0001455863 2026-08-05 2026-08-05 0001455863 1 2026-08-05 2026-08-05 0001455863 2 2026-08-05 2026-08-05 0001455863 3 2026-08-05 2026-08-05 0001455863 4 2026-08-05 2026-08-05 0001455863 5 2026-08-05 2026-08-05 0001455863 6 2026-08-05 2026-08-05 0001455863 7 2026-08-05 2026-08-05 0001455863 8 2026-08-05 2026-08-05 0001455863 9 2026-08-05 2026-08-05 0001455863 10 2026-08-05 2026-08-05 iso4217:USD pure S-3 S-3ASR EX-FILING FEES 0001455863 AMERICOLD REALTY TRUST N/A N/A S-3 AMERICOLD REALTY TRUST false Equity Common Stock, $0.01 par value true 0.0001381 false Equity Preferred Stock, $0.01 par value true 0.0001381 false Equity Depositary Shares true 0.0001381 false Other Warrants true 0.0001381 false Other Guarantees of Debt Securities of Americold Realty Operating Partnership, L.P. true 0.0001381 0.00 false Debt Debt Securities of Americold Realty Operating Partnership, L.P. true 0.0001381 false Other Guarantees of Debt Securities of Americold Realty Operating Partnership, L.P. true 0.0001381 0.00 false Other Guarantees of Debt Securities of Americold Realty Operating Partnership, L.P. true 0.0001381 0.00 false Other Guarantees of Debt Securities of Americold Realty Operating Partnership, L.P. true 0.0001381 0.00 false Other Guarantees of Debt Securities of Americold Realty Operating Partnership, L.P. true 0.0001381 0.00 0.00 0.00 0.00 0.00 0.00 (a) Separate consideration may or may not be received for securities that are issuable on exercise, conversion, settlement or exchange of other securities. (b) In accordance with Rules 456(b) and 457(r) under the Securities Act of 1933, as amended (the "Securities Act"), Americold Realty Trust, Inc. ("Americold") is deferring payment of all of the registration fee. Registration fees will be paid subsequently on a "pay as you go" basis. Americold will calculate the registration fee applicable to an offer of securities pursuant to this Registration Statement based on the fee payment rate in effect on the date of such fee payment. (c) An indeterminate aggregate initial offering price and number or amount of the securities of the identified class is being registered as may from time to time be issued at indeterminate prices, including securities that may be issued upon exercise, conversion, settlement or exchange of, any securities offered hereunder. (d) Maximum Aggregate Offering Price exclusive of accrued interest and accumulated dividends, if any, as applicable. (a) Separate consideration may or may not be received for securities that are issuable on exercise, conversion, settlement or exchange of other securities. (b) In accordance with Rules 456(b) and 457(r) under the Securities Act, Americold is deferring payment of all of the registration fee. Registration fees will be paid subsequently on a "pay as you go" basis. Americold will calculate the registration fee applicable to an offer of securities pursuant to this Registration Statement based on the fee payment rate in effect on the date of such fee payment. (c) An indeterminate aggregate initial offering price and number or amount of the securities of the identified class is being registered as may from time to time be issued at indeterminate prices, including securities that may be issued upon exercise, conversion, settlement or exchange of, any securities offered hereunder. (d) Maximum Aggregate Offering Price exclusive of accrued interest and accumulated dividends, if any, as applicable. (a) Separate consideration may or may not be received for securities that are issuable on exercise, conversion, settlement or exchange of other securities. (b) In accordance with Rules 456(b) and 457(r) under the Securities Act, Americold is deferring payment of all of the registration fee. Registration fees will be paid subsequently on a "pay as you go" basis. Americold will calculate the registration fee applicable to an offer of securities pursuant to this Registration Statement based on the fee payment rate in effect on the date of such fee payment. (c) An indeterminate aggregate initial offering price and number or amount of the securities of the identified class is being registered as may from time to time be issued at indeterminate prices, including securities that may be issued upon exercise, conversion, settlement or exchange of, any securities offered hereunder. (d) Maximum Aggregate Offering Price exclusive of accrued interest and accumulated dividends, if any, as applicable. (a) Separate consideration may or may not be received for securities that are issuable on exercise, conversion, settlement or exchange of other securities. (b) In accordance with Rules 456(b) and 457(r) under the Securities Act, Americold is deferring payment of all of the registration fee. Registration fees will be paid subsequently on a "pay as you go" basis. Americold will calculate the registration fee applicable to an offer of securities pursuant to this Registration Statement based on the fee payment rate in effect on the date of such fee payment. (c) An indeterminate aggregate initial offering price and number or amount of the securities of the identified class is being registered as may from time to time be issued at indeterminate prices, including securities that may be issued upon exercise, conversion, settlement or exchange of, any securities offered hereunder. (d) Maximum Aggregate Offering Price exclusive of accrued interest and accumulated dividends, if any, as applicable. (a) An indeterminate aggregate initial offering price and number or amount of the securities of the identified class is being registered as may from time to time be issued at indeterminate prices, including securities that may be issued upon exercise, conversion, settlement or exchange of, any securities offered hereunder. (b) Americold, Americold Realty Operations, Inc., Americold Australian Holdings Pty Ltd, Icecap Properties NZ Limited and/or Nova Cold Logistics ULC may fully and unconditionally guarantee the payment of principal of and premium (if any) and interest on debt securities offered by Americold Realty Operating Partnership, L.P. (c) No separate consideration will be received for the guarantees. (d) Pursuant to Rule 457(n) under the Securities Act, no separate fee is payable with respect to the guarantees being registered hereby. (a) Separate consideration may or may not be received for securities that are issuable on exercise, conversion, settlement or exchange of other securities. (b) In accordance with Rules 456(b) and 457(r) under the Securities Act, Americold is deferring payment of all of the registration fee. Registration fees will be paid subsequently on a "pay as you go" basis. Americold will calculate the registration fee applicable to an offer of securities pursuant to this Registration Statement based on the fee payment rate in effect on the date of such fee payment. (c) An indeterminate aggregate initial offering price and number or amount of the securities of the identified class is being registered as may from time to time be issued at indeterminate prices, including securities that may be issued upon exercise, conversion, settlement or exchange of, any securities offered hereunder. (d) Maximum Aggregate Offering Price exclusive of accrued interest and accumulated dividends, if any, as applicable. (e) The debt securities may be issued by Americold Realty Operating Partnership, L.P. without guarantees or may be guaranteed by Americold, Americold Realty Operations, Inc., Americold Australian Holdings Pty Ltd, Icecap Properties NZ Limited and/or Nova Cold Logistics ULC. (a) An indeterminate aggregate initial offering price and number or amount of the securities of the identified class is being registered as may from time to time be issued at indeterminate prices, including securities that may be issued upon exercise, conversion, settlement or exchange of, any securities offered hereunder. (b) Americold, Americold Realty Operations, Inc., Americold Australian Holdings Pty Ltd, Icecap Properties NZ Limited and/or Nova Cold Logistics ULC may fully and unconditionally guarantee the payment of principal of and premium (if any) and interest on debt securities offered by Americold Realty Operating Partnership, L.P. (c) No separate consideration will be received for the guarantees. (d) Pursuant to Rule 457(n) under the Securities Act, no separate fee is payable with respect to the guarantees being registered hereby. (a) An indeterminate aggregate initial offering price and number or amount of the securities of the identified class is being registered as may from time to time be issued at indeterminate prices, including securities that may be issued upon exercise, conversion, settlement or exchange of, any securities offered hereunder. (b) Americold, Americold Realty Operations, Inc., Americold Australian Holdings Pty Ltd, Icecap Properties NZ Limited and/or Nova Cold Logistics ULC may fully and unconditionally guarantee the payment of principal of and premium (if any) and interest on debt securities offered by Americold Realty Operating Partnership, L.P. (c) No separate consideration will be received for the guarantees. (d) Pursuant to Rule 457(n) under the Securities Act, no separate fee is payable with respect to the guarantees being registered hereby. (a) An indeterminate aggregate initial offering price and number or amount of the securities of the identified class is being registered as may from time to time be issued at indeterminate prices, including securities that may be issued upon exercise, conversion, settlement or exchange of, any securities offered hereunder. (b) Americold, Americold Realty Operations, Inc., Americold Australian Holdings Pty Ltd, Icecap Properties NZ Limited and/or Nova Cold Logistics ULC may fully and unconditionally guarantee the payment of principal of and premium (if any) and interest on debt securities offered by Americold Realty Operating Partnership, L.P. (c) No separate consideration will be received for the guarantees. (d) Pursuant to Rule 457(n) under the Securities Act, no separate fee is payable with respect to the guarantees being registered hereby. (a) An indeterminate aggregate initial offering price and number or amount of the securities of the identified class is being registered as may from time to time be issued at indeterminate prices, including securities that may be issued upon exercise, conversion, settlement or exchange of, any securities offered hereunder. (b) Americold, Americold Realty Operations, Inc., Americold Australian Holdings Pty Ltd, Icecap Properties NZ Limited and/or Nova Cold Logistics ULC may fully and unconditionally guarantee the payment of principal of and premium (if any) and interest on debt securities offered by Americold Realty Operating Partnership, L.P. (c) No separate consideration will be received for the guarantees. (d) Pursuant to Rule 457(n) under the Securities Act, no separate fee is payable with respect to the guarantees being registered hereby.