FIBRA Prologis Announces Tender Offer for up to 100% of FIBRA Macquarie’s CBFIs

MEXICO CITY, April 7, 2026-- FIBRA Prologis (BMV: FIBRAPL 14) announces that it has launched a tender offer and exchange transaction for up to 100% of the outstanding certificados bursátiles fiduciarios inmobiliarios (“CBFIs”) issued by FIBRA Macquarie with ticker symbol “FIBRAMQ12” at a fixed exchange ratio of 0.525 FIBRA Prologis CBFIs for each FIBRA Macquarie CBFI, or an amount in cash equal to MXN$44.00 per FIBRA Macquarie CBFI, up to a maximum total cash amount of MXN$10,524,510,440 (the “Offer”), which is equal to 30% of all outstanding FIBRA Macquarie CBFIs as of April 1, 2026, and which offers the holders of the CBFIs issued by FIBRA Macquarie a premium to the 60-day volume-weighted average price as of February 24, 2026 close of approximately 21.2%. Although the Offer is subject in all respects to the terms and conditions set forth in the tender offer prospectus, on February 26, 2026, FIBRA Prologis received authorization from the Mexican National Anti-Trust Commission (Comisión Nacional Antimonopolio) to conduct the Offer. Such authorization is effective for a period of 6 months and may be extended for an additional 6-month period if necessary.

In connection with the Offer, FIBRA Prologis and its manager, Prologis Property México, S.A. de C.V. (the “Prologis Manager”), are aware of the termination and removal provisions contained in the FIBRA Macquarie management agreement (the “FIBRA Macquarie Management Agreement”) and that any resulting payment would represent a significant cost to investors. In order to avoid this, Prologis Manager and FIBRA Prologis entered into a binding Transaction and Covenant Agreement (the “TCA”) with Macquarie Asset Management México, S.A. de C.V. (“Macquarie”), under which Macquarie agreed to transfer to Prologis Manager all of its rights and obligations under the FIBRA Macquarie Management Agreement, subject to, among other customary conditions, the acquisition in a tender offer by FIBRA Prologis of at least a majority of the outstanding CBFIs of FIBRA Macquarie not held by Macquarie, in exchange for a consideration to be paid by Prologis Manager (and not by FIBRA Macquarie, FIBRA Prologis or, indirectly, their investors, which would be the case in a relevant termination and removal scenario under the FIBRA Macquarie Management Agreement).

In addition, pursuant to the TCA and in connection with the sale of the management rights, an affiliate of Macquarie that holds FIBRA Macquarie CBFIs has agreed, subject to certain conditions to tender its CBFIs in FIBRA Macquarie to FIBRA Prologis at the tender offer price. In furtherance thereof, FIBRA Prologis and such affiliate of Macquarie have entered into a Mexican trust agreement (the “Settlement Trust”) as a mechanism for such Macquarie affiliate to participate in the Offer. As of the date hereof, such affiliate of Macquarie has transferred its FIBRA Macquarie CBFIs to the trustee under the Settlement Trust in preparation for its participation in the Offer, pursuant to the TCA.

Once the assignment of rights and obligations under the TCA becomes effective, FIBRA Prologis intends to reduce expenses for the combined vehicle by introducing an additional tier in the asset management fee structure and waive any performance fee payable under the FIBRA Macquarie Management Agreement. This new tier would reduce the current 50 basis point fee on assets under management exceeding $10 billion by 20% to 40 basis points.

MERITS OF THE TRANSACTION

FIBRA Prologis remains confident that the combined portfolios will be the best positioned to benefit from the logistics needs of the growing consumption base within Mexico. FIBRA Prologis believes that its management team, which has more than 10 years of experience operating a publicly traded company in Mexico with proven returns to stakeholders since IPO, is best positioned to deliver this value to its investors. In the FIBRA sector, FIBRA Prologis has delivered total holder returns of 467.6% since its June 2014 initial public offering, which is 1.46x and 3.76x higher than the S&P 500 and BMV, respectively, and over the last five and ten years, total holder returns that exceed those of listed FIBRAs and relevant global indexes[1].

As the table below highlights, the implied value of our offer as measured over a variety of recent time periods represents upside above and beyond last trade[2]. This upside only further reinforces the merits of our proposed combination and for investors to maintain their exposure to both our sector and, more importantly, our platform.

The Exchange CBFIs have not been, nor will be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state of the United States and may not be offered or sold in the United States absent registration or pursuant to an applicable exemption from the registration requirements under the Securities Act and any applicable state securities laws.

No assurances can be made that FIBRA Prologis will extend the Offer period beyond the Offer Expiration Date, which is May 5, 2026, unless it is legally required to do so, or that FIBRA Prologis will conduct any subsequent tender offers on terms as favorable as the current Offer once it has expired. Furthermore, it should be noted that residual or stub FIBRA Macquarie CBFI holders left behind will likely be unable to participate in another tender offer from any third party beyond FIBRA Prologis or its affiliates upon the successful closing of the Offer. FIBRA Prologis also cautions investors of the limited liquidity that may persist in FIBRA Macquarie’s CBFIs after the Expiration Date, assuming the success of its Offer.

PROFILE OF FIBRA PROLOGIS

FIBRA Prologis is a leading owner and operator of Class-A industrial real estate in Mexico. As of December 31, 2025, the company’s portfolio comprised 518 Investment Properties, totaling 87.4 million square feet (8.1 million square meters). This includes 350 logistics and manufacturing facilities across 6 industrial core markets in Mexico, comprising 65.9 million square feet (6.1 million square meters) of Gross Leasing Area (GLA) and 168 buildings with 21.5 million square feet (1.9 million square meters) of non-strategic assets in other markets.

FORWARD-LOOKING STATEMENTS

The statements in this release that are not historical facts are forward-looking statements. These forward-looking statements are based on current expectations, estimates and projections about the industry and markets in which Fibra Prologis operates, management's beliefs and assumptions made by management. Such statements involve uncertainties that could significantly impact Fibra Prologis financial results. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” 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 the Offer, including the timing and conditions relating to the Offer 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) national, international, regional and local economic climates, (ii) changes in 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, (v) maintenance of real estate investment trust (“FIBRA”) status and tax structuring, (vi) availability of financing and capital, the levels of debt that we maintain and our credit ratings, (vii) risks related to our investments (viii) environmental uncertainties, including risks of natural disasters, and (ix) those additional factors discussed in reports filed with the Mexican National Banking and Securities Commission (Comisión Nacional Bancaria y de Valores, the “CNBV”) and the Mexican Stock Exchange by FIBRA Prologis under the heading “Risk Factors.” FIBRA Prologis undertakes no duty to update any forward-looking statements appearing in this release. Neither the CNBV nor any other authority has approved or disapproved the content of the information of this release, or the accuracy, adequacy or truthfulness of the information contained herein.

INVESTOR RELATIONS CONTACT INFORMATION

Alexandra Violante, Tel: +52 55 1105 2955, aviolante@prologis.com

Released April 7, 2026