0001140361-18-002473.txt : 20180118 0001140361-18-002473.hdr.sgml : 20180118 20180118214015 ACCESSION NUMBER: 0001140361-18-002473 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180118 FILED AS OF DATE: 20180118 DATE AS OF CHANGE: 20180118 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gross Bradley J. CENTRAL INDEX KEY: 0001447253 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34723 FILM NUMBER: 18535380 MAIL ADDRESS: STREET 1: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 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 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 3 1 doc1.xml FORM 3 X0206 3 2018-01-18 0 0001455863 AMERICOLD REALTY TRUST COLD 0001447253 Gross Bradley J. C/O GOLDMAN SACHS & CO. LLC 200 WEST STREET NEW YORK NY 10282 1 0 0 0 5.0% Series B Cumulative Convertible Voting Preferred Shares Common Shares 28808224 I See Footnotes The Reporting Person is a managing director of Goldman Sachs & Co. LLC ("Goldman Sachs"). Goldman Sachs is a subsidiary of The Goldman Sachs Group, Inc. ("GS Group"). The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 28,808,224 common shares, par value $0.01 per share ("Common Shares") of Americold Realty Trust (the "Issuer") by reason of the beneficial ownership of 325,000 shares of the 5.00% Series B Cumulative Convertible Voting Preferred Shares (the "Preferred Shares") by certain investment partnerships (the "GS Funds") because affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the GS Funds. Goldman Sachs is the investment manager of certain of the GS Funds. In connection with the consummation of the initial public offering of the Issuer, all of the GS Funds' Preferred Shares will convert into 28,808,224 Common Shares and the payment of cash in lieu of fractional shares, based on a conversion price of $11.2815. /s/ Yvette Kosic, Attorney-in-fact 2018-01-18 EX-24 2 poa-grossamericold.htm

POWER OF ATTORNEY

The undersigned does hereby make, constitute and appoint each of Yvette Kosic, Kevin P. Treanor, and Laura A. Molina (and any other employee, of The Goldman Sachs Group, Inc. or one of its affiliates, performing the function in connection with which this Power of Attorney has been granted designated in writing by one of the attorneys-in-fact), as his true and lawful attorney-in-fact, acting for him in his respective name, place and stead, whether acting individually or as a representative of others, to approve, execute and deliver any documentation required to be made by him under the Securities Exchange Act of 1934 (as amended, the “Act”), with respect to securities which may be deemed to be beneficially owned by him under the Act, such documents to be in such form as such attorney-in-fact may approve on the undersigned’s behalf, such approval to be conclusively evidenced by the due execution thereof, and granting unto such attorney-in-fact full power, including substitution and resubstitution and authority to act in the premises as fully and to all intents and purposes as the undersigned might or could do in person, and hereby ratifies, approves and confirms all that such attorney-in-fact shall lawfully do or cause to be done by virtue hereof.

This Power of Attorney shall remain in full force and effect until such time as the person or persons to whom power of attorney has been hereby granted cease to perform the function in connection with which he/she was appointed attorney-in-fact, unless earlier revoked by written instrument. The undersigned has the unrestricted right unilaterally to revoke this Power of Attorney. This Power of Attorney does not revoke any existing Powers of Attorney executed by the undersigned.

This Power of Attorney shall be governed by, and construed in accordance with, the law of the State of New York, without regard to rules of conflicts of law.

IN WITNESS WHEREOF, the undersigned has duly subscribed these presents this January 18, 2018.

By:

/s/ Bradley J. Gross
Bradley J. Gross