SEC Form 4 · accession 0000899243-18-001909
AMERICOLD REALTY TRUST · COLD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares of Beneficial InterestF1 | Jan 23, 2018 | C | 4,432,034 | — | A | 4,432,034 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 5.0% Series B Cumulative Convertible Voting Preferred SharesF1 | $11.2815 | Jan 23, 2018 | C | 50,000 | D | — | — | Common Shares of Beneficial Interest | 4,432,034 | 0 | D |
Explanation of responses
- F1In connection with the consummation of the initial public offering of Americold Realty Trust, all of Charm Progress Investment Limited's 5.0% Series B Cumulative Voting Preferred Shares will convert into 4,432,034 Common Shares of Beneficial Interest and cash in lieu of fractional shares.
Remarks
Charm Progress Investment Limited is a party to the Shareholders Agreement, dated as of January 18, 2018, by and among Americold Realty Trust (the "Company") and the shareholders of the Company signatories thereto. Pursuant to such agreement, Charm Progress Investment Limited may be deemed to beneficially own additional shares of the Company. For the avoidance of doubt, Charm Progress Investment Limited is filing this Form 4 with respect to its direct ownership of 25,000 5.0% Series B Cumulative Voting Preferred Shares. Immediately prior to the Company's initial public offering, one 5.0% Series B Cumulative Voting Preferred Share was convertible into approximately 88.64 of the Company's common shares.