Prologis (PLD) risk factors, FY2025 10-K

Risks Related to our Global Operations

1. 01As a global company, we are subject to social, geopolitical and economic risks associated with conducting business in many countries and our results of operations and financial condition may be materially and adversely affected
2. 02In addition, we may be impacted by the ability of our non-U.S. subsidiaries to dividend or otherwise transfer cash among our subsidiaries due to currency exchange control regulations, transfer pricing regulations and potentially adverse tax consequences, among other factors
3. 03our workforce, including our executives, may become ill or have difficulty working remotely, caring for our properties and/or customers creating inefficiencies, delays or disruptions in our business
4. 04Compliance or failure to comply with regulatory requirements could result in substantial costs
5. 05Disruptions in the global capital and credit markets may adversely affect our operating results and financial condition
6. 06The depreciation in the value of the foreign currency in countries where we have a significant investment may adversely affect our results of operations and financial position27% rewritten
7. 07Our hedging of foreign currency and interest rate risk may not effectively limit our exposure to these risks

Risks Related to our Business

1. 08General economic conditions and other events or occurrences that affect areas in which our properties are geographically concentrated may impact financial results
2. 09We are exposed to the economic conditions and other events and occurrences in the local, regional, national and international geographies in which we own properties. Our operating performance is further impacted by the economic conditions of the specific markets in which we have concentrations of properties
3. 10Real estate investments are not as liquid as certain other types of assets, which may reduce economic returns to investors37% rewritten
4. 11access to debt and equity capital, in the private and public markets, in order to acquire properties from us. Should they have limited or no access to capital on favorable terms, then dispositions and contributions could be delayedNew
5. 12Our investments are concentrated in the logistics sector and our business would be adversely affected by an economic downturn in that sector
6. 13Investments in real estate properties are subject to risks that could adversely affect our business
7. 14Our customers may be unable to meet their lease obligations or we may be unable to lease vacant space, renew leases or re-lease space on favorable terms as leases expire
8. 15We may acquire properties and companies that involve risks that could adversely affect our business and financial condition
9. 16Our real estate development and redevelopment strategies may not be successful28% rewritten
10. 17We are subject to risks and liabilities in connection with forming and attracting third-party investment in co-investment ventures, investing in new or existing co-investment ventures, and managing properties through co-investment ventures
11. 18disputes between us and our partners may result in litigation or arbitration that would increase our expenses and prevent our officers and directors from focusing their time and effort on our business and result in subjecting the properties owned by the applicable co-investment venture to additional risk
12. 19We are exposed to various environmental risks, which may result in unanticipated losses that could affect our business and financial condition51% rewritten
13. 20may allow third parties to seek recovery from owners or operators for personal injury associated with exposure to asbestos. Some of our properties are known to contain asbestos-containing building materialsNew
14. 21We are exposed to the impacts of climate change and could be required to comply with new or stricter regulations, which may result in unanticipated losses that could affect our business and financial condition
15. 22Our business and operations could suffer in the event of system failures, cybersecurity attacks or risks associated with AI
16. 23Our insurance coverage does not cover all potential losses
17. 24Our business could be adversely impacted if we have deficiencies in our disclosure controls and procedures or internal control over financial reporting
18. 25Risks associated with our dependence on key personnel

Risks Related to Financing and Capital

1. 26In order to meet REIT distribution requirements we may need access to external sources of capital
2. 27Covenants in our credit agreements could limit our flexibility and breaches of these covenants could adversely affect our financial condition
3. 28At December 31, 2025, our credit ratings were A from Standard and Poor's and A2 from Moody's, both with stable outlooks. A securities rating is not a recommendation to buy, sell or hold securities and may be revised or withdrawn at any time by the issuing agency
4. 29We may be unable to refinance our debt or our cash flow may be insufficient to make required debt payments
5. 30Our stockholders may experience dilution if we issue additional common stock or units in the OP

Risks Related to Income Tax

1. 31The failure of Prologis, Inc. to qualify as a REIT would have serious adverse consequences
2. 32Certain property transfers may generate prohibited transaction income, resulting in a penalty tax on gain attributable to the transaction
3. 33Legislative or regulatory action could adversely affect us
4. 34Complying with REIT requirements may limit our flexibility or cause us to forego otherwise attractive opportunities