AMERICOLD REALTY TRUST Reports Material Event

Americold Realty Trust, Inc. entered into a Second Amendment to its existing Credit Agreement, adding a new $250 million unsecured delayed draw term loan facility.

Accepted by SEC EDGAR 12/22/2025 - 04:05 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Americold Realty Trust, Inc. entered into a Second Amendment to its existing Credit Agreement, adding a new $250 million unsecured delayed draw term loan facility. This 2025 Delayed Draw Facility is expected to be used to repay approximately $200 million of the Operating Partnership’s 4.68% senior unsecured notes due January 8, 2026, with the remainder available for general corporate purposes. The amendment is with Bank of America, N.A. as administrative agent and a syndicate of lenders, and represents a refinancing and liquidity-focused financing action rather than a change in the core business.

Insights

Real estate and credit facilities analyst

Americold adds a $250M delayed draw loan mainly to refinance 2026 notes.

Americold Realty Trust, Inc. and its Operating Partnership amended their existing Credit Agreement to introduce a new $250 million unsecured delayed draw term loan. The facility is described as the 2025 Delayed Draw Facility and sits under the established structure with Bank of America, N.A. as administrative agent and a group of lenders.

The company expects to use this facility to repay approximately $200 million of 4.68% senior unsecured notes maturing on January 8, 2026, with any remaining capacity for general corporate purposes. This shifts part of the debt stack from fixed notes to a bank term loan while maintaining unsecured status, which keeps flexibility relative to secured borrowing.

From an investment standpoint, this looks like balance sheet management rather than a strategic shift. The key practical element disclosed is that the amendment provides a committed source of funds to address the upcoming note maturity, while also preserving some incremental liquidity for broader corporate needs.

8-K Event Classification

3 items: 1.01, 2.03, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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AMERICOLD REALTY TRUST false 0001455863 0001455863 2025-12-19 2025-12-19

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 19, 2025

AMERICOLD REALTY TRUST, INC.

(Exact name of registrant as specified in its charter)

Maryland		001-34723		93-0295215
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

10 Glenlake Parkway, South Tower, Suite 600

Atlanta, Georgia 30328

(Address of principal executive offices, including zip code)

(678) 441-1400

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.01 par value per share		COLD		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 - Entry into a Material Definitive Agreement

On December 19, 2025, Americold Realty Trust, Inc. (the “Company”) and its subsidiary, Americold Realty Operating Partnership, L.P. (the “Operating Partnership”), and certain of the Operating Partnership’s subsidiaries entered into that certain Second Amendment (the “Second Amendment”) to that certain Credit Agreement, dated as of August 23, 2022 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”), with Bank of America, N.A., as administrative agent (the “Administrative Agent”) and certain lenders and letter of credit issuers from time to time parties thereto.

The Second Amendment provided for a new $250 million U.S. dollar unsecured delayed draw term loan facility (the “2025 Delayed Draw Facility”). The 2025 Delayed Draw Facility is expected to be used to repay approximately $200 million of the Operating Partnership’s 4.68% senior unsecured notes which are due January 8, 2026, and for general corporate purposes.

The above summary of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Amendment, a copy of which is included herewith as Exhibit 10.1 and is incorporated herein by reference.

Item 2.03 - Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information included in Item 1.01 is incorporated herein by reference.

Item 9.01 - Exhibits.

(d) Exhibits

The following exhibits are being furnished as part of this report:

Exhibit No.		Description
10.1		Second Amendment to Credit Agreement
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: December 22, 2025

AMERICOLD REALTY TRUST, INC.
By:		/s/ E. Jay Wells
Name:		E. Jay Wells
Title:		Chief Financial Officer and Executive Vice President