Prologis Reports First Quarter 2025 Results

Strong execution amid uncertainty

SAN FRANCISCO, April 16, 2025 /PRNewswire/ -- Prologis, Inc. (NYSE: PLD) today announced the following results for the quarter ended March 31, 2025, as compared to the corresponding period in 2024:

    --  Net earnings per diluted share was $0.63, unchanged.
    --  Core funds from operations (Core FFO)* per diluted share was $1.42 and
        increased 10.9%.
    --  Core FFO, excluding Net Promote Income (Expense)* per diluted share was
        $1.43 and increased 9.2%.

"We delivered exceptional results this quarter--signing leases totaling 58 million square feet, breaking ground on new build-to-suits with strategic customers and expanding our power capacity to support the growing demand for data centers," said Dan Letter, president of Prologis.

Hamid R. Moghadam, co-founder and CEO of Prologis, commented: "In the near term, policy uncertainty is making customers more cautious. But over the long term, limited new supply and high construction costs support continued rent growth. We're confident in the strength and resilience of our business."

"We operate with a fortress balance sheet and ample liquidity to navigate any environment," noted Timothy D. Arndt, chief financial officer of Prologis. "We're ready to move quickly as opportunities emerge."

OPERATING PERFORMANCE



     
              
                Owned & Managed                          1Q25



     Average Occupancy                                              94.9 %



     Leases Commenced (Operating and Development Portfolio) 65.1MSF



     Retention                                                      72.9 %



     
                
                Prologis Share   1Q25



     Average Occupancy                        94.8 %



     Cash Same Store NOI*                      6.2 %



     Net Effective Rent Change                53.7 %



     Cash Rent Change                         32.1 %

DEPLOYMENT ACTIVITY



     
                
                  Prologis Share                                  1Q25



     Acquisitions                                                            
      $811M



          Weighted avg stabilized cap rate (excluding other real estate)        4.2 %



     Development Stabilizations                                              
      $925M



          Estimated weighted avg yield                                          6.9 %



          Estimated weighted avg margin                                        26.0 %



          Estimated value creation                                           
      $240M



          % Build-to-suit                                                      64.5 %



     Development Starts                                                      
      $646M



          Estimated weighted avg yield                                          6.6 %



          Estimated weighted avg margin                                        17.9 %



          Estimated value creation                                           
      $115M



          % Build-to-suit                                                      78.0 %



     Total Dispositions and Contributions                                    
      $118M



     Weighted avg stabilized cap rate (excluding land and other real estate)    4.0 %

BALANCE SHEET STRENGTH & LIQUIDITY
During the quarter, the company:

    --  Issued, together with its co-investment ventures, an aggregate of $549
        million of debt at a weighted average interest rate of 4.1% and a
        weighted average term of 8.0 years.

As of quarter-end:

    --  Total available liquidity was approximately $6.5 billion.
    --  Debt-to-EBITDA was 4.9x and debt as a percentage of total market
        capitalization was 25.7%.
    --  The weighted average interest rate on the company's share of total debt
        was 3.2%, with a weighted average term of 8.7 years.
    --  Forecasted earnings for 2025, 2026 and 2027 are 99%, 98% and 96%,
        respectively, in USD or hedged through derivative contracts and 96% of
        Prologis' equity was in USD.

2025 GUIDANCE
Prologis' guidance for net earnings is included in the table below as well as guidance for Core FFO*, which are reconciled in our supplemental information.



              
                2025 GUIDANCE



              
                Earnings (per diluted share)                                    Previous                Current



              Net earnings attributable to common stockholders                 
         $3.45 to $3.70   
         $3.45 to $3.70



              Core FFO attributable to common stockholders/unitholders*        
         $5.65 to $5.81   
         $5.65 to $5.81



              Core FFO attributable to common stockholders/unitholders,        
         $5.70 to $5.86   
         $5.70 to $5.86
    excluding Net Promote Income (Expense)*





              
                Operations - 
                Prologis Share



              Average occupancy                                                           94.50% to
                                                                                              95.50%       94.50% to 95.50%



              Cash Same Store NOI*                                                   4.00% to 5.00%        4.00% to 5.00%



              Net Effective Same Store NOI*                                          3.50% to 4.50%        3.50% to 4.50%





              
                 Strategic Capital (in millions)



              Strategic Capital revenue, excluding promote revenue               
         $560 to $580     
         $560 to $580



              Net Promote Income (Expense)(1)                                                 $(50)                  $(50)





              
                G&A (in millions)                                               Previous                Current



              General & administrative expenses                                  
         $440 to $460     
         $450 to $470





              
                Capital Deployment - Prologis Share (in millions)



              Development stabilizations                                     
         $2,250 to $2,750 
         $1,900 to $2,300



              Development starts                                             
         $2,250 to $2,750 
         $1,500 to $2,000



              Acquisitions                                                     
         $750 to $1,250   
         $750 to $1,250



              Contributions                                                  
         $1,500 to $2,000     
         $150 to $500



              Dispositions                                                   
         $1,000 to $1,500     
         $250 to $500



              Realized development gains                                         
         $450 to $600     
         $100 to $250




     1. Net promote expense relates to amortization of stock compensation issued to employees related to promote income recognized in prior periods.



     * This is a non-GAAP financial measure. See the Notes and Definitions in our supplemental information for further explanation and a reconciliation to the most directly comparable GAAP measure.

The earnings guidance described above includes potential gains recognized from real estate transactions but excludes any future or potential foreign currency or derivative gains or losses as our guidance assumes constant foreign currency rates. In reconciling from net earnings to Core FFO*, Prologis makes certain adjustments, including but not limited to real estate depreciation and amortization expense, gains (losses) recognized from real estate transactions and early extinguishment of debt, impairment charges, deferred taxes and unrealized gains or losses on foreign currency or derivative activity. The difference between the company's Core FFO* and net earnings guidance relates predominantly to these items. Please refer to our quarterly Supplemental Information, which is available on our Investor Relations website at https://ir.prologis.com and on the SEC's website at www.sec.gov for a definition of Core FFO* and other non-GAAP measures used by Prologis, along with reconciliations of these items to the closest GAAP measure for our results and guidance.

April 16, 2025, CALL DETAILS
The call will take place on Wednesday, April 16, 2025, at 9:00 a.m. PT/12:00 p.m. ET. To access a live broadcast of the call, please dial +1 (877) 897-2615 (toll-free from the United States and Canada) or +1 (201) 689-8514 (from all other countries). A live webcast can be accessed from the Investor Relations section of www.prologis.com.

A telephonic replay will be available April 16 - April 30 at +1 (877) 660-6853 (from the United States and Canada) or +1 (201) 612-7415 (from all other countries) using access code 13750493. The webcast replay will be posted in the Investor Relations section of www.prologis.com under "Events & Presentations."

ABOUT PROLOGIS
The world runs on logistics. At Prologis, we don't just lead the industry, we define it. We create the intelligent infrastructure that powers global commerce, seamlessly connecting the digital and physical worlds. From agile supply chains to clean energy solutions, our ecosystems help your business move faster, operate smarter and grow sustainably. With unmatched scale, innovation and expertise, Prologis is a category of one-not just shaping the future of logistics but building what comes next. Learn more at Prologis.com.

FORWARD-LOOKING STATEMENTS
The statements in this document 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 we operate as well as management's beliefs and assumptions. Such statements involve uncertainties that could significantly impact our financial results. Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," and "estimates" including 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, acquisition and development activity, contribution and disposition activity, general conditions in the geographic areas where we operate, expectations regarding new lines of business, our debt, capital structure and financial position, our ability to earn revenues from co-investment ventures, form new co-investment ventures and the availability of capital in existing or new co-investment ventures--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) international, national, regional and local economic and political climates and conditions; (ii) changes in global financial markets, interest rates and foreign currency exchange rates; (iii) increased or unanticipated competition for our properties; (iv) risks associated with acquisitions, dispositions and development of properties, including the integration of the operations of significant real estate portfolios; (v) maintenance of Real Estate Investment Trust status, tax structuring and changes in income tax laws and rates; (vi) availability of financing and capital, the levels of debt that we maintain and our credit ratings; (vii) risks related to our investments in our co-investment ventures, including our ability to establish new co-investment ventures; (viii) risks of doing business internationally, including currency risks; (ix) environmental uncertainties, including risks of natural disasters; (x) risks related to global pandemics; and (xi) those additional factors discussed in reports filed with the Securities and Exchange Commission by us under the heading "Risk Factors." We undertake no duty to update any forward-looking statements appearing in this document except as may be required by law.



         dollars in millions, except per share/unit data                                                             Three Months Ended March 31,


                                                                                                                 2025                            2024



         Rental and other revenues                                                                            $1,999                          $1,828



         Strategic capital revenues                                                                              141                             129


      
         Total revenues                                                                                      2,140                           1,957



         Net earnings attributable to common stockholders                                                        592                             584



         Core FFO attributable to common stockholders/unitholders*                                             1,356                           1,222



         AFFO attributable to common stockholders/unitholders*                                                 1,084                           1,032



         Adjusted EBITDA attributable to common stockholders/unitholders*                                      1,771                           1,598



         Estimated value creation from development stabilizations - Prologis Share                               240                              50



         Common stock dividends and common limited partnership unit distributions                                965                             916





         Per common share - diluted:


      
         Net earnings attributable to common stockholders                                                    $0.63                           $0.63


      
         Core FFO attributable to common stockholders/unitholders*                                            1.42                            1.28


            Core FFO attributable to common stockholders/unitholders, excluding
             Net Promote                                                                                         1.43                            1.31

      
         Income (Expense)*


      
         Business line reporting:


        
         Real estate*                                                                                       1.36                            1.24


        
         Strategic capital*                                                                                 0.06                            0.04


                           Core FFO attributable to common stockholders/unitholders*                             1.42                            1.28


        
         Realized development gains, net of taxes*                                                          0.03                            0.04



         Dividends and distributions per common share/unit                                                      1.01                            0.96





         *This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation.



           in thousands                                                  March 31, 2025 December 31, 2024



           
                Assets:


      
           Investments in real estate properties:


        
           Operating properties                                         $79,492,052        $78,279,353


        
           Development portfolio                                          2,596,069          2,829,613


        
           Land                                                           4,660,431          4,453,522


        
           Other real estate investments                                  5,992,839          5,683,688


                                                                              92,741,391         91,246,176


        
           Less accumulated depreciation                                 13,290,678         12,758,159


          
             Net investments in real estate properties                 79,450,713         78,488,017


              Investments in and advances to unconsolidated entities          10,287,314         10,079,448


      
           Assets held for sale or contribution                               545,542            248,511


          
             Net investments in real estate                            90,283,569         88,815,976




      
           Cash and cash equivalents                                          671,117          1,318,591


      
           Other assets                                                     5,038,705          5,194,342


          
             
                Total assets                                $95,993,391        $95,328,909





           
                Liabilities and Equity:


      
           Liabilities:


        
           Debt                                                         $32,262,055        $30,879,263


                Accounts payable, accrued expenses and other liabilities       5,655,898          5,832,876


          
             Total liabilities                                         37,917,953         36,712,139




      
           Equity:


        
           Stockholders' equity                                          53,467,210         53,951,138


        
           Noncontrolling interests                                       3,320,473          3,323,047


                Noncontrolling interests -limited partnership unitholders      1,287,755          1,342,585


          
             Total equity                                              58,075,438         58,616,770




          
             
                Total liabilities and equity                $95,993,391        $95,328,909


                                                                                                         Three Months Ended


                                                                                            
             
         March 31,



         in thousands, except per share amounts                                                    2025         2024



         
                Revenues:


      
         Rental                                                                            $1,987,265   $1,827,658


      
         Strategic capital                                                                    141,139      128,412


      
         Development management and other                                                      11,261          551


        
          Total revenues                                                                  2,139,665    1,956,621



         
                Expenses:


      
         Rental                                                                               488,317      454,257


      
         Strategic capital                                                                     60,777       78,811


      
         General and administrative                                                           114,701      111,291


      
         Depreciation and amortization                                                        652,058      637,505


      
         Other                                                                                  9,649       12,244


        
         Total expenses                                                                   1,325,502    1,294,108





         
                Operating income before gains on real estate transactions, net           $814,163     $662,513


      
         Gains on dispositions of development properties and land, net                         27,451       40,308


            Gains on other dispositions of investments in real estate, net                        36,799       17,534



         
                Operating income                                                         $878,413     $720,355



         
                Other income (expense):


      
         Earnings from unconsolidated entities, net                                            67,899       72,472


      
         Interest expense                                                                   (231,751)   (193,320)


            Foreign currency, derivative and other gains (losses) and other income
             (expense), net                                                                     (31,658)      63,564


      
         Gains (losses) on early extinguishment of debt, net                                                  536


        
         Total other income (expense)                                                     (195,510)    (56,748)





         
                Earnings before income taxes                                              682,903      663,607


      
         Current income tax benefit (expense)                                                (36,701)    (32,466)


      
         Deferred income tax benefit (expense)                                                (6,682)       (334)



         
                Consolidated net earnings                                                 639,520      630,807



         Net earnings attributable to noncontrolling interests                                 (31,576)    (30,308)



         Net earnings attributable to noncontrolling interests - limited partnership units     (14,991)    (14,784)



         
                Net earnings attributable to controlling interests                        592,953      585,715



         Preferred stock dividends                                                              (1,452)     (1,452)



         
                Net earnings attributable to common stockholders                         $591,501     $584,263



         Weighted average common shares outstanding - Diluted                                   956,080      953,912



         
                Net earnings per share attributable to common stockholders - Diluted        $0.63        $0.63


                                                                                                                                         Three Months Ended


                                                                                                                                     
     
               March 31,



       in thousands                                                                                               2025         2024



       Net earnings attributable to common stockholders                                                       $591,501     $584,263



       Add (deduct) NAREIT defined adjustments:


      
       Real estate related depreciation and amortization                                                               632,686                     622,162


          Gains on other dispositions of investments in real estate, net of
           taxes (excluding                                                                                              (35,807)                   (17,534)

      
       development properties and land)


      
       Adjustments related to noncontrolling interests                                                                (18,407)                   (16,096)


          Our proportionate share of adjustments related to unconsolidated
           entities                                                                                                       150,624                     119,531



       
                NAREIT defined FFO attributable to common stockholders/unitholders*                     $1,320,597   $1,292,326





       Add (deduct) our modified adjustments:


          Unrealized foreign currency, derivative and other losses (gains), net                                            54,898                    (35,073)


      
       Deferred income tax expense (benefit)                                                                             6,682                         334


          Our proportionate share of adjustments related to unconsolidated
           entities                                                                                                         1,371                         309



       
                FFO, as modified by Prologis attributable to common stockholders/unitholders*           $1,383,548   $1,257,896





       Add (deduct) Core FFO defined adjustments:


          Gains on dispositions of development properties and land, net                                                  (27,451)                   (40,308)


      
       Current income tax expense on dispositions                                                                          144                       5,329


      
       Losses (gains) on early extinguishment of debt, net                                                                   -                      (536)


      
       Adjustments related to noncontrolling interests                                                                      73


          Our proportionate share of adjustments related to unconsolidated
           entities                                                                                                         (283)                        (2)



       
                Core FFO attributable to common stockholders/unitholders*                               $1,356,031   $1,222,379





       Add (deduct) AFFO defined adjustments:


          Gains on dispositions of development properties and land, net                                                    27,451                      40,308


      
       Current income tax expense on dispositions                                                                        (144)                    (5,329)


          Straight-lined rents and amortization of lease intangibles                                                    (180,361)                  (158,960)


      
       Property improvements                                                                                          (34,367)                   (30,200)


      
       Turnover costs                                                                                                (123,123)                  (104,306)


          Amortization of debt discount, financing costs and management
           contracts, net                                                                                                  21,112                      18,338


      
       Stock compensation amortization expense                                                                          53,161                      67,237


      
       Adjustments related to noncontrolling interests                                                                  13,982                       9,031


          Our proportionate share of adjustments related to unconsolidated
           entities                                                                                                      (49,819)                   (26,141)



       
                AFFO attributable to common stockholders/unitholders*                                   $1,083,923   $1,032,357







       *This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation.


                                                                                                                          Three Months Ended


                                                                                                             
              
              March 31,



       in thousands                                                                                               2025                 2024



       Net earnings attributable to common stockholders                                                       $591,501             $584,263


            Gains on other dispositions of investments in real estate, net
             (excluding                                                                                        (36,799)            (17,534)

      
         development properties and land)


      
         Depreciation and amortization expense                                                               652,058              637,505


      
         Interest charges                                                                                    215,650              184,012


      
         Current and deferred income tax expense, net                                                         43,383               32,800


            Net earnings attributable to noncontrolling interests -limited
             partnership units                                                                                   14,991               14,784


      
         Pro forma adjustments                                                                                 7,829                1,724


      
         Preferred stock dividends                                                                             1,452                1,452


            Unrealized foreign currency, derivative and other losses (gains), net                                54,898             (35,073)


      
         Stock compensation amortization expense                                                              53,161               67,237


      
         Losses (gains) on early extinguishment of debt, net                                                                       (536)


      
         Adjustments related to noncontrolling interests                                                    (33,850)            (31,351)


            Our proportionate share of adjustments related to unconsolidated
             entities                                                                                           207,162              158,876



       
                Adjusted EBITDA attributable to common stockholders/unitholders*                        $1,771,436           $1,598,159





       *This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation.

Adjusted EBITDA. We use Adjusted EBITDA attributable to common stockholders/unitholders ("Adjusted EBITDA"), a non-GAAP financial measure, as a measure of our operating performance. The most directly comparable GAAP measure to Adjusted EBITDA is net earnings.

We calculate Adjusted EBITDA by beginning with consolidated net earnings attributable to common stockholders and removing the effect of: interest charges, income taxes, depreciation and amortization, impairment charges, gains or losses from the disposition of investments in real estate (excluding development properties and land), gains from the revaluation of equity investments upon acquisition of a controlling interest, gains or losses on early extinguishment of debt and derivative contracts (including cash charges), similar adjustments we make to our FFO measures (see definition below), and other items, such as, amortization of stock based compensation and unrealized gains or losses on foreign currency and derivatives. We also include a pro forma adjustment to reflect a full period of NOI on the operating properties we acquire or stabilize during the quarter and to remove NOI on properties we dispose of during the quarter, assuming all transactions occurred at the beginning of the quarter. For properties we contribute, we make an adjustment to reflect NOI at the new ownership percentage for the full quarter.

We believe Adjusted EBITDA provides investors relevant and useful information because it permits investors to view our operating performance, analyze our ability to meet interest payment obligations and make quarterly preferred stock dividends on an unleveraged basis before the effects of income tax, depreciation and amortization expense, gains and losses on the disposition of non-development properties and other items (outlined above), that affect comparability. While all items are not infrequent or unusual in nature, these items may result from market fluctuations that can have inconsistent effects on our results of operations. The economics underlying these items reflect market and financing conditions in the short-term but can obscure our performance and the value of our long-term investment decisions and strategies.

We calculate our Adjusted EBITDA, based on our proportionate ownership share of both our unconsolidated and consolidated ventures. We reflect our share of our Adjusted EBITDA measures for unconsolidated ventures by applying our average ownership percentage for the period to the applicable adjusting items on an entity by entity basis. We reflect our share for consolidated ventures in which we do not own 100% of the equity by adjusting our Adjusted EBITDA measures to remove the noncontrolling interests share of the applicable adjusting items based on our average ownership percentage for the applicable periods.

While we believe Adjusted EBITDA is an important measure, it should not be used alone because it excludes significant components of net earnings, such as our historical cash expenditures or future cash requirements for working capital, capital expenditures, distribution requirements, contractual commitments or interest and principal payments on our outstanding debt and is therefore limited as an analytical tool.

Our computation of Adjusted EBITDA may not be comparable to EBITDA reported by other companies in both the real estate industry and other industries. We compensate for the limitations of Adjusted EBITDA by providing investors with financial statements prepared according to GAAP, along with this detailed discussion of Adjusted EBITDA and a reconciliation to Adjusted EBITDA from consolidated net earnings attributable to common stockholders.

Business Line Reporting is a non-GAAP financial measure. Core FFO and development gains are generated by our three lines of business: (i) real estate operations; (ii) strategic capital; and (iii) development. The real estate operations line of business represents total Prologis Core FFO, less the amount allocated to the strategic capital line of business. The amount of Core FFO allocated to the strategic capital line of business represents the third-party share of asset management fees and transactional fees that we earn from our consolidated and unconsolidated co-investment ventures less costs directly associated with our strategic capital group and Net Promote Income (Expense). Realized development gains include our share of gains on dispositions of development properties and land, net of taxes. To calculate the per share amount, the amount generated by each line of business is divided by the weighted average diluted common shares outstanding used in our Core FFO per share calculation. Management believes evaluating our results by line of business is a useful supplemental measure of our operating performance because it helps the investing public compare the operating performance of Prologis' respective businesses to other companies' comparable businesses. Prologis' computation of FFO by line of business may not be comparable to that reported by other real estate companies as they may use different methodologies in computing such measures.

Calculation of Per Share Amounts


                                                                                                                       Three Months Ended


                                                                                                                       March 31,



     
                in thousands, except per share amount                                                  2024       2023



     
                Net earnings



     Net earnings attributable to common stockholders                                                $591,501   $584,263



     Noncontrolling interest attributable to exchangeable limited partnership units                    14,991     14,852



     
                Adjusted net earnings attributable to common stockholders - Diluted                $606,492   $599,115



     Weighted average common shares outstanding - Basic                                               927,338    925,322



     Incremental weighted average effect on exchange of                                                23,501     23,555


      limited partnership units



     Incremental weighted average effect of equity awards                                               5,241      5,035



     
                Weighted average common shares outstanding - Diluted                                956,080    953,912



     
                Net earnings per share - Basic                                                        $0.64      $0.63



     
                Net earnings per share - Diluted                                                      $0.63      $0.63






                                                                                                                       Three Months Ended


                                                                                                                       March 31,



     
                in thousands, except per share amount                                                  2025       2024



     
                Core FFO



     Core FFO attributable to common stockholders/unitholders                                      $1,356,031 $1,222,379



     Noncontrolling interest attributable to exchangeable limited partnership units                       294        274



     
                Core FFO attributable to common stockholders /unitholders - Diluted              $1,356,325 $1,222,653



     Net Promote Income (Expense)                                                                    (10,893)  (22,741)



     
                Core FFO attributable to common stockholders /unitholders, excluding Net Promote $1,367,218 $1,245,394


     
                Income (Expense) - Diluted



     Weighted average common shares outstanding - Basic                                               927,338    925,322



     Incremental weighted average effect on exchange of                                                23,779     23,713


      limited partnership units



     Incremental weighted average effect of equity awards                                               5,241      5,035



     
                Weighted average common shares outstanding - Diluted                                956,358    954,070



     
                Core FFO per share - Diluted                                                          $1.42      $1.28



     
                Core FFO per share, excluding Net Promote Income (Expense) - Diluted                  $1.43      $1.31

Development Portfolio includes industrial and non-industrial properties, yards and parking lots that are under development and properties that are developed but have not met Stabilization. At March 31, 2025, total TEI for yards, parking lots and non-industrial assets was $0.9 billion and $0.9 billion on an Owned and Managed and Prologis Share basis, respectively. We do not disclose square footage for yards and parking lots.

Estimated Value Creation represents the value that we expect to create through our development and leasing activities. We calculate Estimated Value Creation by estimating the Stabilized NOI that the property will generate and applying a stabilized capitalization rate applicable to that property. Estimated Value Creation is calculated as the amount by which the value exceeds our TEI, including closing costs and taxes, if any, and does not include any fees or promotes we may earn.

Estimated Weighted Average Margin is calculated on development properties as Estimated Value Creation, less estimated closing costs and taxes, if any, on properties expected to be sold or contributed, divided by TEI.

Estimated Weighted Average Stabilized Yield is calculated on the properties in the Development Portfolio as Stabilized NOI divided by TEI. The yields on a Prologis Share basis were as follows:


               Pre-         2025 Expected              2026 and Thereafter Total Development
                Stabilized   Completion                 Expected            Portfolio
                                          
     Completion
               Developments


     U.S.             6.6 %         7.0 %                            6.8 %             6.8 %


     Other
      Americas        6.9 %         8.2 %                            8.1 %             7.9 %


     Europe           5.9 %         6.6 %                            5.5 %             6.0 %


     Asia             4.8 %         5.5 %                            5.4 %             5.2 %


     Total            6.2 %         7.1 %                            6.5 %             6.6 %

FFO, as modified by Prologis attributable to common stockholders/unitholders ("FFO, as modified by Prologis"); Core FFO attributable to common stockholders/unitholders ("Core FFO"); AFFO attributable to common stockholders/unitholders ("AFFO"); (collectively referred to as "FFO"). FFO is a non-GAAP financial measure that is commonly used in the real estate industry. The most directly comparable GAAP measure to FFO is net earnings. The National Association of Real Estate Investment Trusts ("NAREIT") defines FFO as earnings computed under GAAP to exclude historical cost depreciation and gains and losses from sales net of any related tax, along with impairment charges, of previously depreciated properties. We also exclude the gains on revaluation of equity investments upon acquisition of a controlling interest and the gain recognized from a partial sale of our investment, as these are similar to gains from the sales of previously depreciated properties. We exclude similar adjustments from our unconsolidated entities and the third parties' share of our consolidated ventures.

Our FFO Measures

Our FFO measures begin with NARElT's definition and we make certain adjustments to reflect our business and the way that management plans and executes our business strategy. While not infrequent or unusual, the additional items we adjust for in calculating FFO, as modified by Prologis, Core FFO and AFFO, as defined below, are subject to significant fluctuations from period to period. Although these items may have a material impact on our operations and are reflected in our financial statements, the removal of the effects of these items allows us to better understand the core operating performance of our properties over the long term. These items have both positive and negative short-term effects on our results of operations in inconsistent and unpredictable directions that are not relevant to our long-term outlook.

We calculate our FFO measures, as defined below, based on our proportionate ownership share of both our unconsolidated entities and consolidated ventures. We reflect our share of our FFO measures for unconsolidated entities by applying our average ownership percentage for the period to the applicable adjusting items on an entity-by-entity basis. We reflect our share for consolidated ventures in which we do not own 100% of the equity by adjusting our FFO measures to remove the noncontrolling interests share of the applicable adjusting items based on our average ownership percentage for the applicable periods.

These FFO measures are used by management as supplemental financial measures of operating performance and we believe that it is important that stockholders, potential investors and financial analysts understand the measures management uses. We do not use our FFO measures as, nor should they be considered to be, alternatives to net earnings computed under GAAP, as indicators of our operating performance, as alternatives to cash from operating activities computed under GAAP or as indicators of our ability to fund our cash needs.

We analyze our operating performance principally by the rental revenues of our real estate and the revenues from our strategic capital business, net of operating, administrative and financing expenses. This income stream is not directly impacted by fluctuations in the market value of our investments in real estate or debt securities.

FFO, as modified by Prologis

To arrive at FFO, as modified by Prologis, we adjust the NAREIT defined FFO measure to exclude the impact of foreign currency related items and deferred tax, specifically:


     (i)   
     deferred income tax benefits and deferred income tax expenses recognized by our subsidiaries;


     (ii)  
     current income tax expense related to acquired tax liabilities that were recorded as deferred tax liabilities in an acquisition, to the extent the expense is offset with a deferred income tax benefit in earnings that is excluded from our defined FFO measure; and


     (iii)   foreign currency exchange gains and losses resulting from (a) debt transactions between us and our foreign entities; (b) third-party debt that is used to hedge our investment in foreign entities; (c) derivative financial instruments related to any such debt transactions; and (d)
              mark-to-market adjustments associated with derivative and other financial instruments.

We use FFO, as modified by Prologis, so that management, analysts and investors are able to evaluate our performance against other REITs that do not have similar operations or operations in jurisdictions outside the U.S.

Core FFO

In addition to FFO, as modified by Prologis, we also use Core FFO. To arrive at Core FFO, we adjust FFO, as modified by Prologis, to exclude the following recurring and nonrecurring items that we recognize directly in FFO, as modified by Prologis:


     (i)     gains or losses from the disposition of land and development properties that were developed with the intent to contribute or
              sell;


     (ii)  
     income tax expense related to the sale of investments in real estate;


     (iii)   impairment charges recognized related to our investments in real estate generally as a result of our change in intent to
              contribute or sell these properties; and


     (iv)  
     gains or losses from the early extinguishment of debt and redemption and repurchase of preferred stock.

We use Core FFO, including by segment and region, to: (i) assess our operating performance as compared to other real estate companies; (ii) evaluate our performance and the performance of our properties in comparison with expected results and results of previous periods; (iii) evaluate the performance of our management; (iv) budget and forecast future results to assist in the allocation of resources; (v) provide guidance to the financial markets to understand our expected operating performance; and (vi) evaluate how a specific potential investment will impact our future results.

AFFO

To arrive at AFFO, we adjust Core FFO to include realized gains from the disposition of land and development properties, net of current tax expense, and recurring capital expenditures and exclude the following items that we recognize directly in Core FFO:


     (i)   
     straight-line rents;


     (ii)  
     amortization of above- and below-market lease intangibles;


     (iii) 
     amortization of management contracts;


     (iv)    amortization of debt premiums and discounts and financing costs, net of
              amounts capitalized, and;


     (v)   
     stock compensation amortization expense.

We use AFFO to (i) assess our operating performance as compared to other real estate companies; (ii) evaluate our performance and the performance of our properties in comparison with expected results and results of previous periods; (iii) evaluate the performance of our management; (iv) budget and forecast future results to assist in the allocation of resources; and (v) evaluate how a specific potential investment will impact our future results.

Limitations on the use of our FFO measures

While we believe our modified FFO measures are important supplemental measures, neither NAREIT's nor our measures of FFO should be used alone because they exclude significant economic components of net earnings computed under GAAP and are, therefore, limited as an analytical tool. Accordingly, these are only a few of the many measures we use when analyzing our business. Some of the limitations are:

    --  The current income tax expenses that are excluded from our modified FFO
        measures represent the taxes that are payable.
    --  Depreciation and amortization of real estate assets are economic costs
        that are excluded from FFO. FFO is limited, as it does not reflect the
        cash requirements that may be necessary for future replacements of the
        real estate assets. Furthermore, the amortization of capital
        expenditures and leasing costs necessary to maintain the operating
        performance of logistics facilities are not reflected in FFO.
    --  Gains or losses from property dispositions and impairment charges
        related to expected dispositions represent changes in value of the
        properties. By excluding these gains and losses, FFO does not capture
        realized changes in the value of disposed properties arising from
        changes in market conditions.
    --  The deferred income tax benefits and expenses that are excluded from our
        modified FFO measures result from the creation of a deferred income tax
        asset or liability that may have to be settled at some future point. Our
        modified FFO measures do not currently reflect any income or expense
        that may result from such settlement.
    --  The foreign currency exchange gains and losses that are excluded from
        our modified FFO measures are generally recognized based on movements in
        foreign currency exchange rates through a specific point in time. The
        ultimate settlement of our foreign currency-denominated net assets is
        indefinite as to timing and amount. Our FFO measures are limited in that
        they do not reflect the current period changes in these net assets that
        result from periodic foreign currency exchange rate movements.
    --  The gains and losses on extinguishment of debt or preferred stock that
        we exclude from our Core FFO, may provide a benefit or cost to us as we
        may be settling our obligation at less or more than our future
        obligation.

We compensate for these limitations by using our FFO measures only in conjunction with net earnings computed under GAAP when making our decisions. This information should be read with our complete Consolidated Financial Statements prepared under GAAP. To assist investors in compensating for these limitations, we reconcile our modified FFO measures to our net earnings computed under GAAP.

Guidance. The following is a reconciliation of our annual guided Net Earnings per share to our guided Core FFO per share:


                                                                                                                          Low        High



     
                Net earnings attributable to common stockholders (a)                                             $
     
       3.45 $
     
          3.70



     Our share of:



     Depreciation and amortization                                                                                        3.07           3.12



     Net gains on real estate transactions, net of taxes                                                                (0.87)        (1.01)



     Unrealized foreign currency losses (gains), losses (gains) on early extinguishment of debt and other, net            0.00           0.00



     
                Core FFO attributable to common stockholders/unitholders                                         $
     
       5.65 $
     
          5.81



     Less: Net Promote Expense (Income)                                                                                   0.05           0.05



     
                Core FFO attributable to common stockholders/unitholders, excluding Net Promote Income (Expense) $
     
       5.70 $
     
          5.86



     (a) Earnings guidance includes potential future gains recognized from real estate transactions, but excludes future foreign currency or derivative gains or
          losses as these items are difficult to predict.

Market Capitalization equals Market Equity, less liquidation preference of the preferred shares/units, plus our share of total debt.

Net Promote Income (Expense) is promote revenue earned from third-party investors during the period, net of related cash and stock compensation expenses, and taxes and foreign currency derivative gains and losses, if applicable.

Operating Portfolio represents industrial properties in our Owned and Managed portfolio that have reached Stabilization. Assets held for sale, Non-Strategic Assets and non-industrial assets are excluded from the portfolio. Prologis Share of NOI excludes termination fees and adjustments and includes NOI for the properties contributed to or acquired from co-investment ventures at our actual share prior to and subsequent to change in ownership. The U.S. markets not presented consist of Austin, Charlotte, Columbus, Denver, Louisville, Portland, Raleigh-Durham, Reno, San Antonio, Savannah and Tampa. The European countries not presented consist of Belgium, Czech Republic, Hungary, Italy, Poland, Slovakia, Spain and Sweden.

Owned and Managed represents the consolidated properties as well as properties owned by our unconsolidated co-investment ventures, which we manage.

Prologis Share represents our proportionate economic ownership of each entity, or property included in our total Owned and Managed portfolio, whether consolidated or unconsolidated.

Rent Change (Cash) represents the percentage change in starting rental rates per the lease agreement, on new and renewed leases, commenced during the period compared with the previous ending rental rates in that same space. This measure excludes any short-term leases of less than one-year, holdover payments, free rent periods and introductory (teaser rates) defined as 50% or less of the stabilized rate.

Rent Change (Net Effective) represents the percentage change in net effective rental rates (average rate over the lease term), on new and renewed leases, commenced during the period compared with the previous net effective rental rates in that same space. This measure excludes any short-term leases of less than one year and holdover payments.

Retention is the square footage of all leases commenced during the period that are rented by existing tenants divided by the square footage of all expiring leases during the reporting period. The square footage of tenants that default or buy-out prior to expiration of their lease and short-term leases of less than one year, are not included in the calculation.

Same Store. Our same store metrics are non-GAAP financial measures, which are commonly used in the real estate industry and expected from the financial community, on both a net effective and cash basis. We evaluate the performance of the operating properties we own and manage using a "same store" analysis because the population of properties in this analysis is consistent from period to period, which allows us and investors to analyze our ongoing business operations. We determine our same store metrics on property NOI, which is calculated as rental revenue less rental expense for the applicable properties in the same store population for both consolidated and unconsolidated properties based on our ownership interest, as further defined below.

We define our same store population for the three months ended March 31, 2025 as the properties in our Owned and Managed Operating Portfolio, including the property NOI for both consolidated properties and properties owned by the unconsolidated co-investment ventures at January 1, 2024 and owned throughout the same three-month period in both 2024 and 2025.

We believe the drivers of property NOI for the consolidated portfolio are generally the same for the properties owned by the ventures in which we invest and therefore we evaluate the same store metrics of the Owned and Managed portfolio based on Prologis' ownership in the properties ("Prologis Share").

The same store population excludes properties held for sale to third parties, along with development properties that were not stabilized at the beginning of the period (January 1, 2024) and properties acquired or disposed of to third parties during the period. To derive an appropriate measure of period-to-period operating performance, we remove the effects of foreign currency exchange rate movements by using the reported period-end exchange rate to translate from local currency into the U.S. dollar, for both periods.

As non-GAAP financial measures, the same store metrics have certain limitations as an analytical tool and may vary among real estate companies. As a result, we provide a reconciliation of Rental Revenues less Rental Expenses ("Property NOI") (from our Consolidated Financial Statements prepared in accordance with U.S. GAAP) to our Same Store Property NOI measures, as follows:


                                                                                                                                                                            Three Months Ended


                                                                                                                                                                        
     
              March 31,



     
                dollars in thousands                                                                                                                2025        2024           Change

                                                                                                                                                                                   (%)



     Reconciliation of Consolidated Property NOI to Same Store Property NOI measures:



     Rental revenues                                                                                                                            $1,987,265  $1,827,658



     Rental expenses                                                                                                                             (488,317)  (454,257)



     
                Consolidated Property NOI                                                                                                     $1,498,948  $1,373,401



     
                Adjustments to derive same store results:


                                                                                         Property NOI from consolidated properties not included in same      (185,809)        (98,437)

                                                                                       
          store portfolio and other adjustments (a)


                                                                                         Property NOI from unconsolidated co-investment ventures
                                                                                          included                                                             864,426          793,208

                                                                                       
          in same store portfolio (a)(b)


                                                                                         Third parties' share of Property NOI from properties included in    (684,877)       (659,165)

                                                                                       
          same store portfolio (a)(b)



     
                Prologis Share of Same Store Property NOI - Net Effective (b)                                                                 $1,492,688  $1,409,007            5.9 %


                                                                                         Consolidated properties straight-line rent and fair value lease    $(136,700)      $(134,877)

                                                                                              amortization included in the same store portfolio (c)


                                                                                         Unconsolidated co-investment ventures straight-line rent and
                                                                                          fair                                                                (34,097)        (20,500)

                                                                                              value lease amortization included in the same store portfolio
                                                                                               (c)


                                                                                         Third parties' share of straight-line rent and fair value lease       $26,466          $16,201

                                                                                               amortization included in the same store portfolio (b)(c)



     
                Prologis Share of Same Store Property NOI - Cash (b)(c)                                                                       $1,348,357  $1,269,831            6.2 %



     (a)     We exclude properties held for sale to third parties, along with development properties that were not stabilized at the beginning of the period and properties acquired or disposed of to third parties during the period. We also exclude net termination and renegotiation fees to
              allow us to evaluate the growth or decline in each property's rental revenues without regard to one-time items that are not indicative of the property's recurring operating performance. Net termination and renegotiation fees represent the gross fee negotiated to allow a customer
              to terminate or renegotiate their lease, offset by the write-off of the asset recorded due to the adjustment to straight-line rents over the lease term. Same Store Property NOI is adjusted to include an allocation of property management expenses for our consolidated properties
              based on the property management services provided to each property (generally, based on a percentage of revenues). On consolidation, these amounts are eliminated and the actual costs of providing property management and leasing services are recognized as part of our consolidated
              rental expense.


     (b)     We include the Property NOI for the same store portfolio for both consolidated properties and properties owned by the co-investment ventures based on our investment in the underlying properties. In order to calculate our share of Same Store Property NOI from the co-investment
              ventures in which we own less than 100%, we use the co-investment ventures' underlying Property NOI for the same store portfolio and apply our ownership percentage at March 31, 2025 to the Property NOI for both periods, including the properties contributed during the period. We
              adjust the total Property NOI from the same store portfolio of the co-investment ventures by subtracting the third parties' share of both consolidated and unconsolidated co-investment ventures.


                            During the periods presented, certain wholly-owned properties were contributed to a co-investment venture and are included in the same store portfolio. Neither our consolidated results nor those of the co-investment ventures, when viewed individually, would be comparable on a
                             same store basis because of the changes in composition of the respective portfolios from period to period (e.g. the results of a contributed property are included in our consolidated results through the contribution date and in the results of the venture subsequent to the
                             contribution date based on our ownership interest at the end of the period). As a result, only line items labeled "Prologis Share of Same Store Property NOI" are comparable period over period.


     (c) 
     
     We further remove certain noncash items (straight-line rent and fair value lease amortization) included in the financial statements prepared in accordance with U.S. GAAP to reflect a Same Store Property NOI - Cash measure.


                            We manage our business and compensate our executives based on the same store results of our Owned and Managed portfolio at 100% as we manage our portfolio on an ownership blind basis. We calculate those results by including 100% of the properties included in our same store
                             portfolio.

Stabilization is defined as the earlier of when a property that was developed has been completed for one year, is contributed to a co-investment venture following completion or is 90% occupied. Upon Stabilization, a property is moved into our Operating Portfolio.

Total Expected Investment ("TEI") represents total estimated cost of development or expansion, including land, development and leasing costs. TEI is based on current projections and is subject to change.

Weighted Average Interest Rate is based on the effective rate, which includes the amortization of related premiums and discounts and finance costs.

Weighted Average Stabilized Capitalization ("Cap") Rate is calculated as Stabilized NOI divided by the Acquisition Price.

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SOURCE Prologis, Inc.