ATLANTA--(BUSINESS WIRE)--
Americold Realty Trust (the “Company” or “Americold”) (NYSE:COLD)
announced today the closing of its underwritten registered public
offering of 50,312,500 common shares (including 6,562,500 common shares
sold pursuant to the exercise in full of the underwriters’ option to
purchase additional common shares) at a public offering price of $29.75
per share. Americold issued and sold 42,062,500 common shares directly
to the underwriters at closing, and the underwriters purchased 8,250,000
common shares related to the forward sale agreement described below.
BofA Merrill Lynch, Goldman Sachs & Co. LLC, Citigroup, J.P. Morgan and
RBC Capital Markets acted as the joint book-running managers for the
offering. BB&T Capital Markets, BTIG, Citizens Capital Markets, Rabo
Securities, Raymond James, Regions Securities LLC, SunTrust Robinson
Humphrey and Baird acted as the co-managers for the offering.
Americold entered into a forward sale agreement with Bank of America,
N.A. (the “forward purchaser”) with respect to 8,250,000 common shares.
In connection with the forward sale agreement, the forward purchaser or
its affiliate borrowed and sold to the underwriters an aggregate of
8,250,000 common shares that were delivered in the offering.
Subject to its right to elect cash or net share settlement subject to
certain conditions, the Company intends to deliver, upon full physical
settlement of such forward sale agreement on one or more dates specified
by the Company occurring no later than approximately 12 months following
the completion of the offering, an aggregate of 8,250,000 common shares
to the forward purchaser in exchange for cash proceeds per share equal
to the applicable forward sale price, which is the public offering price
less the underwriting discount, subject to certain adjustments as
provided in the forward sale agreement.
The Company received proceeds from its direct sale of 42,062,500 common
shares in the offering, but it did not initially receive any proceeds
from the sale of common shares by the forward purchaser or its
affiliate. The Company expects to use the net proceeds from its direct
sale of common shares in the offering, together with draws under the
Company’s senior unsecured revolving credit facility, which the Company
expects to repay using the proceeds from a debt private placement, if
completed, to fund the previously announced acquisition of Chiller
Holdco, LLC (the “Cloverleaf Acquisition”). In the event the Cloverleaf
Acquisition is not consummated, the Company intends to use the net
proceeds for general business purposes, including repayment of
outstanding indebtedness and the funding of other development, expansion
and acquisition opportunities. The Company expects to use any cash
proceeds that it receives upon the future settlement of the forward sale
agreement to fund the previously announced expansion in Atlanta, Georgia
(the “Atlanta Expansion”) and for general business purposes, including
repayment of outstanding indebtedness and the funding of other
development, expansion and acquisition opportunities.
The offering was made only by means of a prospectus supplement and
prospectus forming part of an effective shelf registration statement
previously filed with the Securities and Exchange Commission (the “SEC”).
A copy of the final prospectus supplement may be obtained free of charge
from the SEC’s web site at www.sec.gov.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy nor will there be any sale of these
securities in any state or other jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
Forward-Looking Statements
This press release contains statements about future events and
expectations that constitute forward-looking statements. Forward-looking
statements are based on the Company’s beliefs, assumptions and
expectations of its future financial and operating performance and
growth plans, taking into account the information currently available to
the Company. These statements are not statements of historical fact.
Forward-looking statements involve risks and uncertainties that may
cause the Company’s actual results to differ materially from the
expectations of future results the Company expresses or implies in any
forward-looking statements, and the Company should not place undue
reliance on such statements. Factors that could contribute to these
differences include, but are not limited to, risks related to the
integration of Chiller Holdco, LLC into the Company’s business, risks
related to expansions of existing properties and developments of new
properties such as the Atlanta Expansion and the three expansion
opportunities related to the Cloverleaf Acquisition, including failure
to meet budgeted costs, timeframes or stabilized returns in respect
thereof and risks related to the method of settlement of the Company’s
forward sale agreements, and the form and amount of proceeds of such
settlement.
Words such as “anticipates,” “believes,” “continues,” “estimates,”
“expects,” “goal,” “objectives,” “intends,” “may,” “opportunity,”
“plans,” “potential,” “near-term,” “long-term,” “projections,”
“assumptions,” “projects,” “guidance,” “forecasts,” “outlook,” “target,”
“trends,” “should,” “could,” “would,” “will” and similar expressions are
intended to identify such forward-looking statements. The Company
qualifies any forward-looking statements entirely by these cautionary
factors. Other risks, uncertainties and factors, including those
discussed under the heading “Risk Factors” in the Company’s annual
report on Form 10-K for the year ended December 31, 2018, could cause
the Company’s actual results to differ materially from those projected
in any forward-looking statements the Company makes. The Company assumes
no obligation to update or revise these forward-looking statements for
any reason, or to update the reasons actual results could differ
materially from those anticipated in these forward-looking statements,
even if new information becomes available in the future.
About Americold Realty Trust
Americold is the world’s largest publicly traded REIT focused on the
ownership, operation and development of temperature-controlled
warehouses. Based in Atlanta, Georgia, Americold owns and operates 155
temperature-controlled warehouses, with approximately 918.7 million
refrigerated cubic feet of storage, in the United States, Australia, New
Zealand, Canada, and Argentina. Americold’s facilities are an integral
component of the supply chain connecting food producers, processors,
distributors and retailers to consumers.
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Americold Realty Trust
Investor Relations
Telephone:
678-459-1959
Email: investor.relations@americold.com
Source: Americold Realty Trust