Vanguard Discloses 13.52% Prologis Interest During SEGRO Offer

The Vanguard Group, Inc. disclosed a 13.52% interest in Prologis, Inc. during the company’s proposed acquisition of SEGRO plc, a position above the U.K. takeover disclosure threshold.

Vanguard’s Form 8.3 dated Oct. 15 listed 128,485,522 Prologis common shares. The position was dated Oct. 14, when Vanguard purchased 41,067 shares at $130.46 each and sold 16,603 shares at the same price.

In a separate Form 8.3, Vanguard listed an interest in 76,479,563 SEGRO shares, or 5.65%. The filing recorded Oct. 14 purchases of 18,020 shares at £9.44 and 5,049 shares at £9.45.

Prologis is the offeror in a recommended acquisition of SEGRO. The terms provide for 0.0920 new Prologis shares for each SEGRO share, with a partial cash alternative of up to about £3.5 billion. SEGRO shareholders approved the scheme Sept. 28, but it remains subject to court sanction and other conditions. It is expected to become effective in the first half of 2027.

Rule 8.3 requires a person directly or indirectly interested in 1% or more of any class of relevant securities of an offeree or securities-exchange offeror to make an opening-position disclosure. During the offer period, a person who is, or through a dealing becomes, interested at that threshold must disclose dealings in relevant securities of the offeree or securities-exchange offeror.