The agreement follows several rejected approaches and weeks of negotiations between the two companies. SEGRO’s board now intends unanimously to recommend the transaction to shareholders.
The takeover has not yet been completed. It remains subject to approval from SEGRO shareholders, court sanction, regulatory clearances and other customary conditions. Prologis expects the transaction to close during the first half of 2027.
European warehouse footprint to grow by 47%
Prologis said the combined company would have approximately $269 billion in assets under management globally. In Europe, the transaction would increase Prologis’s operating portfolio by 47%, taking it to approximately 368 million sq ft, equivalent to around 34.2 million sq m.
The companies would also have a combined European development pipeline of 13 million sq ft. Prologis’s European land bank would increase by 126%, giving it considerably greater capacity to develop new logistics parks, warehouses, data centres and energy infrastructure.
SEGRO currently owns or manages approximately 10.9 million sq m of space across the UK and continental Europe. Its portfolio includes large logistics parks, urban warehouses and industrial property in major markets including the UK, France, Germany, Italy, Poland and the Netherlands.
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The company is particularly prominent around London and in southeast England, where logistics land is scarce and development restrictions make suitable sites especially valuable.
SEGRO investors offered Prologis shares
Under the agreed terms, SEGRO shareholders would receive 0.092 newly issued Prologis shares for each SEGRO share they own. A partial cash alternative of up to approximately £3.5 billion will also be available. The basic cash entitlement represents 25% of the consideration, although shareholders will be able to request a higher or lower proportion, subject to the total cash limit.
The offer values each SEGRO share at approximately 1,031.7 pence before permitted dividends. SEGRO shareholders could also retain an interim dividend of up to 10.14 pence per share and a final dividend of up to 22.56 pence per share if paid before the deal closes. Including these dividends, the total potential value could reach approximately £14.3 billion.
SEGRO shareholders are expected to own roughly 8.9% of the enlarged company following completion.
Prologis also plans to seek a secondary listing of its shares on the London Stock Exchange. Approval of that listing will be one of the conditions for completing the transaction.
Deal follows several rejected approaches
Prologis first publicly disclosed its interest in SEGRO in June, when it proposed an all-share transaction valuing the British company at approximately £12.6 billion. SEGRO rejected that approach, arguing that it undervalued the company and its development potential. Further proposals followed, while several major shareholders urged the two sides to continue negotiations.
The final terms represent a substantial increase from the original offer. According to Reuters, the agreed proposal carries a premium of around 42% compared with SEGRO’s closing share price on 23 June, the day before Prologis’s interest became public.
The acquisition would bring together two of the largest owners of logistics and industrial property in Europe.
Prologis said the expanded network would support further growth not only in conventional warehouse development but also in energy and digital infrastructure. Both companies have been increasing their involvement in data-centre projects, while logistics landlords are also becoming more closely involved in providing rooftop solar generation, battery storage and charging infrastructure for electric commercial vehicles.
