0001209191-18-005466.txt : 20180125 0001209191-18-005466.hdr.sgml : 20180125 20180125183028 ACCESSION NUMBER: 0001209191-18-005466 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180123 FILED AS OF DATE: 20180125 DATE AS OF CHANGE: 20180125 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BURKLE RONALD W CENTRAL INDEX KEY: 0001015899 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34723 FILM NUMBER: 18549472 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Yucaipa American Alliance Fund I, LP CENTRAL INDEX KEY: 0001330612 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34723 FILM NUMBER: 18549469 BUSINESS ADDRESS: STREET 1: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 BUSINESS PHONE: 310-789-7200 MAIL ADDRESS: STREET 1: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Yucaipa American Alliance Fund I, LLC CENTRAL INDEX KEY: 0001490584 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34723 FILM NUMBER: 18549468 BUSINESS ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 BUSINESS PHONE: (310) 228-2894 MAIL ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: YUCAIPA AMERICAN FUNDS, LLC CENTRAL INDEX KEY: 0001452934 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34723 FILM NUMBER: 18549467 BUSINESS ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 BUSINESS PHONE: (310) 789-7200 MAIL ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: YUCAIPA AMERICAN MANAGEMENT, LLC CENTRAL INDEX KEY: 0001452932 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34723 FILM NUMBER: 18549466 BUSINESS ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 BUSINESS PHONE: (310) 789-7200 MAIL ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: YF Art Holdings GP, LLC CENTRAL INDEX KEY: 0001728463 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34723 FILM NUMBER: 18549470 BUSINESS ADDRESS: STREET 1: 9130 WEST SUNSET BLVD CITY: LOS ANGELES STATE: CA ZIP: 90069 BUSINESS PHONE: 310-789-7200 MAIL ADDRESS: STREET 1: 9130 WEST SUNSET BLVD CITY: LOS ANGELES STATE: CA ZIP: 90069 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: YF Art Holdings, L.P. CENTRAL INDEX KEY: 0001728394 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34723 FILM NUMBER: 18549471 BUSINESS ADDRESS: STREET 1: 9130 WEST SUNSET BLVD. CITY: LOS ANGELES STATE: CA ZIP: 90069 BUSINESS PHONE: 310-789-7200 MAIL ADDRESS: STREET 1: 9130 WEST SUNSET BLVD. CITY: LOS ANGELES STATE: CA ZIP: 90069 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICOLD REALTY TRUST CENTRAL INDEX KEY: 0001455863 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 10 Glenlake Pkwy., Suite 800 S. Tower CITY: Atlanta STATE: GA ZIP: 30328 BUSINESS PHONE: 678-441-1400 MAIL ADDRESS: STREET 1: 10 Glenlake Pkwy., Suite 800 S. Tower CITY: Atlanta STATE: GA ZIP: 30328 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2018-01-23 0 0001455863 AMERICOLD REALTY TRUST COLD 0001015899 BURKLE RONALD W C/O THE YUCAIPA COMPANIES 9130 WEST SUNSET BOULEVARD LOS ANGELES CA 90069 1 0 1 0 0001728394 YF Art Holdings, L.P. C/O THE YUCAIPA COMPANIES 9130 WEST SUNSET BOULEVARD LOS ANGELES CA 90069 1 0 1 0 0001728463 YF Art Holdings GP, LLC C/O THE YUCAIPA COMPANIES 9130 WEST SUNSET BOULEVARD LOS ANGELES CA 90069 1 0 1 0 0001330612 Yucaipa American Alliance Fund I, LP C/O THE YUCAIPA COMPANIES 9130 WEST SUNSET BOULEVARD LOS ANGELES CA 90069 1 0 1 0 0001490584 Yucaipa American Alliance Fund I, LLC C/O THE YUCAIPA COMPANIES 9130 WEST SUNSET BOULEVARD LOS ANGELES CA 90069 1 0 1 0 0001452934 YUCAIPA AMERICAN FUNDS, LLC C/O THE YUCAIPA COMPANIES 9130 WEST SUNSET BOULEVARD LOS ANGELES CA 90069 1 0 1 0 0001452932 YUCAIPA AMERICAN MANAGEMENT, LLC C/O THE YUCAIPA COMPANIES 9130 WEST SUNSET BOULEVARD LOS ANGELES CA 90069 1 0 1 0 Common Shares of Beneficial Interest 2018-01-23 4 M 0 18574619 9.81 A 87917388 I See footnotes 2 and 3 and Remarks below Common Shares of Beneficial Interest 2018-01-23 4 F 0 12147801 15.00 D 75769587 I See footnotes 2 and 3 and Remarks below Common Shares of Beneficial Interest 2018-01-23 4 S 0 13581284 14.904 D 62188303 I See footnotes 2 and 3 and Remarks below Common shares purchase warrants dated December 10, 2009 9.81 2018-01-23 4 M 0 18574619 0.00 D 2009-12-10 Common Shares of Beneficial Interest 18574619 0 I See footnotes 2 and 3 and Remarks below Represents the cashless exercise of common share purchase warrants (the "Warrants") held by YF Art Holdings, L.P. ("YFA") to purchase 18,574,619 common shares of beneficial interest, par value $0.01 per share, of the Issuer ("Common Shares"). Pursuant to the terms of the Warrants, the Issuer withheld 12,147,801 Common Shares to pay the exercise price, and issued 6,426,818 Common Shares to YFA. All securities reported on this Form 4 are held by YFA. Under the shareholders agreement between the Issuer and the shareholders of the Issuer party thereto in effect as of the closing of the initial public offering of the Issuer, YFA has the right to designate, and has designated, two trustees to the board of trustees of the Issuer (the "Board"). Each of Jeffrey M. Gault and Joel A. Holsinger serves on the Board as a representative of YFA. As a result, YFA may be deemed a director by deputization solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"). The Warrants expire on the earliest to occur of (i) 5:00 p.m. New York time on January 31, 2019, (ii) the closing of a qualified sale transaction and (iii) the closing of a qualified initial public offering. This Form 4 is jointly filed by (i) YFA, (ii) YF ART Holdings GP, LLC ("YFA GP"), (iii) Yucaipa American Alliance Fund I, LP ("YAAF I"), (iv) Yucaipa American Alliance Fund I, LLC ("YAAF I LLC"), (v) Yucaipa American Funds, LLC ("Yucaipa American Funds"), (vi) Yucaipa American Management, LLC ("Yucaipa American" and, together with YFA, YFA GP, YAAF I, YAAF I LLC, and Yucaipa American Funds, the "Yucaipa Entities"), and (vii) Ronald W. Burkle. YFA GP is the general partner of YFA. YAAF I is the managing member of YFA GP. YAAF I LLC is the general partner of YAAF I. Yucaipa American Funds is the managing member of YAAF I LLC. Yucaipa American is the managing member of Yucaipa American Funds. Mr. Burkle is the managing member of Yucaipa American. Each of Mr. Burkle, YFA GP, YAAF I, YAAF I LLC, Yucaipa American Funds, and Yucaipa American, by virtue of their direct or indirect control of YFA, may be deemed to beneficially own some or all of the securities reported as being held by YFA. Each of the reporting persons hereunder disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein. This Form 4 shall not be deemed to be an admission that any reporting person hereunder is the beneficial owner of any of the reported securities for purposes of Section 16, or for any other purpose. CF Cold LP, a limited partner of YFA, is not controlled by Mr. Burkle and may file reports under Section 16 separately from Mr. Burkle and the Yucaipa Entities with respect to the securities reported herein. /s/ Ronald W. Burkle (on behalf of himself and the other reporting persons) 2018-01-25