Americold Realty Trust Announces Underwriters’ Exercise of Option to Purchase Additional Shares Through Forward Sale Agreements - Seite 2

If a forward purchaser or its affiliate does not sell all the common shares to be sold by it to the underwriters in connection with the underwriters’ option to purchase additional common shares, the Company will issue and sell directly to the underwriters a number of common shares equal to the number of common shares that such forward purchaser (or its affiliate) does not sell, and the number of common shares underlying the relevant forward sale agreement will be decreased in respect of the number of common shares that the Company issues and sells.

The Company will not initially receive any proceeds from the sale of its common shares by the forward purchasers. The Company expects to use the net proceeds, if any, it receives upon the settlement of the forward agreements (and from the sale of common shares that it may sell to the underwriters in lieu of the forward purchasers (or their respective affiliates) selling common shares to the underwriters), together with proceeds from its debt private placement (if completed), the issuance of 14,166,667 common shares in a private placement with the sellers in connection with the Agro Merchants Acquisition (as defined below) and, if necessary, cash on hand, to fund the previously announced acquisition of certain subsidiaries of Agro Merchants Group that collectively operate the business of Agro Merchants Group (the “Agro Merchants Acquisition”). Any remaining proceeds are expected to be used for the funding of other development, expansion and acquisition opportunities. In the event the Agro Merchants Acquisition is not completed, the Company intends to use the net proceeds it receives for general business purposes, including repayment of outstanding indebtedness and the funding of other development, expansion and acquisition opportunities.

The offering of the common shares was made pursuant to an effective shelf registration statement. The offering was made only by means of a prospectus and a related prospectus supplement, a copy of which may be obtained from:

Citigroup Global Markets Inc.,
c/o Broadridge Financial Solutions,
1155 Long Island Avenue,
Edgewood, NY 11717
(Tel: [phone] or email
to: [e-mail]);

BofA Securities
NC1-004-03-43
200 North College Street, 3rd Floor
Charlotte, NC 28255-0001
Attn: Prospectus Department
Email: [e-mail]

Goldman Sachs & Co. LLC
Attn: Prospectus Department
200 West Street
New York, NY 10282
Telephone: [phone]
Facsimile: 212-902-9316
Email: [e-mail]