Prologis, Inc. (PLD)
NYSE: PLD · Real-Time Price · USD
142.10
-0.24 (-0.17%)
At close: Apr 24, 2026, 4:00 PM EDT
142.37
+0.27 (0.19%)
After-hours: Apr 24, 2026, 7:55 PM EDT
← View all transcripts

M&A Announcement

Jun 13, 2022

Operator

Good morning. My name is Erica, and I will be your conference operator today. At this time, I would like to welcome everyone to the Prologis and Duke Realty Merger conference call. Please note today's conference is being recorded. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question-and-answer session. If you would like to ask a question during this time, simply press star followed by the number one on your telephone keypad. If you would like to withdraw your question, press star followed by the number one again. Thank you. At this time, I would like to turn the conference over to Jill Sawyer, Vice President of Investor Relations. Ms. Sawyer, you may begin your conference.

Jill Sawyer
SVP of Investor Relations, Prologis

Thank you, Erica, and good morning, everyone. If you have not yet downloaded the press release or merger presentation related to this call, they are available on Prologis' website at prologis.com under Investor Relations. This morning you'll hear from Hamid Moghadam, Prologis Chairman and CEO, Gene Reilly, Prologis Chief Investment Officer, and Tim Arndt, Prologis Chief Financial Officer. Members of the Prologis executive team will be in attendance for the Q&A portion of this call. Before we begin with our prepared remarks, I'd like to state that this conference call will contain forward-looking statements under federal securities laws. These statements are based on current expectations, estimates, and projections about the market and the industry in which both companies operate, as well as the beliefs and assumptions of management of both companies. Forward-looking statements are not guarantees of performance, and actual operating results may be affected by a variety of factors.

For a list of these factors, please refer to the forward-looking statement notice in Prologis and Duke Realty's 10-K and other SEC filings. Additional factors that could cause actual results to differ include, but are not limited to, the potential benefit of the proposed merger, the expected timing and likelihood of completion of the transaction, including the ability to obtain the requisite approval of Duke Realty shareholders and Prologis shareholders, and the risk of the conditions to the closing of the transaction may not be satisfied. Finally, this call will contain financial measures such as FFO and EBITDA that are non-GAAP measures. In accordance with Reg G, the companies have provided reconciliation to those measures in their respective earnings packages. With that, I'll turn the call over to Hamid. Hamid, please begin.

Hamid Moghadam
Chairman and CEO, Prologis

Thank you, Jill, and good morning, everyone. We're here to discuss our announced acquisition of Duke Realty. As we've been saying over the last several weeks, Duke is a company we've long admired. We have great respect for Jim Connor, the Duke management team and the portfolio they've built and curated over the years. The assets are highly complementary to ours, both in terms of physical qualities and market selection. Additionally, we look forward to Jim Connor joining our board after the deal closes. We pursued this acquisition primarily because the combination makes great sense from a long-term growth perspective for both companies, customers, and shareholders. Our focus on the customer and innovation has created a platform on which assets simply perform better.

Our M&A history clearly demonstrates our ability to integrate assets and people into our business and to unlock additional value in acquired portfolios. Gene will now give you details on the transaction, and then he'll turn it over to Tim to discuss the financials, and then we'll all answer your questions. Gene.

Gene Reilly
CIO, Prologis

Thanks, Hamid, and good morning, everyone. I'm going to cover the transaction overview quickly as you have the details and then describe our integration plan. Prologis will acquire Duke in a stock-for-stock transaction, implying a price of $26 billion based on Friday's close. The company's assets include an operating portfolio of 153 million sq ft in 19 U.S. markets, 11 million sq ft of development in progress in 11 markets, and over 1,200 acres of land with a build-out of approximately 21 million sq ft. We intend to hold roughly 94% of the operating portfolio and 100% of the land bank. We will complete and stabilize all of the development in progress with the intention of holding about 90% of those assets.

This portfolio is located in preferred submarkets of major U.S. markets, including Southern California, New Jersey, South Florida, Chicago, Dallas, and Atlanta. As Hamid said, Duke has done an impressive job over many years repositioning its business, and the company's history as one of the nation's best developers is now reflected in the quality of its assets and its locations. Our people know the portfolio and have long considered it top of class. The same can be said about the Duke team. This acquisition expands our connections, our existing connections that is, with 239 Duke customers and introduces us to 557 new relationships. That said, there will be no material change to our top 20 customer list. In the last 10 years, we've integrated several large real estate portfolios, as you know.

We outperformed our forecast each time, and our teams on the ground and corporate functions emerged stronger in each case. Like these transactions, we hope to retain a number of Duke's team to manage the portfolio assets and to serve in other currently open positions at Prologis. Our teams are very confident about onboarding customers, real estate, and personnel, having done this many times. They are today particularly excited to integrate our Essentials platform with this incredible portfolio and customer roster. We're highly confident that our Essentials offerings will get immediate traction with this portfolio. Of course, the entire combined portfolio will benefit from increased scale going forward.

We expect the Duke portfolio and people will provide enhanced market knowledge and relationships, local insights, and additional operating flexibility, all helping us to serve and collaborate with customers in a way that simply adds more value to their businesses than other landlords can provide. Finally, portfolio repositioning is not material as we are disposing of just over 6% of the assets and will exit one market. Having said that, the quality of these properties we'll be disposing is high, and we're in no hurry to get on with disposing of them. This integration effort is straightforward from our perspective, and our execution confidence is high. With that, I'll turn the call over to Tim to walk us through the financial details and expected value creation. Tim?

Tim Arndt
CFO, Prologis

Thanks, Gene. Our presentation lays out both the financial accretion we expect of this transaction, as well as some history on the performance we've achieved in past acquisitions. Our track record has been excellent in underwriting, integrating, and delivering accretion on these transactions, and we certainly expect the same with Duke. The year one accretion associated with the transaction is significant at approximately $340 million at the midpoint, made up of an estimated $60-$70 million of corporate and operating synergies, as well as $250-$300 million in lease and debt mark-to-market adjustments.

Acknowledging that these adjustments are not cash accretion on day one, we've spoken to many of you about the importance for us to deliver a transaction that is at least neutral to AFFO in the first year in order to provide a base for growth thereafter, which this deal does. On day two, we will immediately begin to deliver on the additional sources of accretion that extend beyond corporate and operational synergies. First is the opportunity to engage with over 550 new buildings and coincidentally, over 550 new customers in our Essentials business. Duke has identified candidate properties for solar that our growing energy team is well prepared to begin to engage with. We will also integrate the portfolio into our data platform, which will provide even better information for our operating teams to serve customers, minimize downtime, and increase overall property cash flow.

We believe in combination, these will add between $70 million and $90 million annually to earnings. We've also estimated cost of capital benefits, which over time should reduce interest expense by at least $5 million-$10 million per year. As these leverage neutral transactions tend to be viewed as credit enhancing, even lower borrowing costs would be reasonable to achieve over time. With a 100% stock transaction, there will be no significant funding requirements on day one. Our credit metrics will be virtually unchanged, and our USD asset base and equity exposure will both increase. Further, like Prologis, Duke has no meaningful debt maturities until 2026, keeping interest rate exposure limited and preserving incredible flexibility for how and when we refinance debt.

This includes the potential to utilize more foreign debt where we have equity to repatriate as Duke debt maturities provide a use of proceeds for such raises. Not included in these core earnings is also our plan to deliver on the value creation embedded in Duke's land bank, which given our platform, team, and customer relationships, will drive NAV accretion and help our customers as they continue to build out their supply chains. We estimate that we will deliver an additional $300 million per year of value creation by expanding our development efforts. In closing, we feel great about this transaction and that we found our way to a deal that is compelling for all shareholders, creating an exciting path forward for the new company. With that, I'd like to turn the call over to the operator for your questions.

Although I know we have a few analysts who are restricted and unable to participate this morning. Operator?

Operator

At this time, I would like to remind everyone, in order to ask a question, please press star, then the number one on your telephone keypad. We'll pause for just a moment to compile the Q&A roster. Your first question comes from Tom Catherwood with BTIG.

Tom Catherwood
Managing Director and REIT Analyst, BTIG

Excellent. Thank you. Good morning, everyone. I guess coming on the heels of Nareit, where the general sentiment was that fundamentals, especially for industrial, are robust, but that the economy, market, and consumer definitely are facing uncertainty and challenges. When we think of this transaction, and Tim and Gene, I get the immediate accretion you laid out, get the synergies, but does the transaction create a growth profile for the combined entity that's higher than Prologis or Duke could achieve individually? If so, I get that that's maybe a day two or a year two benefit, but is there some of that that you can capture earlier on in the process that can make this more cash flow accretive earlier?

Tim Arndt
CFO, Prologis

Hey, Tom. This is Tim. I'll start. I think so, absolutely. You know, basically, we have the ability to take Duke assets, and as we've said, put them into a platform that just has many more avenues to add revenues. We've gone through that in the Essentials business, those examples, but also even Strategic Capital we've talked about. This gives us the ability. Maybe not on day one, but to put an increasing amount of our U.S. development properties into USLF, for example, over time, adding base fees and promote opportunities. I think more importantly, and maybe this gets to the heart of your question, what can occur is then I would expect to see an expansion in margin in all these business. An expansion of that margin in Essentials and Strategic Capital beyond even what we have simply at the corporate level.

You know, we highlight in the presentation that we'll see our G&A to AUM decline from 35 basis point- 29 basis points. Across the entire P&L, we'll see that expansion, and that will grow as the years go on.

Hamid Moghadam
Chairman and CEO, Prologis

Yeah. The only thing I would add to that is that, you know, our growth profile in the U.S. on a standalone basis is slightly higher than Duke's because of the market allocation. Between Europe and Japan, if you blend those in, the profile for growth on the NOI basis is almost identical. I mean, it's within a couple of basis points. You get the top line benefit on almost a neutral basis. Then all the things below the line, we're getting quite a bit of operating leverage out of the portfolio, both from a G&A standpoint, obviously, which is a source of immediate accretion, and then more importantly, all the other things that we can do to the portfolio.

I mean, one thing you guys may not be totally aware of is all the out-of-platform opportunities that customers approach us with. So for example, if we're doing solar or LED or some other aspect of operational essentials for the customers, they are so happy with that that they usually ask us to do that in other buildings that they lease with other people. We've actually had a couple of instances of that happening with the Duke portfolio in the past. Certainly, this way we're gonna really get after it. You know, tough to predict all those things exactly what they're gonna be. But I think we've done. We've been to this rodeo a couple of times and come out of it in a very strong way.

Tim Arndt
CFO, Prologis

Erica?

Hamid Moghadam
Chairman and CEO, Prologis

Next question please.

Operator

Your next question comes from the line of Caitlin Burrows with Goldman Sachs.

Caitlin Burrows
Analyst, Goldman Sachs

Hi, good morning. I had a more transactional or factual question, but just if you look on page 8, that shows the $340 million midpoint that you guys referenced. Then on page 9, it shows the combined share count of 950 million. If you divide 340 million by 950, you get to, like, $0.36 rather than the $0.20-$0.25 that you mentioned. I was just wondering how you get to that $0.20-$0.25.

Tim Arndt
CFO, Prologis

Yeah, Caitlin, this is Tim. That's gonna be everything else that goes on with this kind of combination. That's gonna reflect the absorption of the premium itself. That's offset the other direction by a little bit higher FFO yield in the Duke portfolio itself. There's a number of things that go on beyond just this accretion and the share count change that'll get you into the $0.20-$0.25.

Operator

Your next question comes from the line of Ki Bin Kim with Truist.

Ki Bin Kim
Director of Equity Research, Truist

Thanks, Tim. Good morning out there. Hamid Moghadam, can you just talk about how the process has evolved? Obviously, when you guys started it was late last year. While industrial fundamentals have been pretty great, obviously, it's a different macro environment. As the process has evolved and as the market has evolved, can you just talk about the plus and takes and what ultimately led you to increase those premiums by 2% exchange ratio?

Hamid Moghadam
Chairman and CEO, Prologis

Well, you know, as we have indicated, you know, we were trying to get engagement. Obviously, this is not a new idea for us. We've been probably thinking about it for three or four years and really started getting into active dialogue. You'll read more about this in the merger documents, obviously. We got really into it in the proxy towards the end of last year and you know, never got a counter, never got any kind of feedback, and we finally did, and we were able to engage, you know, actively and obviously was a negotiation.

We gave pretty close to our best offer right off the bat, and we moved a bit as a part of the negotiation and the back and forth that we went together. With respect to the macro environment, I'm not sure what that has anything to do with any of this, because frankly, our balance sheet remains exactly the same. We would be a stronger company together with Duke. Our customer traction, our financial metrics, our growth profile, I mean, there is nothing about this transaction that is a negative. In whatever macro environment, good or bad that we have, the new company will perform even better than the old company. I honestly don't think a lot about the macro environment in this regard.

You know, I guarantee you our company is not worth, you know, whatever, a third or 40% less than it was a couple of months ago. It may have been worth too much at that time. I have no idea. You guys decide what stock prices are. We just operate our business, and I think together we can operate a better business than we would have otherwise.

Operator

Your next question comes from Steve Sakwa with Evercore ISI.

Steve Sakwa
Senior Managing Director, Evercore ISI

Thanks. Good morning. It sounds like, you know, you're gonna keep the vast majority of the Duke portfolio. I think you said maybe 6% of the assets will be for sale at some point. You know, maybe talk about using funds and bringing in joint venture partners to either take some of the assets or, you know, do you plan to keep the vast majority of the Duke assets on your balance sheet or contribute these at some point to, you know, increase the Strategic Capital percentage and maybe try and boost your return on invested capital?

Hamid Moghadam
Chairman and CEO, Prologis

Yeah. Steve, that's a good question. The fact of the matter is that, you know, unlike the old days, we don't have a must-put, must-pay kind of arrangement with our funds, because we think it's better governance not to have it that way. Our practice has been to offer pretty much everything that comes off the development pipeline to our funds. We expect to do certainly the same with the assets coming off the development pipeline of Duke. The two companies together will have a much bigger development pipeline, which in turn means more things going into the funds than they would have otherwise in the past. That's, at minimum, what we'll do.

With respect to the 6% that we're slating for sale, look, we're perfectly happy keeping those for some period of time. In fact, you know, we ended up keeping some of the Liberty assets longer, and as a result, ended up selling them for almost 40%-50% more than we would have if we had rushed into this like everybody was pushing us to. I mean, we've sold about $18 billion of assets over the last 10 years. I think we can extract the best value out of those assets when the time comes up. Pretty confident with that. Certainly the private capital business will benefit from this portfolio as well.

Operator

Your next question comes from the line of Michael Goldsmith with UBS.

Michael Goldsmith
Analyst, UBS

Good morning. Thanks a lot for taking my question. You guys have a large acquisition budget, a large development pipeline now. You've done several large deals over the last few years. Should we think about this large transaction as a component of your earnings algorithm going forward? And then on the same lines, like, you know, is this kind of a reflection of how difficult it is to gain scale in some of these higher barrier to entry markets, and just acquiring portfolios is the best and cleanest way to do so? Thank you.

Hamid Moghadam
Chairman and CEO, Prologis

Thanks. Michael, we do not ever have an acquisition budget. In fact, every year that we give guidance on acquisitions, I remind people that our acquisition guidance really, really is zero to no $26 billion, and we've exceeded it on both ends. We don't have a budget for acquiring. We only acquire things if we think we can create value with them. And scale has never been an objective. The scale has been the result and the outcome of doing a good job with customers and operating the portfolio efficiently and adding services and all kinds of other things that the customers need. I think the cause and effect goes the other way.

We look at helping our customers, really investing in quality locations and assets, and that at times may result in scale that comes through M&A or organic type acquisitions. It's never ever an objective to get bigger. I think one of our prior companies had that strategy, and it didn't work so well.

Operator

Your next question comes from the line of James Feldman with Bank of America.

James Feldman
Analyst, Bank of America

Great, thank you. Can you talk about your combined exposure to Amazon, potential Amazon subleases? And I guess just bigger picture, if you look at some of the combined markets, are there any that concern you on whether, you know, too much supply possibly coming online or maybe more exposure to some of the negative things we've been reading about in the press?

Hamid Moghadam
Chairman and CEO, Prologis

This Amazon thing honestly has gotten so much misinformation and misplay, and so much value is moved around as a result of one statement that we felt almost compelled to put out a research paper two weeks ago that reminded everybody of everything that we said publicly about Amazon and e-commerce generally in the last 2-3 years. Nothing in anything that they've said was something new if people weren't paying attention to what we were talking about. I'm not at all concerned about Amazon because I know that e-commerce is a big driver. It's not the only driver, but it's a big driver. If anything, it's getting broader today than it was a couple of years ago.

Yes, Amazon may be having a lower share of that, but certainly the overall market is broader than it would've been. With respect to the exact number of Amazon exposure, Duke had a slightly higher exposure to Amazon than we did. They had brought it down through their joint venture with CBREI. The exposure, I think in the long term is gonna be around 5%. Is that, Tim, do you have the exact number in front of you? About 5%, as opposed to 4% and change where we are today. That number will bounce around. You know, but our strategy is always the same. This is kind of important. We do a lot of business with a lot of different customers, including Amazon. We do, because we want to serve our needs.

We don't have to keep those assets, every asset that we develop for these customers and have not. Over time, we've sold a fair amount of our Amazon assets and other assets that we develop with customers that are either special purpose or in some way, not assets that we'd be comfortable re-leasing, either because of location or configuration or whatever. The strategy remains the same, and we'll do the same thing going forward with Amazon and other customer assets that we develop for them.

Operator

Your next question comes from the line of Anthony Powell with Barclays.

Anthony Powell
Analyst, Barclays

Hi, good morning. I guess question on development. I think the combined guidance for this year is $6.4 billion when you take your guidance and Duke's. Is that a level you're comfortable with over the next few years? I know fundamentals remain strong, but given all the macro uncertainty, are you comfortable with over $6 billion of annual combined development on an ongoing basis the next couple of years?

Hamid Moghadam
Chairman and CEO, Prologis

Don't know. Ask us in a couple of years. I mean, every one of these decisions is made bottoms up, and obviously the ones that we've made decisions about and Duke has made decisions about and are in the hopper will continue, and a lot of them have been partially leased or fully leased. So that will go on. With respect to what our long-term acquisition or development program will be, it's just the same answer as acquisitions. We'll build them where we think we can make money, and there's no urgency to build anything just for the sake of meeting a stated objective. I don't know what it will be. It depends on how the market evolves. But we're totally comfortable with that being a lot lower.

You know, in fact, while I'm on that topic, let me just add something to it. I think external growth is the lowest quality growth that you can have in a company. I think the real growth is organic growth, which is gonna come from the mark to market of the two portfolios and leverage on the G&A and all the things you can add on for your customers. I think external growth, development is better than acquisition for sure, because you're actually creating a market in doing that, which is good. So I would say in terms of quality of growth, I would say organic, number one by far, the growth through development and value creation, probably a distant number two. Growth through just pure on the market, you know, acquisition, probably the third component.

I would say actually the miscellaneous businesses, the Essentials business, the private capital business, you know, solar energy, all this other stuff. I would put those businesses right after organic growth or maybe on par with organic growth because those are consistent, they grow over the years and they're recurring. I think quality of earnings is often an issue that's overlooked.

Anthony Powell
Analyst, Barclays

Thank you.

Operator

Your next question comes from the line of Richard Anderson with SMBC.

Richard Anderson
Analyst, SMBC

Thanks. Good morning. Just perhaps getting this question on the record. Are you butting up against any antitrust issues becoming part of the conversation, perhaps not with Duke here, but maybe, you know, the next elephant hunting event in your future, or are we just not even near that at this point? Thanks.

Hamid Moghadam
Chairman and CEO, Prologis

Well, I don't know much about antitrust, but I think on a good day, we own less than 10% of the relevant market. This is a highly fragmented industry. You know, let's just keep in mind that we have customers that have scales that are, you know, 20 times our scale or something, and there seems to be no issue there with respect to antitrust kinds of things. I know there are lots of theories about whether antitrust is antitrust when it serves customers and it lowers costs and all the latest theories on anti-antitrust. You know, we're obviously familiar with those. I think we're so far from where we have any kind of market concentration that I don't think so, but who knows?

Operator

Your next question comes from the line of Michael Carroll with RBC Capital Markets.

Michael Carroll
Real Estate Analyst, RBC Capital Markets

Yeah, thanks. Now, I know that Prologis has long highlighted the benefit of asset clusters. Can you describe how the addition of the Duke portfolio expands your existing clusters? Does Duke, the standalone entity, I mean, how many clusters did they have within that portfolio?

Hamid Moghadam
Chairman and CEO, Prologis

Well, depends. I mean, if you go to the submarket level, and market level, obviously one of the reasons we like the business is that the markets are overlapping, because other than Minneapolis, we pretty much are all in the same markets. Everybody's in pretty much the same markets because the customers are in all in the same markets, and the demand is all in the same market. Eventually people have figured that out, and pretty much every company has focused on those quick and key markets. Each one of those markets has maybe three or four submarkets. You would expect that we would all be operating within the same submarkets more or less.

There's a fair amount of those in the Duke portfolio. There's a lot of assets that are not part of the Duke portfolio and not part of the Prologis portfolio that are also in those markets. Just like I said before, our concentration is less than 10% in many markets. I mean, I don't think there's a market in which we're more than teens, if you look at us in terms of the total market position. Whatever you wanna call it, clustering or sub-market focus and all that, it happens naturally. I mean, there's nothing unusual about this portfolio or any other portfolio that we've acquired. Our land bank happens to be in the same markets too. When we develop assets, it's gonna end up being in the same markets.

That's more in a function of what are attractive markets than any kind of attempt to cluster or something.

Operator

Your next question comes from Nick Yulico with Scotiabank.

Nick Yulico
Managing Director, Scotiabank

Thanks. Good morning. I just had a question about, you know, the valuation of the transaction. You know, realizing that you're using your stock, so you're viewing this as a, you know, relative opportunity. But if we look at it, you know, based on the offer price for Friday's close, you know, just looking at first year NOI Duke, no synergies, applied to that. Looks like it's right around a 4% cap rate. I guess I'm just wondering, you know, what your view is on that versus where private market cap rates may have trended. Obviously, there's a lot of uncertainty right now in the debt markets, but perhaps you could just touch on, you know, sort of valuation of the transaction versus where you think industrial real estate may have repriced in the private market. Thanks.

Hamid Moghadam
Chairman and CEO, Prologis

Yeah. I don't think there's been a sufficient time that's passed in terms of having a real evidence of cap rates in the so-called new environment. Of course, the new environment sort of changes every day depending on what happens to Treasuries and the like. The short answer is, I don't know where the private market is today. I can tell you one thing, that these assets are significantly below replacement cost. Because the very things that are driving up interest rates and therefore having an adverse effect on valuations and cap rates are driving up replacement costs. In fact, I would venture a guess that based on our experience, replacement cost is going up faster in the last year or two than ever in my career, and I've been doing this for forty years.

I think the next marginal building will come online only when the developer presumably can make profit out of it, and that requires higher rents. If those rents don't materialize, then presumably rational people will not be building those buildings. With so much institutional capital in the business that's very well informed, I don't think those institutional investors will be allocating capital to developing projects that don't pencil. We're dealing with a market that's 4% vacant, and rents are accelerating continue to accelerate. I can tell you that on the rental side of the market, putting cap rates aside, we've really seen no letup in demand and trajectory of rents in most markets.

Now, maybe that will come later, but we haven't seen it yet because it's such a tight market, and it's so difficult to bring on supply, and it's so expensive to do that. We think existing assets at a significant discount to replacement costs are really good places to have our capital invested, particularly assets of this scale.

Operator

Your next question comes from the line of John Kim with BMO Capital Markets.

John Kim
Analyst, BMO Capital Markets

Thank you. Good morning. A question on Essentials. Is the $70 million-$90 million of incremental income that you expect a revenue or EBITDA figure? Because I know in the past you've talked about it in terms of revenue. Will the costs associated to build out be capitalized or expensed?

Tim Arndt
CFO, Prologis

You know what? Excuse me. This is Tim. Why don't I start, and then Gene and Hamid may pile on. Within the $70-$90 million, about $40-$50 million of that would be our estimate in about four or five years on what the essentials bottom line to your question would be. That's about it. That's an FFO addition. That's similar and in proportion to the $300 million that we've thrown out on our existing portfolio.

Hamid Moghadam
Chairman and CEO, Prologis

Yeah. I don't have a whole lot to add than to say, look, there's nothing that's different about the Duke portfolio, their own portfolio with respect to Essentials opportunities. Once we really roll up our sleeves and look at it from an asset-by-asset point of view, we'll have a more accurate assessment of what that opportunity is. I would think it would be at least as much as the existing Prologis portfolio because those opportunities have not yet been capitalized on. There's more low-hanging fruit there, I would think.

Operator

Your next question comes from the line of Blaine Heck with Wells Fargo.

Blaine Heck
Executive Director, Wells Fargo

Thanks. Good morning. Tim, I was hoping you could just break out some of the major components of the $250 million-$300 million of lease and debt fair value adjustments detailed in your presentation.

Tim Arndt
CFO, Prologis

Yeah, Blaine. It's substantially the lease mark-to-market. In fact, what's going on within that number is, on the debt side, it's an unfavorable adjustment because of the level of interest rates these days. The lease component is over $300 million, and then it's brought into a lower number from the debt side. I think I'll take this opportunity to pile on. That would include nothing that we might do within the capital markets, in actuality. Meaning if we find a way to refinance any of Duke's debt, none of it is maturing until 2026. But the nature of the high coupons and the favorable make-whole premiums, I'm confident that we will find some opportunities to execute on some refinancings. As mentioned in my script, we can probably tap some foreign markets for that. We'll have equity sitting in Europe and Japan.

That's always building, frankly, we're always creating value in those jurisdictions. The equity repatriation game is a constant, and it gives us a new use of proceeds if we raise such debt and bring it back, we can point it at some of those Duke maturities. We may turn this number further upwards on an FFO basis and also crystallize some of that on an AFFO basis.

Operator

Your next question, your final question comes from Ki Bin Kim with Truist.

Ki Bin Kim
Director of Equity Research, Truist

Thanks for taking my question. Just a quick question on the synergy, $300 million in development value creation annual assumption. I'm assuming that means above and beyond what Duke is already creating. Can you just talk about how you expect to extract that $300 million of additional value?

Gene Reilly
CIO, Prologis

Yeah. Ki Bin Kim, this is Gene Reilly. I'll explain what we're doing. Basically, we're gonna take Duke's current volumes and simply carry them forward. They've got $1.6 billion roughly in process right now. As I said earlier, we're gonna hold on 90% of that. Going forward, we will simply maintain the pace that they're at and apply a you know theoretical 20% margin, that's your $300 million.

Hamid Moghadam
Chairman and CEO, Prologis

Yeah. By the way, those volumes may not, as I mentioned earlier, be the right volumes for the market environment next year or the year after. I mean, they will be whatever they will be. The margins have been lower than certainly what the margins have been of late. I think it's gonna be a while before we glide down to 20% margins, because rents continue to go up. While construction costs and land costs are going up, the margins have for the last four or five years been wider than what we considered normal maybe even five years ago. I think we'll do better on margins. The volumes will depend on the market.

Operator

At this time, I'll turn the call back over to the presenters for any closing remarks.

Hamid Moghadam
Chairman and CEO, Prologis

Yeah. Thank you. Thank you so much for your interest. I know this was short notice, and obviously, we'll be talking to many of you and your investor clients over the next couple of days. We feel really good about this one. We've felt good about all of them, but we especially feel good about this one. I'm particularly optimistic that in this environment where people are really having a hard time figuring out what's going on and what's happening to the world, that this gives us a good body of work to create value on over the next couple of years. We're excited about that and look forward to talking to you. Take care.

Operator

Thank you for participating. You may disconnect at this time.

Powered by