 80,816,640 BTUs energy not consumed. This 2007 Summary Annual Report, together with our audited financial statements contained in Item 15 of our accompanying Form 10-K and Items 1, 6, 7, 7A, 8 and 9 of such Form 10-K, constitute our 2007 annual report to security holders. local depth Our more than 1,500 associates around the globe support ProLogis’ growth through specialized expertise and deep understanding of local market conditions as well as global distribution trends. Erika Abe Esther Acuna Melody Adams Richard Aguilera Martha Aguirre Mari Akers Gwen Aldridge Gyvonne Alexander Scott Alexander Gregory Allen Maureen Allen Steven Allen Brenda Almaguer Hector Alfredo Almaguer Maria Alvarado Shannon Ambrosius Caroline Amphlett Kathleen Amundsen Gary Anderson Samantha Anderson Bert Angel Juan Raul Angulo Ted Antenucci Joselito Antonio Kyotaro Aoki Aurora Apodaca Sakie Arai Marcos Arana Anette Arensmann Alexander Arentshorst Fernando Alfonso Arjona Cesar Armendariz Jr. Ryan Armento Greg Arnold Adrian Arreola Demetrio Arroyo Luthfi Arsil Jesus Arvizu Louise Ashman Azam Aslamy John Aviles Juan Ayala Ryan Ayres Gregory Azar Jr. Marta Baca Cynthia Badillo Lianne Baessler Hongtao Bai Lee Balbach Reka Balogh Pawel Banach Andre Banschus Charles Barbata Hoyt Barber Michael Barenberg Troy Bargman Jenifer Barnes Michael Barnicke Wayne Barrett Aidan Barry Melissa Barry Bierfreund Chris Bartunek Craig Bass Josiane Baubant Greg Bauer Sonja Baumberger Susan Beagle Marc Becker Ruediger Beckmann Kate Bedson Timothy Beedle Petronella Begany Stefanie Bell Anouar Ben Saada Zuzana Benesova Regilio Benschop Andrea Benvenuti Hocine Benzaid Antoine Beraldi Lou Berchicci Donna Bergene Olaf Berger Matt Bernstein Christopher Berry Diane Berry Jean Charles Berto Oliver Bertram John Bex Jingbo Bi Joanna Bialach Alice Bilkova Ellen Bird Christian Bischoff Kristen Bishop Bob Bisnette Christopher Black Katie Black Robin Black Nicole Blake Neus Blanco Garcia Amy Bleibel Erika Bloom Agnieszka Bochniak Catalin Bodeanu Ewa Adrianna BodioZiolkowska Mary Bolach Matthew Bomar Joy Bombardo Deb Bonebrake Claire Bonino Victorio Boo Brooke Borgen Alexandra Borgogni Borgogni Lopes Rondi Boroos Kim Boucher Zakia Boumedienne Elizabeth Bouton Abdel Boutrik Richard Boyd David Boyer Greg Bradley Kathleen Brandenburg Herman Brathwaite Ildiko Braun Nadine Bremerich Leona Brenchley Janice Brethower James Brewer Andrew Briley Amy Brocato James Brooks Karen Brooks Janis Broome Dennis Brosius Diane Brostuen William Broughton Eric Brown Jessica Brown Nicholas Brown Michael Broxterman Michaela Brunner Stephen Bryan Ornetta Buchanan Jonathan Buck Megan Buffington Amanda Buie Julie Bunce Oana Burducea Petra Buresova Margaret Burgess James Burrell Vernon Burrows Steven Buster Matthew Butterworth Edward Bynum Matthew Byrom Anissa Cabello Claudia Cade Feng Cai Jerry Cai Alicia Camacho David Camarena Michelle Cameron Carlos Gabriel Valerio Cano Bertha Cantu Federico Cantu Gonzalez Brian Cardoza Gustavo Cardozo Andrew Carney Cheryl Carpenter Jayne Carpenter Keith Carpenter Lisa Carpenter Theresa Carrigan Michael Carrouth Karen Carter Peter Carter-Wall Richard Casados Peter Cassells August Castille Jorge Castro Rose Catalano James Cavanagh Maria Celaya Deborah Chamberlain Julie Chan Alex Chang Anna Chapman Gail Chapman Michael Charles Tyson Chave James Cheer Christianne Chen David Chen Fanny Chen Fred Chen Fred Chen Joe Chen Lynn Chen Megan Chen Polly Chen Rebecca Chen Rick Chen Yongqiang Chen Zoey Chen Zoey Chen Zuxiang Chen Sabrina Chevy Akiko Chiba Clay Chilton Anna Chmeilinska Steve Cho Hyungkyu Choi Marta Chojnacka Anna Chomicz Stephen Chorey Yoshiyuki Chosa Florian Chouin Susan Chu Alex Chui Cory Chung Lisa Clark Carolina Clemente Linda Clinton Christie Cobbett James Cody Leticia Cognet Ruivo Daniel Cohen Marie Colby Linda Cole Patricia Cole Dan Colletto Creighton Collins Kylee Collins Graciela Compean Paul Congleton Rick Conklin Joseph Conroy Kelley Cook Dana Cooper Jennifer Cooper Linda Correll Andrea Cortinovis Wendy Cotterill Maricela Covard Danial Cox Simon Cox Carmen Crawford Christophe Creuze Lori Cronin Kay Crouch Jessica Crow Benjamin Crowder Lisa Crume Danny Crunkleton Jose Cuevas Jenny Cupp Alan Curtis Cindy Curtis Anna Czajkowska Beata Czarmecak Michal Czarnecki Jaroslaw Czechowicz Maja Dabrowska Fei Dai Marek Daiemianczyk Stephan Dalbeck Maurice Dalton Micha Daniel Neal Davidson Joanne Davies Donna Davis Kenneth Davis Don Dawson Elliott Day Leopold de Bie Tracie De Feo Michael de Jong-Douglas François de La Rochefouchauld Therese de Marsilio Cores Bianca de Ruiter Anita Deal Maciej Dedek Martine Dedessuslesmoutier Cinthia DeHoyos Mike Del Santo Lindsay Delecki Steve Deleplancque Sandy Denn Kelly Dergham Deanne Desjardin Derek DeVre Juan Andres Diaz Jesus Diaz De Leon Kathleen Dice Debra Dickey Neil Dickinson Kathy Dickson Jurgen Diehl Daniel Ding Raymond Ding Kara Dizmang Anita Dobney Alisha Dokshukin Christine Dominguez Mike Dominik Judy Dong Venkateshwar Donthinani Andrew Doughtie Kathy Dowell Dennis Dozon Milena Draca Ioan Dracopol Carmen Drollinger Keith Drury Yu Du Yu Du Harrison Duan Harrison Duan Megan DuBois Kelly Dubose Cheryl Ducharme Vlad Dumitrescu Richard Dunbar John Duncan Travis Durfee Alena Dvorakova Volker Eberhardt Matthew Ebner Cheryl Echols Jeroen Eikenhorst Scott Elrod Mike Elsey Janis Emanuel Michael Englhard Brian Erlanson Nadine Ernst Jerry Ervin Nicole Esparza Gisela Estrada Nancy Estrada Loren Fairchild Petra Faltysova Michelle Fan Rhonda Fancher George Fang Gianluca Fantoni Patrick Feeney Jennifer Feldkamp Rebecca Fender Cunqiang Feng Roxana Ferguson John Ferguston Taylor Ana Fernandez Gloria Fernandez Jorje Fernandez Paulo Ferreira Kristen Ferris Stephen Ferris Mark Fessler Karla Fetter Sharon Fields Andrew Finke Jeff Finnin Patrizia Fiorentini Marek Fischer Scott Fischer Marcus Flatau Felip Flores Lori Flores Janice Flynn Jeffrey Folkmann Catherine Folwell David Fontan Julieta Forcade John Foster Brianna Fredericks Silvia Frey Cheryl Fruth Christine Fu Miyako Fukuchi Kurt Fuller Dariusz Gajewski Stella Gambin Zhiwei Gao Francisco Garcia Francisco (Paco) Garcia Pedro Garcia Guillermo Garcia-Ballerini Jaime Garcia-Coudurier Marta Gaska Anna Gatti Isabelle Gauthier Sandee Gavin-Wicks Helen Ge Tiffany Ge Ryan George Julien Geyer Joseph Ghazal Rijk Giebel Raymond Giffen Jeremy Giles Laura Gill Patricia Gill William Gilliam Laurie Gilman Joshua Gilmore Jonathan Gimblett Marie Christine Girardin Rosie Gisi Amy Glasscock Kitty Glenn George Glennie Katarzyna Glowniak Brenda Goforth Przemyslaw Golanski Amy Gomez Eric Gomez Jeffrey Gomm Fabrice Gonton Marianne Gonzales Ricardo Gonzalez Sandra Gorel Karolina Gorgiel Alan Goris Arezki Goumeziane Barbara Graffunder Liliana Grau Borras Nicole Gravius David Grawemeyer Maciej Gredziak Michael Green Suzanne Green Gareth Gregory Andrew Griffiths Joseph Grimes Denise Grode Amanda Grogan Gerald Grzybowski Charlotte Gu Chuan Gu Guy Gu Shaoyi Gu Simple Gu Qinsen Guan Bruno Guandalini Jessica Guerra Holly Guinan Nicolas Guitton Jeanine Gulczynski Laura Gunter Venugopal Gupta Michael Habermann Melinda Hack Rudolf Haemel Yehudit Hager Ranald Hahn Christine Hall Kenneth Hall Jennifer Halpern Linda Halsema Tsutomu Hamamoto Akihiro Hamano Jordan Hamidi Richard Hamilton Royce Hamilton Thomas Hamm Christophe Hamon Hamon Heidi Han Wenlan Han Wenlan Han Susan Hankinson Billie Hanks Cecelia Hannah John Hanson Tiffany Hanson Tina Hanson Ryoko Harada Vera Harder Charles Hargis Larry Harmsen Lisa Harris Anni HartendorpSavolainen Susan Harvey George Hasenecz Tamaki Hatsukaiwa Stanislav Havrda Takeshi Hayakawa Fumiaki Hayano Toshihiro Hayashi Lori Haynes Liming He Kimberly Hebauf Suzannah Heffernan Eric Hein Amy Henderson Roland Hennebach Thomas Henrikson Corina Heredia Chantal Hermand Leopold Hermans Irene Hernandez Juan Hernandez Alexander Heubes Shannon Hickman David Hicks Mary Hicks Michihiro Higashi Jennifer Higgins David Hill Douglas Hill Jeffrey Hill Lynette Hill Rhonda Hills Kurt Hineline Amanda Hines Ayako Hirano Lee Hix An Hoang Janea Hoey Deborah Holleman Kristine Holman Wade Holt Elizabeth Hooton Andrea Hopper David Horton Eva Horvath Takumi Hosoya Jason Hou Andrew Houghton Frederick Howard Dale Hoy Janet Hoy Michele Hromish David Huajardo Tony Huang Wilson Huang Kelly Hubble Patrick Hudgens Paul Hughes Britney Hughn Cara Hulan Leslie Ann Hulse Carol Hunter Mary Hunter Pamela Husted Stacy Hutchcraft Sally Hutchinson Robert Huthnance Raymond Iallonardo Chikako Ibaraki Koji Ide Jim Ignacek Noriyoshi Ikeuchi Thomas Imperiale Shigeru Inada Katsuya Inami Victoria Inglis Debra Intorre Stewart Irvine Hideko Ishiguro Kenji Ishijima James Jachetta Evelyn Lizzeth Jacinto Chacon Monte James Sinclair Jared Malika Jarif Magdalena Jarominska William Jarrett Kimbrae Jasper Samuel Jeffrey Donna Jeffries Simon Jenkins Manfred Jenschke Izabela Jesionek Sunil Jhamb Mindy Jia Frank Jiang Li Jiang Weidong Jiang Judith Jimenez Linda Jin Sherry Jin So Yeon Jin Jennifer Jisa Kim Johnson Neely Johnson Paul Johnson Rhonda Johnson Amanda Jones Jaime Jones Patricia Jones Shari Jones Sharon Jones Krzysztof Jopek Phillip Joseph Luis Jurado Mark Jurgensen Martin Kaatman Yoshitaka Kagami Brittany Kaire Yuriko Kakizaki Jagadeeshwar Kalagiri Sachie Kamata Angela Kane Peter Kane Kelly Kane-Carlson Mark Kang Sarah Kang Katarzyna Kapler Eliza Karwowska Satoko Katakura Elizabeth Kauchak Tomomi Kawahara Masaki Kawai Akiko Kawakubo Chie Kawase Florence Ke Oksana Keas Ryan Keathley Gordon Keiser Randall Kelch Blake Kelley Donald Kelley David Kellogg David Kelly Laszlo Kemenes Junko Kemi Agnieszka KempistaGolubowicz Theresa Kenna William Kennedy Brandon Kent Ildiko Keri Doug Kiersey Peggy Kiesel Molly Killoran Changhyun Kim Euihoe Kim Heunsoo Kim Sungmin Kim Youngtak Kim Hirofumi Kimura Kaori Kimura Niels Kinderdijk Christy Kinney Mayumi Kino Noriko Kitahara Marianne Klaver Amy Klein Benjamin Klesinger Anna Klimenko Amy Knapp Jennifer Knepp Joshua Knight Paul Knight Bruce Knopf Mary Knudson Mayuko Kobayashi Noriko Koda Jeremy Koepf Kenichi Koga Atsuko Koide Andrew Kolb Anita Kolozsvari Sanae Komiya Robert Koncz Toru Kondo Lingyun Kong Kristi Koning Peter Koning Justyna Kononowicz Rita Konterski Leonie Kooij Wojciech Kosior Celeste Kotick Ulrike Kottolinsky Krisztian Kovacs Tunde Kovacs Raphael Kowalczykowski Takuro Koyama Vaclav Krasanovsky Agata Krasowska Bob Kritt John Kruse Karolina Kucerova Kimberley Kuehn David Kuhles Hartmut Kuhnapfel Hidetoshi Kumada Masayuki Kusakabe Jaroslaw Kuzma Maria La Torre Eric Labaune Lynn Ladewig Ben Lai Alexis Lam Laurent Lamatiere Scott Lamson Krista Landerholm Michael Landrum Luke Lands Zebulon Lang Maire Imelda Langan Israel Lango Leslie Lanné Anne LaPlace Corinne Larre Keith Larsen Amy Latham Sally Lau Roberta Laudato Dawn Lauer Corinne Lavorel Richard Lawrence Jean Louis Lazuech Thien-Kim Le Belinda Lee Caroline Lee Charles Lee Chi-Lien Lee Diane Lee Jana Lee Ji Kang Lee Joe Lee Robbin Lee Dylan Lee Meeuw Kjoe Femma Leerink Karen Leeuwen Wim Leeuwen Amina Legendre Mia Leigh Brenda Leighton Regina Lemert Dahlia Lemesh Jean Michel Lemius Leah Lemke Kimberly Leroux Janelie Letzig Loren LeVasseur Marc Levin Mark Levy Lidia Lewicka Cathy Lewis Chris Lewis Mark Lewis Cindy Li Eric Li Iris Li Jianzhou Li Junhua Li Qing Li Eric Liang Rachel Liang Samantha Liang Baoyu Liao Yanfen Liao Stephen Liming Miguel Limongi Qing Lin Rebecca LindhorstBallast Craig Lindsay Eileen Lindsay Cherry Lissemore Jason Liu Jian Liu Jiangang Liu Joanna Liu Xuedong Liu Yingyu Liu Bartosz lljin April Lockley Gregory Loesel Adam Loew Marianne Loh Linda Lombardo Melissa Lomeli Richard Long Zhanghua Long Paul Loosmann Stanislav Lopata Valerie Lopes Risa Paula Lopes Monteiro Azusena Lopez Juan Lopez Leopoldo Lopez Jean Lopez Kalomas Raquel Lopez Nogues Franck Lot Sherwin Louie Kyle Low Lawrence Lowder Jordan Lu Kity Lu Louie Lu Michelle Lu Lauren Luan Emilie Lucante Jeffrey Lucas Pascal Luciani Al Luo Mountain Luo Yongfang Luo Christine Lutter Linda Ly George Ma Benazzouz Mabrouki Diane Macaluso Sarah MacCallum Cynthia Machado Patrycja Macuga Jeanne Madden Maciej Madejak John Madison Tomasz Madry Emily Maehl Levia Magalonga Céline Maistrello John Major Celso Maldonado Lisa Marie Maldonado Abhijit Malkani Terri Malone Pat Maloney Sandra Manley Alvin Mann Viki Mann Darin Manning Jahavi Mantri Corinne Marie William Mark Tom Marko Jacinto Marquez Laveda Marr Melissa Marsden Brian Marsh Matthew Marshall Tina Marshall Tom Marshall Liliane Martin Meredith Martin Sheila Martin Tracy Martin Joann Martinez Sarah Martinez Santina Martino Catherine Mary Marika Mascolo Patricia Massolini Alexandre Masson Sylvie Masterson Krisztina Mate Thomas Mathews Jean Christophe Mathieu Ross Matthews Derek Maunsell Janice Maxwell Danita Mayweather Leszek Andrzey Mazurek Mathew McAfee Robert McCann Shawna McCarthy Mason McCartney Mark McClelland Michael McClure Gene McCluskey Shannon McCorison Kimberly McDowell Andrew McGinley Teri McGinn Jennifer McHugh Shawn McIntyre Margaret McKee Lonnie McKillip Tony McLeese Erin McMahon Heather McNully Jennifer McRoy Philip Medina Gert Jan Meerkerk Ming Mei Jesus Melendez Henda Melliti Lorena Mendez Crispin Mendoza Tieme Mennink Reed Meyer Steven Meyer Margaret Meyers Jesus Meza Annie Mi Tomas Micek Samuel Michael Higashi Michihiro Masaki Miida Karla Mika Hisatake Miki Masato Miki Patricia Miksza Jeff Miller Steve Miller Jacob Milligan David Mills Minoru Minamino Clara Minelli Janusz Miskiewicz Sudip Mitra Tatsuya Miyamoto Suguru Miyauchi David Mizell Mary Moakes Helen Mohlman Laszlo Molnar Florencia Tamara Mon Eduardo Enrique Montes Bill Moody Kimberly Mooney Darrin Moore Gregory Moore Peter Moran Michelle Morgan Rebecca Morgison Daisuke Morita John Morland Jinan Moussalli Oliwia Mrowiec Linda Muenich Naoya Mukozaka Scott Mulkay Simone Müller Lakshmi Muniswamy Cheryl Muniz Yvette Munoz Anna Murch Carol Murphy Diane Murphy Jason Murphy Julie Murray Denise Musil Christopher Myer Vellanee Myers Kiyoshi Nagasawa Victoria Nagy Hiroaki Nakagawa Akio Nakamura Kanako Nakamura Hirofumi Nakano Ayako Nakaso Thomas Nam Vuthy Nang Sherry Napier Jim Nass Christel Nasso Glenda Neans-Speck Robert Needham Jason Neff Jeffrey Neitenbach Ed Nekritz Ann Nelson Chris Nelson Simon Nelson James Neswold Matthew Neumann Enrique Nevarez Huong Nguyen Lisa Nguyen Aaron Ni Brad Niedermaier Peter Nielsen Helena Nikitina Akiko Ninomiya Massimo Nistico Matthew Noonan Eric Norguet Zora Novakova Zbigniew Nowak Philip Nugent Ko Nuijten Miguel Nunez John Nydegger Susan Oberstein Colleen O’Brien Vincent O’Connell Samantha Odneal Yasutoshi Ogiwara Osamu Ohashi Nancy Ohm Yukio Okubo Alfonso Olague Adan Olguin Cristian Oller Angusto Michelle Olson Eric Omohundro Olga Onwijn Meagan Oppenheim Tania Oryshchyn Cheryl Ossmann Dominika Ostrowska Jeff Otoupalik Yusuke Otsuka Jack Ottinger Angel Ovejas Rosa Philip Owen Tracey Owen Erkan Ozturk Zaira Padilla Brandon Page Lori Palazzolo Attila Palicz Denisa Palkova Candy Pan Steven Pan Wayne Pan Sharon Pangan Soyoung Park Peter Parkinson Marimuthu Paskaran Amy Pastor April Patten Carl Paulson Christopher Paulson Debra Payne Thomas Payne Gustavo Pedrayes Christy Pedro Kevin Pelech Jakub Pelikan Michael Pelletier Sander Pen Wei Peng Roy Perdue Marin Pere Morcillo Just Pereboom Ana Perez Michael Perez Rosalyn Perrone Doris Perry Bart Persyn Mike Peters Ricky Peters Tim Peters Sascha Petersmann Bendeck Peterson Janette Peterson Marcus Petrella Sarah Philpott Jenifer Picard John Picchiotti Kenny Pierce Joni Pike-Shank Maria Pina Andrea Pivok Robert Plimpton Aleksandra Plomien Dolacka Agnieszka Podsiadla Laura Porter Wayne Porter Adam Post Alison Powell Melody Powell Patrycja Pozniewska Hemant Prabhu Kimberly Price Jan Prokop Dariusz Krzysztof Proniewicz Mitchell Pruitt Heather Purnell Alan Puskas Daniela Putineanu Adrianne Puza Zak Qi Jun Qian Lily Qu Liliana Quinones Samara Quinonez Imran Qureshi Barna Raduly Gilberto Rafael Walt Rakowich Laura Eugenia Ramirez Lioudmila Rastoptchina Jan Ravensberg Laurie Razzari Graham Reece Michael Reed Tanya Reesman Lindsay Rein Betty Remstedt Colette Renteria Wendy Rentschler Christopher Repass Jose Luis Requena Andre Reyes Ruby Reyes Jaime Reyes-Casillas Clifford Reynolds Scott Riccio Rynagh Richards Deborah Richardson Heiko Richter David Riefe Cody Riles Will Riley Charla Rios Pieter Ris Angela Rishel Toushann Rittenhouse John Rizzo Nancy Roach Marika Roath-Hodgetts Megan Robert Lori Robertson Leigh-Ann Rocha Jim Rodrigues Armida Rodriguez Diane Rodriguez Randy Roelling Eduardo Rojo Eduardo Roque Aaron Rosdal Jason Rose Scott Rose Janet Rosete Navarro Christine Roskamp David Ross Rick Roth Nigel Rowe Pauline Roybal Susana Ruacho Marsha Rucker Joseph Rudd III Peter Ruijgrok Maria Ruiz Sandra Carmina Ruiz Julie Rumbaut Thomas Rushing Mike Russell Samuel Rymer Katerina Rysnerova Markus Saatkamp Marzena Sadowska Leonard Sahling Fatimaby Saidyassine Naoko Saito Masahiro Sakashita Joji Sakuma Michael Samuel Mario Sander Laura Sandoval John Sanford Evelia Santana Roopa Santhanam Shannon Santos Jean Luc Saporito Alan Sarjant Rie Sasabe Tamotsu Sasaki Hideyuki Sato Seiji Sato David Saunders Joan Savage Matthew Scellato Paula Schader Frank Schaffarczyk Barbara Schenk Noeleen Schmidt Patricia Schmidt Patrice Schnauber Randall Schnetz Dirk Schomacher Terry Schons Stephen Schorr Spencer Schrack Cal Schreiner Judy Schultz Frederick Schumacher Jennifer Schumacher Karen Schwall-Meyer Jeff Schwartz Tanika Scott Julian Scurci Keat Tatt See Sarah Seeche Keiko Seki Lacy M. Sell Joachim Sellau Rachel Sero Rodney Seyfried Ishmahd Shabazz Jason Shaffer Sophie Shahrokh Corinne Shalvoy Cindy Shan Sam Shan Ping Shaog Timothy Sharman Louise Sharp Michael Shaughness Pamela Shaw Mo Sheahan Elizabeth Shelleda Emily Shen Jeffrey Shen Sharon Shen Scott Shepard Patrick Shepardson Mark Shepherd Thomas Sheraden Marci Sherburn Armstrong Shi Masako Shimazato Noritaka Shioda Osamu Shionozaki Lynn Shipp Yuko Shiraishi Tricia Shirley Seigo Shizume Pieter Siers Harry Sievers Jeff Sillik Margaret Silva Milagros Silva Amanda Simmons Steven Simmons Sonja Simons Jared Sinclair Gujral Singh Matthew Reed Singleton Katarina Skovjsova Donald Skoyles Elzbieta Skrodzka Autumn Skrzyniarz Artur Smigiera Barry Smith Chad Smith Constance Smith Donald Smith Jessica Smith LaChelle Smith Patrick Smith Phillip Smith Reginald Smith Robert Smith Jeffrey So Yoshimasa Soeda Silvano Solis Scott Song Zhibiao Song Jon Sorg Simon Spencer Ann Sperling Martina Stachova Andrea Staffan Brenda Standke Megan Stanley William Staymates Justin Steldt Katarzyna Stempien Mark Stephenson Cristopher Stern Alton Stevenson Luke Stewart Glenn Stock Andrew Stoddard Femke Stoffelen Leslie Stone Roxanne Stone George Stoneroad David Storer Colleen Storm Richard Strader Leigh Strauss Scott Strine Scott Studzinski Kimitaka Sugimoto Sabina Suleac Bill Sullivan Chuck Sullivan James Summerfield Donna Sun Ken Sun Gilles Suzanne Kevin Sweeney Maciej Szamalek Lukasz Szczesniak Katalin Szeitli Elena Szeremeta Aneta Szewczak Stanislawa Szwed Emilia Szyszka Rumiko Tada Hirokuni Tadokoro Ken Takagi Sumie Takagi Yoko Takahashi Masumi Takayama Sara Talaver Serrano Hynek Talpa Edvin Talundzic Shigetoshi Tamura Vincent Tan Hitoshi Tanaka Jiangdong Tang Shaowei Tang Aki Tanizumi Rong Tao Tony Tao Jesus Tarin Brenda Tarraf Neville Teagarden Arturo Tejeida Sacha Telgenhof Oude Koehorst Ayako Terui Marta Tesiorowska Giridharan Tharmananthar Ed Theisen Darlene Thomas Judith Thomas Leigh Thomas Tiffany Thompson Christine Thomson Steven Timmons Ting Yun Ting Douglas Todd Naoshi Tojo Kevin Tolman Wojciech Tomala Drew Torbin Takero Torigoe Peter Torok Anna Torres Barbra Torres Clara Torres Diana Elizabeth Torres Perez Liliana Tosky-Nevarez Maria de Jesus Tovar Toni Tovar Steve Treadwell Juan Trejo Nathalie Triolet Radoslaw Trzepla Kaz Tsutsumi Andrew Tuckett Kalen Tulipane Gerald Tune Ewelina Turlej Robert Turner Delilah Tyler Tetsumasa Umeda Mitsuyo Umezawa Zach Ungerman Miki Uruwashi Ilayna Utley Patrick Vader Hubert Vaizand Linda Valdez Dalila Valls Sandra van Deijl Anja van den Berg Daan van den Hoven Paul van den Hoven Jennifer van der Eem Dennis van der Geer Philippe Van der Haegen Danielle van der lem Robert van der Linden Martine Vreeker van der Wel Bryan van der Zalm Wim van Houten Ingeborg van Liempt Antoine van Ommeren Gert van Veen Linda van Velzen Edward Vanasdale Brenna VanHoven Michael Varela Patti Varney Sherry Varney Lourdes Vasquez Edward Vazquez Crista Velazquez Ken Venable Bram Verhoeven Katharine Verkest Angela Verkuyl Pawan Verma Aurore Veron Jan Verschueren Alejandra Villarreal Fernando Villarreal Monica Viloria-Smith Anne Viramontes Erika Vlasak Jessica Volpe David Von Tilius Ravinder Vookanti Marie Pierre Vuitton Alexander Vulic Meena Vuong Bettina Wagener Juliet Wales Jordan Walker Becky Wall Stacey Wallace John Walthier Guangsheng Wan Ally Wang Angela Wang Bing Wang Cindy Wang David Wang Jessie Wang Jiangchuan Wang Jun Wang Liang Wang Linda Wang Shiying Wang Weijun Wang Yuanzhi Wang Mary Warren Piotr Was Eriko Watanabe Robert Water Lisa Watkins Robert Watson John Watts Greg Weaver Richard Webb Alisa Weber Christian Weber Matthew Wei Stephanie Wei Wei Wei Astrid Weiden Pat Welsh Mike Wenzell PROLOGIS 2007 1 Ralf Wessel Shelly Westmoreland Paul Weston Colin Wheildon John Whelan Glenn Whitaker Peggy White Sara Whittington Chantal Wiatrowski Claus Wichmann Jeffery Wickliffe Renee Widmont Kelly Widner Douglas Williams Holley Williams Jason Williams Larry Williams Matthew Williams Monyett Williams Naomi Williams Stephanie Williams Christina Williamson Nadine Willis Kate Willmont Bartholomew Wilson Karen Winkler Brent Wirkkala Justyna Witecka Kevin Wittler Barbara Wodarska Bernard Wojtkowiak Debra Wollett Patti Womack Jason Wong James Wu Mingjie Wu Wendy Wu Michael Wunnink Desmond Wynne Marla Wynnick Colin Xia Jane Xia Richard Xia Kevin Xiao Belinda Xie Samuel Xie Sissy Xie Chris Xing Haitao Xu Hardy Xu Mary Xu Nicola Xu Sally Xu Wenyan Xu Mike Yamada Chihiro Yamagishi Hiroshi Yamamoto Hiroshi Yamazaki Jonas Yan Cindy Yang Henry Yang Jensen Yang Kent Yang Tony Yang Ivy Ye Jing Yi Yan Yin Tony Yoon Hitoshi Yoshida Junichi Yoshinari Emiko Yoshizawa Andrea Young Jennifer Young Roberto Young Tanya Young Anping Yu Kevin Yu Hongwei Yue Tomasz Zabost Karolina Zajac Christopher Zajaczkowski Chad Zapf Ewa Zawadzka John Zeng Najib Zeray Carl Zhang Celine Zhang Elizabeth Zhang Ingrid Zhang Jack Zhang Ke Zhang Liping Zhang Sebastian Zhang Serena Zhang Zhanwei Zhang Allen Zhao Angela Zhao Danny Zhao Fan Zhao Di Zhong Cathy Zhou James Zhou Jianning Zhou Joe Zhou Jane Zhu Johnny Zhu Joyce Zhu Julie Zhu Robert Zhu Yao Zhu Rafal Ziemiec Kathleen Zima Melanie Zimmerman Carie Zoellner Ilse Zoetemelk Mark Zulver Efrain Zuniga Vincent Zuppa business breadth Through ProLogis’ property operations, development and investment management segments, we have diversified our sources of income and enhanced our financial stability. Composition of Segment Net Operating Income (in billions) $1.73 $1.33 $.78 Development CDFS Investment Management Property Operations 2 PROLOGIS 2007 ’05 ’06 ’07 specialized expertise Within each business segment, ProLogis’ in-house experts interact with customers, communities and investors to drive our business decisions and help us capture opportunities. PROPE RT Y MANAGE ME NT GL OBAL E QUIT Y RE L AT IONSHIPS CUST OME R RE L AT IONSHIPS ProLogis ASSE T MANAGE ME NT CONSTRUCT ION MANAGE ME NT GL OBAL DE VE L OPME NT PROLOGIS 2007 3 business interests Our mission is to be the leading global provider of sustainable distribution facilities to the world’s largest users of distribution space and to maximize shareholder value through customer service, organizational excellence and our commitment to corporate social responsibility. 25 % growth in FFO per share 4 PROLOGIS 2007 2007 growth over 2006 societal interests ProLogis is committed to improving the communities in which our associates live and work through group volunteer efforts, charitable giving and service programs. school for every five million square feet built in China PROLOGIS 2007 5 financial highlights During 2007, ProLogis achieved strong improvement in all key business measures, firmly establishing the foundation to support the next phase of the company’s growth. ProLogis Defined Funds from Operations, as Adjusted* Total Revenue* (per share) (in billions) $4.61 $6.42 $3.70 6 ’06 PROLOGIS 2007 ’07 $2.76 $1.98 ’05 ’06 ’07 *As reported in FFO; includes CDFS disposition proceeds ’05 *Before $0.20 (2005) and $0.01 (2006) in certain charges including impairment, relocation and merger integration charges $2.71 • Increased ProLogis’ defined funds from operations per share, as adjusted (FFO), to $4.61, up 24.6% • Achieved record leasing of over 108 million square feet of space, a 6.3% increase over 2006 from $3.70 in 2006, and net earnings per diluted share to $3.94, up 18.7% from $3.32 in 2006 • Increased 2008 common distribution to a projected rate of $2.07 per share, a 12.5% increase over 2007 – • Grew total assets owned, managed and under develop- the 14th consecutive increase ment to $36.3 billion, up 36.0% from $26.7 billion at the end of 2006 • Achieved total shareholder return of 7.4%, including share price appreciation and distributions • Began a record $4.1 billion of new industrial and retail/mixed-use development, up 61.4% over 2006 Total Assets Owned, Managed and Under Development* Distribution per Share (in billions) $36.33 $1.84 $1.60 $1.48 $26.65 ’05 ’06 ’07 *Includes 100% of assets of ProLogis’ unconsolidated investees $22.14 ’05 ’06 ’07 PROLOGIS 2007 7 TO OUR SHAREHOLDERS As I write this letter, economists, politicians and business leaders around the globe are pondering the state of the world’s major economies. With credit markets in disarray and financial markets experiencing unprecedented volatility, it seems prudent to reflect on the importance of having a stable framework to manage risk and support future growth. LEVERAGING BREADTH AND DEPTH In our CDFS development business, we began a The year 2007 was an outstanding one for ProLogis record $4.1 billion of new facilities supported by the with strong financial performance and solid operating strength of global demand in existing markets and our fundamentals. But more important, it was a year in expansion into major new logistics areas. During the which we utilized the breadth of our global platform year, we entered the Middle East with our first project and leveraged the depth of our organization to position in Dubai and initiated development in South Korea ourselves for 2008 and beyond. as well as in new, high-growth markets throughout We significantly enhanced our investment management business with the formation of three new property China, Japan, Central Europe and Mexico. We acquired the industrial business of Parkridge, funds, one each in the United States, Mexico and our best competitor in Europe, and invested in Europe. We also completed our first acquisition within Parkridge’s retail and mixed-use business. In addition, our South Korea fund and repositioned another fund, we made substantial progress in our global retail and recognizing our share of the increased value of those mixed-use business through Catellus Development properties over the past five years. In total, we secured Group in the United States and our retail development equity commitments that allow us to grow our invest- joint venture that is building Wal-Mart centers in China. ment management business to more than $33 billion With the completion of two successful convertible over the next three years, from $19 billion in assets debt offerings, we raised more than $2.4 billion at very under management at year end. attractive interest rates and strengthened our financial 8 PROLOGIS 2007 position. We continue to see a flight to quality and believe that credit is available for quality assets and moderately leveraged business models. With our strong balance sheet and our expanded investment management capacity, we have positioned ourselves well to take advantage of current market opportunities. MANAGING RISK Turning to this year and beyond, we continue to closely monitor market conditions. Globally, supply and demand remain well balanced. While our U.S. outlook has become more cautious, markets are generally stable with high occupancies and continued growth in CAPTURING OPPORTUNITIES rental rates. Additionally, industry fundamentals are We have already seen that the tightening of credit is much healthier than they were at the beginning of causing a decline in speculative development by private any other down cycle in recent memory. Nonetheless, developers. This will provide stronger, better capitalized we have shifted our U.S. development mix toward a companies, such as ProLogis, with additional develop- greater portion of preleased business and expect that ment and acquisition opportunities. 80% to 85% of our development and investment capi- In summary, given the potential we see across our tal in 2008 will be deployed outside the United States. global markets, we remain confident about our ability While there is disagreement about the connection to capitalize on our leading market presence. Most between the U.S. economy and that of other countries, important, we have deep, talented local teams across it is important to bear in mind that the global market the globe and are well positioned, financially and for logistics space is not directly correlated to economic organizationally, to take advantage of market condi- growth. Rather, demand continues to be driven by func- tions in 2008 and beyond. tional obsolescence, growth in global trade – currently My sincerest thanks to all ProLogis associates and more than double the growth rate of global GDP – and the our Board for their dedication and support, which allows need for more cost-efficient distribution networks. We see us to continue to drive value for our investors. these as sustainable, secular trends – not cyclical ones. We believe our leading presence in 118 of the world’s largest logistics markets, including our top position near major global ports, provides unmatched geographic breadth, thereby mitigating the impact of any single economy on our overall results. This cover- Jeffrey H. Schwartz Chairman and Chief Executive Officer age enables us to address customers’ global supply chain requirements and deploy our capital in only the strongest markets. PROLOGIS 2007 9 FINANCIAL PERFORMANCE ProLogis achieved strong results in 2007, growing FFO per share by 24.6%, to $4.61, and increasing our projected 2008 annual dividend to $2.07 per share, up 12.5%. S T R O N G O P E R AT I N G R E S U LT S currency gains. Development activity in 2007 was well All three of our business segments performed well. diversified, supported by strong demand across our global In our operating property segment, same-store net markets. We began $4.1 billion of new construction, operating income was up 5.2%, driven by higher average up from $2.5 billion in 2006, and ended the year with occupancies and rent growth on expiring leases of 8.0%, a CDFS pipeline of $7.6 billion. compared with 2.6% in 2006. During the year, 78.2% Continued strong leasing in this pipeline also drives of our customers renewed their leases upon expiration – growth in our investment management business as we the highest annual level in the past 10 years. recycle proceeds from contributions of CDFS properties Our CDFS business was a significant driver of FFO into new development and increase recurring manage- growth in 2007, with $5.4 billion of contributions and ment fees and our share of each fund’s FFO. Excluding dispositions at overall 17.1% margins. As part of these our share of gains related to the IPO of ProLogis European contributions, we acquired the outstanding shares of Properties and recapitalization of three North American Macquarie ProLogis Trust and subsequently contributed funds in 2006, investment management fund fees the Trust’s properties to a new fund, recognizing $95.2 increased 29.7% and FFO from funds was up 49.4%. million of gains, of which $68.6 million was in CDFS We also enhanced our financial flexibility during income and $26.6 million was in related foreign the year, accessing both public and private debt under challenging market conditions. We completed two FFO from CDFS Income* Investment Management Income and Fees* (in millions) (in millions) (in millions) $339.8 $254.1 demand for high-quality assets. $163.2 $326.9 $233.3 $469.7 ments, reflecting continued strong institutional investor William E. Sullivan 05 06 07 05 06 07 *As reported in FFO *As reported in FFO, including $68.6 million from MPR fund repositioning in 2007 *As reported in FFO, including incentive fees and gains recognized from fund recapitalization of $159.1 in 2006 PROLOGIS 2007 placed $6.1 billion in fund and joint venture debt. also raised $5.0 billion of third-party equity commit- 05 06 07 10 convertible note issuances totaling $2.4 billion and To support our investment management business, we $786.2 $787.9 $707.7 Property Operations* Chief Financial Officer ProLogis is uniquely positioned at the intersection of stability and dynamic expansion. The breadth of our operations throughout the world’s major logistics markets provides a stable platform for growth and helps insulate us against the effects of any single region’s economy, while our local market depth and early entry into emerging markets positions us to capture opportunities in the world’s fastest growing economies. At the same time, our diverse business model, strong financial condition and access to global private and public capital sources ensures we have the financial resources to drive future growth. PROLOGIS 2007 11 ProLogis is well positioned to benefit from growth in global trade, with a presence at 25 of the world’s 50 largest seaports as well as land positions that enable us to develop an additional 52 million square feet of facilities in these critical markets. GLOBAL REACH AND LOCAL DEPTH ProLogis is the world’s largest provider of distribution facilities with a presence in 118 markets throughout 13 countries in Europe, four in Asia and three in North America. This global breadth helps us serve more than 4,900 customers in the world’s major logistics markets, while our local presence ensures we understand and respond quickly to their needs. PROLOGIS 2007 13 We further enhanced our diversification during 2007 by establishing a presence in five new cities in inland China and undertaking our first development project in Dubai. In addition, we are actively pursuing several land acquisition opportunities in key logistics markets in India. With the addition of these new and prospective markets, we will have a presence in countries that represent more than 78% of global GDP. These new markets, as well as many in Central and Eastern Europe and Mexico, will be key drivers of global economic growth over the next few decades due ProLogis’ global development organization includes 340 engineers, architects and project managers who oversee all aspects of construction. This group was responsible for starting more than $4.1 billion of new projects in 2007 – a 61.4% increase over the prior year. to increasing domestic consumption and significant import/export activity. The pace of growth in global trade during the past decade has been more than double that of growth in global GDP, leading to significant EXPANDING GLOBAL PRESENCE increases in the volume of goods moving through the ProLogis’ geographic diversification is a key differentiator. world’s major seaports and inland ports. This increase While we face local, fragmented competition in most in container traffic supports continued demand for markets, there are no competitors with as expansive ProLogis’ distribution facilities that are located in close a global reach. For customers, this reach allows us to proximity to major seaports and intermodal centers support expansion and reconfiguration of their supply where rail freight is offloaded for local distribution. chains in the world’s major logistics markets. In fact, To capitalize on these growth drivers, ProLogis relies existing customers have consistently accounted for on an organizational structure and service delivery system more than half of the leasing in our newly developed that closely integrates our local property operations, space over the past several years. For zoning and enti- development and global services associates. Our local tlement authorities, it means we can bring high-quality, teams build our business by focusing on the customer. sustainable design standards to their communities and We leverage those relationships through a single point attract some of the world’s leading companies, such as of contact for major global customers and are currently DHL, Kraft, Sainsbury’s and Sanyo. And for investors, serving 9 of our top 25 on three continents. Together, our diverse platform means we are able to mitigate the we believe our global reach and local depth will help effects of any single country’s or region’s economy on us expand our position as the world’s largest owner, our overall financial results. With a presence in 20 manager and developer of distribution space. countries, we are able to allocate our capital to those markets with the greatest growth potential. 14 PROLOGIS 2007 Throughout the markets in which ProLogis operates, we have internal property management, maintenance and leasing associates. These market professionals, such as Elizabeth Kauchak, Indianapolis market officer with ProLogis for 8 years, enable us to respond to our customer’s space requirements and understand local market drivers. Strong global demand has supported continued expansion of ProLogis’ development pipeline, which stood at $7.6 billion at year end. These properties provide a future source of development profits and will drive growth in investment management income and fees. BUSINESS BREADTH AND SPECIALIZED EXPERTISE ProLogis’ unique business model provides income from three primary business segments – property operations, development and investment management – encompassing both our industrial and growing retail and mixed-use activity. This breadth provides greater opportunities for growth than typical real estate operating models. PROLOGIS 2007 17 BREADTH PROVIDES OPPORTUNITY ProLogis’ three business segments provide diverse revenue streams. Our property operations segment comprises wholly owned distribution and retail properties. While we do not expect to significantly grow this property base due to our contribution of properties into ProLogis funds, we do anticipate future growth in this segment driven by rental rate increases and stable occupancies supported by balanced supply and demand of leasable space. We grew our investment management business during the year by more than 50%, to $19 billion of assets under management. Institutional investor demand for ProLogis property funds was strong in 2007, as our Through Catellus Development Group and our retail joint ventures in Europe and China, we are expanding into development of retail centers. Our strong relationships with major customers, such as Best Buy, Home Depot and Wal-Mart, create opportunities to develop stores as well as warehouses. equity partners obtain access to our pipeline of newly built, well-leased assets and benefit from both profes- Our development, or CDFS, business also had a sional management and our ability to leverage global record year, starting roughly $4.1 billion of new con- customer relationships. ProLogis benefits by expanding struction. Our local expertise allows us to closely with less overall capital invested – generally retaining monitor market conditions in real time and shift capital 20% to 25% ownership in each fund – allowing us to to those regions with better fundamentals. In more earn management fees and our share of fund FFO while mature global markets, such as the United States, new achieving higher returns on our invested capital. Our construction supply and demand remain well balanced, global network of experienced investment management while in emerging markets, such as China, the lack of professionals tapped new and existing private equity modern space supports strong growth. capital partners to form three new property funds and A new area of focus is retail and mixed-use reposition a fourth fund during 2007, securing commit- development for which our share of investment in ments that will allow us to grow assets under management new projects was about $170 million in 2007. Our to more than $33 billion. Catellus Development Group has a specialized focus In 2007, we realized some of the value created in on redevelopment of former airports, military bases our funds by purchasing the public shares of Macquarie and factories. Also included in this amount is our share ProLogis Trust, previously traded in Australia, and con- of the investment in retail centers being developed by tributing those assets to the repositioned fund. Going SZITIC-CP, our joint venture partner in China, and new forward, many of our recently formed funds have provi- retail and mixed-use projects under development by sions for periodic performance measurement, thereby Parkridge, our partner in Europe. helping to create a potential stream of recurring property fund-related gains. 18 PROLOGIS 2007 Our customers continue to reconfigure their supply chains for greater efficiency, driving demand for modern facilities, such as ProLogis Marston Gate in the United Kingdom. We also see demand in more mature markets supported by functional obsolescence, while emerging markets lack highquality distribution facilities. Corporate social responsibility is a core value of ProLogis. Through our corporate giving, community outreach, employee involvement and education, we are committed to building healthy and productive relationships with our employees, business partners and the local communities in which we operate. BUSINESS INTERESTS AND SOCIETAL INTERESTS ProLogis’ sustainability mission is clear – we strive to be the leading global provider of sustainable distribution facilities, while maintaining a record of consistent, profitable growth and creating an optimal balance between shareholder value, the environment and corporate social responsibility. PROLOGIS 2007 21 highest standards of environmental construction and provide our customers with distribution facility options that further their own sustainability goals. In addition, we are developing a set of rigorous design standards that we will use to integrate similar design features around the globe, thereby meeting or exceeding local sustainable development certification programs. We also believe in the importance of supporting the communities in which we live and work. Around the globe, ProLogis associates participate in a number of volunteer efforts including Junior Achievement, Wetlands restoration is one of the ways in which we minimize the impact on the environment of our distribution parks. At ProLogis Park Chanteloup outside Paris, France, we restored 95 acres of wetlands and also developed a rainwater harvesting system to supply water for park landscaping. Habitat for Humanity, local childcare and school development programs, children’s hospitals and food banks. In 2007, we also contributed $5 million to the ProLogis Foundation to be used to support these and BALANCED APPROACH other local charities and community service programs. At ProLogis, sustainability is a business approach that From an economic perspective, we are focused balances environmental, societal and economic objec- on sustaining our track record of industry-leading, tives. We engage key stakeholders, such as customers, long-term financial performance through our diversi- employees, investors and the local communities in fied business model, while furthering meaningful which we operate, to solicit feedback and further our corporate governance practices and adhering to the understanding of the sustainability issues that are highest ethical standards. most relevant to them. In April 2008, we will publish our second ProLogis strives to be the leader in environmental Sustainability Report in accordance with standards set best practices in our industry. Starting in January 2008, by the Global Reporting Initiative, a non-profit organi- all of our new buildings constructed in the United States zation sponsored by the United Nations Environmental will be registered with the U.S. Green Building Council Programme. To access the report and learn more about to be considered for LEED (Leadership in Energy and ProLogis’ global sustainability initiatives, please visit Environmental Design) certification. By incorporating www.prologis.com. LEED design elements, we help to extend the functional life of our buildings, ensure they perform to the 22 PROLOGIS 2007 C O N D E N S E D C O N S O L I D AT E D S TAT E M E N T S O F E A R N I N G S Years Ended December 31, (In thousands, except per share data) Revenues Rental income CDFS disposition proceeds Developed and repositioned properties Acquired property portfolios Property management and other fees and incentives Development management and other income Total revenues Expenses Rental expenses Cost of CDFS dispositions Developed and repositioned properties Acquired property portfolios General and administrative Depreciation and amortization Other expenses Total expenses Operating income Operating income (expense) Earnings from unconsolidated property funds Earnings from CDFS joint ventures and other unconsolidated investees Interest expense Interest income on notes receivable Interest and other income, net Total other income (expense) Earnings before minority interest Minority interest Earnings before certain net gains Gains recognized on dispositions of certain non-CDFS business assets Foreign currency exchange gains, net Earnings before income taxes Income taxes Current income tax expense Deferred income tax expense (benefit) Total income taxes Earnings from continuing operations Discontinued operations Income attributable to disposed properties and assets held for sale Losses related to temperature-controlled distribution assets Gains recognized on dispositions Non-CDFS business assets CDFS business assets Total discontinued operations Net Earnings Less preferred share dividends Net Earnings Attributable to Common Shares Weighted average common shares outstanding – Basic Weighted average common shares outstanding – Diluted Net earnings per share attributable to common shares – Basic Continuing operations Discontinued operations Net earnings per share attributable to common shares – Basic Net earnings per share attributable to common shares – Diluted Continuing operations Discontinued operations Net earnings per share attributable to common shares – Diluted Distributions per common share 2007 2006 2005 $1,067,865 $÷«910,202 $÷«584,352 2,530,377 2,475,035 104,719 26,670 6,204,666 1,286,841 – 211,929 37,420 2,446,392 1,140,457 – 66,934 25,464 1,817,207 288,569 239,221 162,245 1,835,274 2,406,426 204,558 308,971 24,963 5,068,761 1,135,905 993,926 – 153,516 286,807 13,013 1,686,483 759,909 917,782 – 118,166 186,605 8,633 1,393,431 423,776 94,453 11,165 (368,065) 8,066 25,935 (228,446) 907,459 (6,003) 901,456 146,667 7,915 1,056,038 93,055 50,703 (294,403) 16,730 18,248 (115,667) 644,242 (3,457) 640,785 81,470 21,086 743,341 46,078 6,421 (177,562) 6,781 10,724 (107,558) 316,218 (5,243) 310,975 – 15,979 326,954 68,349 550 68,899 987,139 84,250 (53,722) 30,528 712,813 14,847 12,045 26,892 300,062 5,704 – 24,311 – 24,191 (25,150) 52,776 28,721 87,201 1,074,340 25,423 $1,048,917 256,873 267,226 103,729 33,514 161,554 874,367 25,416 $«÷848,951 245,952 256,852 86,444 10,616 96,101 396,163 25,416 $÷«370,747 203,337 213,713 $÷÷÷÷«3.74 0.34 $÷÷÷÷«4.08 $÷÷÷«÷2.79 0.66 $÷÷÷«÷3.45 $÷÷÷«÷1.35 0.47 $÷÷÷÷«1.82 $÷÷÷÷«3.61 0.33 $÷÷÷÷«3.94 $÷÷÷÷«1.84 $÷÷÷«÷2.69 0.63 $÷÷÷«÷3.32 $÷÷÷«÷1.60 $÷÷÷«÷1.31 0.45 $÷÷÷÷«1.76 $÷÷÷÷«1.48 See ProLogis’ Annual Report on Form 10-K for Audited Consolidated Financial Statements and Notes. PROLOGIS 2007 23 C O N D E N S E D C O N S O L I D AT E D B A L A N C E S H E E T S December 31, (In thousands) 2007 2006 Investments in and advances to unconsolidated investees Cash and cash equivalents Accounts and notes receivable Other assets Discontinued operations – assets held for sale Total assets $16,578,845 1,368,458 15,210,387 2,345,277 418,991 340,039 1,389,733 19,607 $19,724,034 $13,897,091 1,264,227 12,632,864 1,299,697 475,791 439,791 998,224 57,158 $15,903,525 Liabilities and Shareholders’ Equity Liabilities Debt Accounts payable and accrued expenses Other liabilities Discontinued operations – assets held for sale Total liabilities Minority interest $10,506,068 933,075 769,408 424 12,208,975 78,661 $ 8,386,886 518,651 546,129 1,012 9,452,678 52,268 100,000 125,000 125,000 2,577 6,412,473 100,000 125,000 125,000 2,509 6,000,119 (27,091) 302,413 396,026 7,436,398 $19,724,034 4,524 212,398 (170,971)) 6,398,579 $15,903,525 Assets Real estate Less accumulated depreciation Shareholders’ Equity Series C preferred shares Series F preferred shares Series G preferred shares Common shares Additional paid-in capital Accumulated other comprehensive income Unrealized (losses) gains on derivative contracts Foreign currency translation gains Retained earnings (distributions in excess of net earnings) Total shareholders’ equity Total liabilities and shareholders’ equity See ProLogis’ Annual Report on Form 10-K for Audited Consolidated Financial Statements and Notes. 24 PROLOGIS 2007 CO N D E N S E D C O N S O L I D A T E D S T A T E M E N T S O F S H A R E H O L D E R S ’ E Q U I T Y AND COMPREHENSIVE INCOME Years Ended December 31, (In thousands) Common shares – par value at beginning of year Issuance of common shares in connection with mergers and acquisitions Issuances of common shares under common share plans Conversions of limited partnership units Common shares – par value at end of year Preferred shares at stated liquidation preference at beginning and end of year Additional paid-in capital at beginning of year Issuance of common shares in connection with mergers and acquisitions Issuances of common shares under common share plans Conversions of limited partnership units Cost of issuing common shares Change in receivable from timing differences on equity transactions Cost of share-based compensation awards Additional paid-in capital at end of year Accumulated other comprehensive income at beginning of year Foreign currency translation gains (losses), net Unrealized (losses) gains on derivative contracts, net Accumulated other comprehensive income at end of year Distributions in excess of net earnings at beginning of year Net earnings FIN 48 adoption Preferred share dividends Common share distributions Retained earnings (distributions in excess of net earnings) at end of year Total shareholders’ equity at end of year Comprehensive income attributable to common shares Net earnings Preferred share dividends Foreign currency translation gains (losses), net (Losses) gains on derivative contracts, net Comprehensive income attributable to common shares 2007 2006 2005 $ 2,509 48 19 1 $ 2,577 $ 350,000 $6,000,119 339,449 37,417 4,444 (106) 247 30,903 $6,412,473 $ 216,922 90,015 (31,615) $ 275,322 $ (170,971) 1,074,340 (9,272) (25,423) (472,648) $ 396,026 $7,436,398 $ 2,438 – 69 2 $ 2,509 $ 350,000 $5,606,017 – 357,448 6,475 (76)) 244 30,011 $6,000,119 $ 149,586 70,777 (3,441) $ 216,922 $ (620,018) 874,367 – (25,416) (399,904) $ (170,971) $6,398,579 $ 1,858 559 21 – $ 2,438 $ 350,000 $3,249,576 2,285,029 43,126 150 (1,395) 2,494 27,037 $5,606,017 $ 194,445 (70,076) 25,217 $ 149,586 $ (693,386) 396,163 – (25,416) (297,379) $ (620,018) $5,488,023 $1,074,340 (25,423) 90,015 (31,615) $1,107,317 $ 874,367 (25,416) 70,777 (3,441) $ 916,287 $ 396,163 (25,416) (70,076) 25,217 $ 325,888 See ProLogis’ Annual Report on Form 10-K for Audited Consolidated Financial Statements and Notes. PROLOGIS 2007 25 CO N D E N S E D C O N S O L I D A T E D S T A T E M E N T S O F C A S H F L O W S Years Ended December 31, (In thousands) Operating Activities Net earnings Minority interest share in earnings Adjustments to reconcile net earnings to net cash provided by operating activities Straight-lined rents Cost of share-based compensation awards Depreciation and amortization Equity in earnings from unconsolidated investees Distributions from unconsolidated investees Amortization of deferred loan costs Amortization of debt premium, net Gains recognized on dispositions of non-CDFS business assets Gains recognized on dispositions of CDFS business assets included in discontinued operations Cumulative translation losses and impairment charge on disposed properties Unrealized foreign currency exchange losses (gains) Deferred income tax expense (benefit) Impairment charges Increase in accounts and notes receivable and other assets Increase (decrease) in accounts payable and accrued expenses and other liabilities Net cash provided by operating activities Investing Activities Real estate investments Purchase of ownership interest in property funds Tenant improvements and lease commissions on previously leased space Recurring capital expenditures Cash consideration paid in Parkridge acquisition in 2007 and Catellus Merger in 2005, net of cash acquired Purchase of Macquarie ProLogis Trust (“MPR”), net of cash acquired Proceeds from dispositions of real estate assets Advances on notes receivable Proceeds from repayments of notes receivable Increase in restricted cash for potential investment Investments in and advances to unconsolidated investees Return of investment from unconsolidated investees Net cash used in investing activities Financing Activities Proceeds from sales and issuances of common shares under various common share plans Distributions paid on common shares Minority interest distributions Dividends paid on preferred shares Debt and equity issuance costs paid Repayment of debt assumed in Catellus Merger Net (payments) proceeds from lines of credit and short-term borrowings Proceeds from issuance of debt to finance MPR and Parkridge acquisitions Proceeds from issuance of senior convertible notes Proceeds from issuance of senior notes, secured and unsecured debt Payments on senior notes, secured debt, unsecured debt and assessment bonds Net cash provided by financing activities Effect of exchange rate changes on cash Net (decrease) increase in cash and cash equivalents Cash and cash equivalents, beginning of year Cash and cash equivalents, end of year 2007 $ 1,074,340 6,003 2006 $ 874,367 3,457 PROLOGIS 2007 $ 396,163 5,243 (44,403) 23,934 311,867 (105,618) 74,348 10,555 (7,797) (199,443) (36,418) 21,567 298,342 (143,758) 99,062 7,673 (13,861) (185,199) (11,411) 22,615 204,378 (52,499) 47,514 5,595 (3,980) (86,444) (28,721) – 16,229 550 13,259 (136,405) (33,514) – (18,774) (53,722) – (204,096) (10,616) 26,864 (10,288) 12,045 – (54,091) 216,338 1,225,036 72,201 687,327 (2,986) 488,102 (5,213,870) – (67,317) (37,948) (3,695,799) (259,248) (66,787) (29,437) (2,457,780) – (53,919) (26,989) (700,812) (1,137,028) 3,618,622 (18,270) 115,620 – (661,796) 50,243 (4,052,556) – – 2,095,231 (115,417) 73,723 (42,174) (175,677) 146,206 (2,069,379) (1,292,644) – 1,516,614 – 59,991 – (16,726) 48,652 (2,222,801) 46,855 (472,645) (9,341) (31,781) (15,830) – (431,506) 1,719,453 2,329,016 781,802 (1,174,335) 2,741,688 29,032 (56,800) 475,791 $ 418,991 358,038 (393,317) (11,576) (19,062) (13,840)) – 368,158 – – 1,945,325 (588,844) 1,644,882 9,161 271,991 203,800 $ 475,791 45,641 (297,379) (13,953) (25,416) (8,112)) (106,356) 1,348,023 – – 890,011 (119,067) 1,713,392 (11,422) (32,729) 236,529 $ 203,800 See ProLogis’ Annual Report on Form 10-K for Audited Consolidated Financial Statements and Notes (including information on supplemental non-cash investing and financing activities). 26 2005 MANAGEMENT’S RESPONSIBILITY FOR F I N A N C I A L S TAT E M E N T S REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Management is responsible for the preparation, integrity and To the Board of Trustees and Shareholders of objectivity of the condensed consolidated financial statements ProLogis: and other financial information presented in this report. The We have audited, in accordance with the standards of the accompanying condensed consolidated financial statements were Public Company Accounting Oversight Board (United States), prepared in accordance with accounting principles generally the consolidated balance sheets of ProLogis and subsidiaries as accepted in the United States of America, applying certain of December 31, 2007 and 2006, and the related consolidated estimates and judgments as required. statements of earnings, shareholders’ equity and comprehensive ProLogis’ internal controls are designed to provide reasonable income, and cash flows for each of the years in the three-year assurance as to the integrity and reliability of the financial period ended December 31, 2007 (not presented herein); and in statements and to adequately safeguard, verify and maintain our report dated February 27, 2008, we expressed an unqualified accountability of assets. Such controls are based on established opinion on those consolidated financial statements. written policies and procedures, are implemented by trained, In our opinion the information set forth in the accompanying skilled personnel with an appropriate segregation of duties and condensed consolidated financial statements is fairly stated, in are monitored through a comprehensive internal audit program. all material respects, in relation to the consolidated financial These policies and procedures prescribe that ProLogis and all statement from which it has been derived. its employees are to maintain the highest ethical standards in its business practices throughout the world. KPMG LLP, independent registered public accountants, audited ProLogis’ 2007 financial statements. Their accompanying report is based on an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), which include the consideration of ProLogis’ Denver, Colorado February 27, 2008 internal controls to establish a basis for reliance thereon in determining the nature, timing and extent of audit tests to be applied. The Board of Trustees exercises its responsibility for these financial statements through its Audit Committee, which consists entirely of independent, non-management Board members. One of the responsibilities of the Audit Committee is to meet periodically with the independent auditors and with ProLogis’ internal auditors, both privately and with management present, to review accounting, auditing, internal controls and financial reporting matters. C E O A N D C F O C E R T I F I C AT I O N S In 2007, ProLogis’ chief executive officer provided to the New York Stock Exchange (NYSE) the annual chief executive officer certification regarding ProLogis’ compliance with the NYSE’s corporate governance listing standards. In addition, ProLogis’ chief executive officer and chief financial officer filed with the U.S. Securities and Exchange Commission, as exhibits to ProLogis’ 2007 Annual Report on Form 10-K, the SarbanesOxley Act Section 302 and 906 certifications regarding the quality of ProLogis’ public disclosure. Jeffrey H. Schwartz Chairman and Chief Executive Officer William E. Sullivan Chief Financial Officer PROLOGIS 2007 27 C O N D E N S E D C O N S O L I D AT E D S TAT E M E N T S O F F U N D S F R O M O P E R AT I O N S Unaudited Years Ended December 31, (In thousands, except per share data) Revenue Rental income CDFS disposition proceeds Developed and repositioned properties Acquired property portfolios Property management and other fees and incentives Development management and other income Total revenues Expenses Rental expenses Cost of CDFS dispositions Developed and repositioned properties Acquired property portfolios General and administrative Depreciation of corporate assets Other expenses Total expenses 2007 2006 2005 $1,079,960 $ 973,062 $ 649,530 2,736,151 2,475,035 104,719 26,670 6,422,535 1,532,807 – 211,929 37,420 2,755,218 1,240,950 – 66,934 25,464 1,982,878 292,064 265,361 179,815 2,018,523 2,406,426 204,558 10,882 24,963 4,957,416 1,465,119 1,205,912 – 153,516 9,326 13,013 1,647,128 1,108,090 1,007,659 – 107,164 7,153 25,236 1,327,027 655,851 149,400 18,991 (368,065) 34,001 24,299 (65,311) – (206,685) 127,905 57,853 (295,277) 34,978 1,531 (61,059) – (134,069) 96,261 8,449 (178,639) 17,505 1,914 (14,847) (25,363) (94,720) 1,258,434 25,423 6,003 $1,227,008 974,021 25,416 3,457 $ 945,148 561,131 25,416 5,243 $ 530,472 256,873 267,226 245,952 256,852 203,337 213,713 Other Income (Expenses) FFO from unconsolidated property funds FFO from CDFS joint ventures and other unconsolidated investees Interest expense Interest and other income, net Foreign currency exchange gains (losses), net Current income tax expense Losses related to temperature-controlled distribution assets Total other income (expense) FFO Less preferred share dividends Less minority interest FFO Attributable to Common Shares Weighted average common shares outstanding – Basic Weighted average common shares outstanding – Diluted FFO per share attributable to common shares – Basic FFO per share attributable to common shares – Diluted 28 PROLOGIS 2007 $ $ 4.78 4.61 $ $ 3.84 3.69 $ $ 2.61 2.51 R E C O N C I L I AT I O N O F N E T E A R N I N G S T O F U N D S F R O M O P E R AT I O N S Unaudited Years Ended December 31, (In thousands) Reconciliation of Net Earnings to FFO Net earnings attributable to common shares Add (deduct) NAREIT defined adjustments Real estate related depreciation and amortization Adjustments to CDFS dispositions for depreciation Gains recognized on dispositions of certain non-CDFS business assets Reconciling items attributable to discontinued operations Gains recognized on dispositions of non-CDFS business assets Real estate related depreciation and amortization Total discontinued operations Our share of reconciling items from unconsolidated investees Real estate related depreciation and amortization Gains on dispositions of non-CDFS business assets Other amortization items Total unconsolidated investees Total NAREIT defined adjustments Subtotals – NAREIT defined FFO Add (deduct) our defined adjustments Foreign currency exchange losses (gains), net Current income tax expense Deferred income tax expense (benefit) Reconciling items attributable to discontinued operations – deferred income tax benefit Our share of reconciling items from unconsolidated investees Foreign currency exchange losses (gains), net Deferred income tax expense (benefit) Total unconsolidated investees Total our defined adjustments FFO attributable to common shares as defined by us Funds From Operations FFO is a non-Generally Accepted Accounting Principles (GAAP) measure that is commonly used in the real estate industry. The most directly comparable GAAP measure to FFO is net earnings. Although the National Association of Real Estate Investment Trusts (NAREIT) has published a definition of FFO, modifications to the NAREIT calculation of FFO are common among REITs, as companies seek to provide financial measures that meaningfully reflect their business. FFO, as we define it, is presented as a supplemental financial measure. FFO is not used by us as, nor should it be considered to be, an alternative to net earnings computed under GAAP as an indicator of our operating performance or as an alternative to cash from operating activities computed under GAAP as an indicator of our ability to fund our cash needs. FFO is not meant to represent a comprehensive system of financial reporting and does not present, nor do we intend it to present, a complete picture of our financial condition and operating performance. We believe that GAAP net earnings remains the primary measure of performance and that FFO is only meaningful when it is used in conjunction with GAAP net earnings. Further, we believe that our consolidated financial statements, prepared in accordance with GAAP, provide the most meaningful picture of our financial condition and our operating performance. 2007 2006 2005 $1,048,917 $ 848,951 $ 370,747 298,089 (6,196) (146,667) 277,481 466 (81,470) 184,792 – – (52,776) 2,896 (49,880) (103,729) 11,535 (92,194) (86,444) 11,399 (75,045) 99,026 (35,672) (8,731) 54,623 149,969 1,198,886 68,151 (7,124) (16,000) 45,027 149,310 998,261 57,766 (1,114) (5,134) 51,518 161,265 532,012 16,384 3,038 550 (19,555) 23,191 (53,722) (14,065) – 12,045 – – (213) 1,823 6,327 8,150 28,122 $1,227,008 (45) (2,982) (3,027) (53,113) $ 945,148 298 395 693 (1,540) $ 530,472 NAREIT’s FFO measure adjusts GAAP net earnings to exclude historical cost depreciation and gains from the sale of previously depreciated properties. In addition to the NAREIT adjustments, we exclude additional items from GAAP net earnings, although not infrequent or unusual, that are subject to significant fluctuations from period to period that cause both positive and negative effects on our results of operations, in inconsistent and unpredictable directions, such as deferred income tax, current income tax related to the reversal of any acquired tax liabilities in an acquisition, foreign currency exchange gains/losses related to certain debt transactions, and foreign currency exchange gains/losses from remeasurement of derivative instruments. We include gains from dispositions of properties acquired or developed in our CDFS business segment in our definition of FFO. We calculate FFO from our unconsolidated investees on the same basis. We believe our adjustments to GAAP net earnings that are included in arriving at our FFO measure are helpful to management in making real estate investment decisions and evaluating our current operating performance. We believe these adjustments are also helpful to industry analysts, potential investors and shareholders in their understanding and evaluation of our performance on the key measures of net asset value and current operating returns generated on real estate investments. While we believe that our defined FFO measure is an important supplemental measure, neither NAREIT’s nor our measure of FFO should be used alone because they exclude significant economic components of GAAP net earnings and are, therefore, limited as an analytical tool. PROLOGIS 2007 29 PROLOGIS BOARD Jeffrey H. Schwartz Chairman and Chief Executive Officer ProLogis Jeffrey H. Schwartz K. Dane Brooksher K. Dane Brooksher Former Chairman and Chief Executive Officer ProLogis Stephen L. Feinberg 2 Chairman and Chief Executive Officer Dorsar Investment Co., Inc. Stephen L. Feinberg George L. Fotiades George L. Fotiades1, 3 Chairman Healthcare Investments Diamond Castle Holdings Christine Garvey 1, 3 Former Global Head of Corporate Real Estate Services Deutsche Bank AG London Donald P. Jacobs1, 2 Dean Emeritus Kellogg School of Management Northwestern University Christine Garvey Donald P. Jacobs Walter C. Rakowich President and Chief Operating Officer ProLogis Nelson C. Rising Former Chairman and Chief Executive Officer Catellus Development Corp. Walter C. Rakowich Nelson C. Rising D. Michael Steuert 1 Senior Vice President and Chief Financial Officer Fluor Corporation J. André Teixeira3 Vice President – International Research and Development Campbell Soup Co. D. Michael Steuert J. André Teixeira William D. Zollars 2, 3 Chairman, President and Chief Executive Officer YRC Worldwide Inc. Andrea M. Zulberti 2 Former Managing Director Barclays Global Investors William D. Zollars Andrea M. Zulberti Audit Committee Compensation Committee 3 Governance Committee 1 2 30 PROLOGIS 2007 PROLOGIS SENIOR MANAGEMENT Gary E. Anderson Europe President and Chief Operating Officer Ted R. Antenucci President and Chief Investment Officer Gary E. Anderson Ted R. Antenucci John C. Cutts Vice Chairman – Europe Larry H. Harmsen MD – North American Capital Deployment Ming Z. Mei China President John C. Cutts Larry H. Harmsen Masato Miki Japan Co-President John P. Morland MD – Global Human Resources Edward S. Nekritz General Counsel and Secretary Ming Z. Mei Masato Miki Walter C. Rakowich President and Chief Operating Officer (shown on page 30) John R. Rizzo MD – Global Construction Jeffrey H. Schwartz Chairman and Chief Executive Officer (shown on page 30) John P. Morland Edward S. Nekritz Silvano Solis Vazquez Regional Director – Mexico Charles E. Sullivan MD – North American Capital Management William E. Sullivan Chief Financial Officer John R. Rizzo Silvano Solis Vazquez Charles E. Sullivan William E. Sullivan Mike Yamada Japan Co-President MD – Managing Director Mike Yamada PROLOGIS 2007 31 Mission Profile Our mission is to be the leading global provider of sustainable ProLogis is the world’s largest owner, manager and developer distribution facilities to the world’s largest users of distribution of distribution facilities, with operations in 118 markets across space and to maximize shareholder value through customer serv- North America, Europe and Asia. We have more than 500 million ice, organizational excellence and our commitment to corporate square feet of industrial space in over 2,750 properties, representing social responsibility. over $36 billion of assets owned, managed and under development. Our customers include manufacturers, retailers, transportation companies, third-party logistics providers and other enterprises with large-scale distribution needs. Headquartered in Denver, Colorado, we employ approximately 1,500 people worldwide. Global Presence North America United States Atlanta Austin Baltimore Central Valley (CA) Charlotte Chicago Cincinnati Columbus Dallas/Fort Worth Denver El Paso Greenville Houston Indianapolis Inland Empire (So CA) Jacksonville Las Vegas Los Angeles Louisville Memphis Miami/ Ft. Lauderdale Nashville New Jersey/I-95 Norfolk 32 Europe Orlando Eastern Pennsylvania Phoenix Portland Reno Salt Lake City San Antonio San Francisco – East Bay San Francisco – South Bay Seattle St. Louis Tampa Washington D.C. Mexico Guadalajara Juarez Mexico City Monterrey Reynosa Tijuana Toluca Canada Toronto PROLOGIS 2007 Belgium Brussels Czech Republic Pilsen Prague Ostrava France Orleans Metz Le Havre Paris Marseille Germany Hamburg Frankfurt Cologne Munich Hungary Budapest Hegyeshalom Asia Italy Milan Padova Rome Turin The Netherlands Amsterdam BeLux Brabant Tilburg Rotterdam Poland Piotrkow Wroclaw Gdansk Katowice Warsaw Poznan Romania Bucharest Slovakia Bratislava Nove Mesto Spain Barcelona Madrid Valencia Sweden Gothenberg Jonkoping Norkopping Stockholm United Kingdom Birmingham Daventry London Wakefield China Beijing Changsha Chengdu Chongqing Dalian Foshan Guangzhou Hangzhou Jiaxing Nanjing Ningbo Qingdao Shanghai Shenyang Shenzhen Suzhou Tianjin Wuhan Wuxi Japan Fukuoka Hiroshima Nagoya Niigata Osaka Sapporo Sendai Tokyo South Korea Seoul United Arab Emirates Dubai global reach S H A R E H O L D E R I N F O R M AT I O N World Headquarters Our unmatched global platform – more than 2,750 properties in 20 countries – is complemented by a global base of strong customer relationships that represents both stability and opportunity. Cumulative Total Return ProLogis Based upon an initial investment of $100 on December 31, 2002, 4545 Airport Way with dividends reinvested. Denver, CO 80239 USA 303.567.5000 800.566.2706 $400 $350 $300 $250 $200 Annual Meeting The Annual Meeting of Shareholders of ProLogis will be held at the company’s world headquarters, identified above, at 10:30 am Mountain Time on Friday, May 9, 2008. $150 $100 $50 $0 02 03 ProLogis 04 05 06 07 S&P © 500 Index NAREIT Equity REIT Index Shareholders As of February 22, 2008, ProLogis had in excess of 71,500 Dec 02 Dec 03 Dec 04 Dec 05 Dec 06 Dec 07 $100 $135 $190 $212 $284 $305 record and beneficial common shareholders. NORTH AMERICA ProLogis Independent Registered Public Accounting Firm EUROPE KPMG LLP ASIA Denver, Colorado NAREIT Equity REIT Index $100 $137 $180 $202 $273 $230 S&P © 500 Index $100 $129 $143 $150 $173 $183 Transfer Agent Quarterly Stock Price Ranges and Distributions Computershare New York Stock Exchange: PLD P.O. Box 43010 Providence, RI 02940-3010 800.956.3378 781.575.3120 outside the United States BELGIUM UNITED STATES CZECH REPUBLIC UNITED KINGDOM 2007 Stock Price High Quarter First Low 2006 Stock Price Distribution High Low Distribution $72.08 $58.00 $0.46 $56.31 $46.29 $0.40 Shareholder account information may also be accessed Second $67.99 $55.76 $0.46 $53.85 $46.66 $0.40 from its website at www.computershare.com. Third $66.86 $51.65 $0.46 $58.86 $52.05 $0.40 Fourth $73.34 $59.37 $0.46 $65.81 $56.07 $0.40 Information Request ProLogis’ audited consolidated financial statements are available SWEDEN upon request. The 2007 Annual Report on Form 10-K, as filed FRANCE CHINA SPAIN SOUTH KOREA with the Securities and Exchange Commission, and additional This notice is provided to inform the shareholders of ProLogis company materials can be obtained by calling the Investor Relations of the capital gain portion of distributions received during 2007 information line at 800.820.0181 or by visiting the company’s pursuant to Internal Revenue Code §857(b)(3)(C). This notice is website at http://ir.prologis.com and clicking on the appropriate being provided in addition to a 2007 Form 1099-DIV that has sections of the site. SLOVAKIA Notice of Capital Gain Distribution been mailed to all shareholders. The following table displays the taxability of company distributions for the year ended December 31, JAPAN ROMANIA GERMANY HUNGARY MEXICO CANADA Recently announced expansion into United Arab Emirates Design: Coates and Coates. Printing: Cenveo, Anderson Lithograph ITALY 2007, and designates the portion of the distributions that are Melissa Marsden capital gain distributions. SVP, Investor Relations and POLAND THE NETHERLANDS Analyst Contact: The tax treatment to shareholders of these distributions could Corporate Communications vary depending on the shareholder’s particular situation (i.e., 303.567.5622 foreign, tax-exempt, etc.). Shareholders should consult their own [email protected] tax advisors regarding the treatment of these distributions. ProLogis Dividend Reinvestment and Share Purchase Plan offers the opportunity to purchase common shares directly or Long-term Unrecaptured Section 1250 Gains Taxable Ordinary Distributions Long-term Capital Gains Common 48.13% 24.24% 10.83% 16.80% Series C Preferred 57.85% 29.14% 13.01% 0% Series F Preferred 57.86% 29.13% 13.01% 0% Series G Preferred 57.86% 29.13% 13.01% 0% The ProLogis Dividend Reinvestment and Share Purchase Plan Class of Stock Return of Capital through the reinvestment of dividends, at a 0% to 2% discount from market price, as determined by the company. Copies of the plan prospectus and enrollment forms are available from our transfer agent, Computershare, at www.computershare.com or by calling 800.956.3378. This report was printed with soy-based inks on recycled paper that contains 30% post consumer waste. The paper was made using renewable wind power, is Green Seal certified and acid free. Environmental savings achieved using this paper: 114.09 trees preserved for the future, 329.46 lbs of waterborne waste not created, 48,464 gallons of wastewater flow saved, 5,362 lbs solid waste not generated, 10,558 lbs net greenhouse gases prevented and 80,816,640 BTUs energy not consumed. This 2007 Summary Annual Report, together with our audited financial statements contained in Item 15 of our accompanying Form 10-K and Items 1, 6, 7, 7A, 8 and 9 of such Form 10-K, constitute our 2007 annual report to security holders. European Customer Service Schiphol Boulevard 115 F Tower, Floor 6 Schiphol, Noord Holland 1118 BG Schiphol Airport The Netherlands +31 20 655 66 66 TRIPLE LETTER SCORE DOUBLE LETTER SCORE 2007 SUMMARY ANNUAL REPORT Europe 18 Boulevard Royal L-2449, Luxembourg +352 26 20 57 40 PROLOGIS World Headquarters 4545 Airport Way Denver, CO 80239 www.prologis.com 303.567.5000 TRIPLE LETTER SCORE DOUBLE LETTER SCORE DOUBL LETTER SCORE DOUBLE LETTER SCORE Japan Shiodome City Center 1-5-2 Higashi-Shinbashi Minato-ku Tokyo, Japan 105-7116 +81 3 6215 8480 DOUBL LETTER SCORE China 2708 Azia Center 1233 Lujiazui Ring Road Pudong Shanghai, 200120 P.R. China +86 21 6105 3999 TRIPLE LETTER SCORE TRIPLE LETTER SCORE DOUBLE LETTER SCORE DOUBLE LETTER SCORE DOUBLE LETTER SCORE DOUBLE LETTER SCORE DOUBLE LETTER SCORE DOUBL LETTER SCORE TRIPLE LETTER SCORE 2007 Summary Annual Report TRIPLE LETTER SCORE DOUBLE LETTER SCORE