SEC Form 4 · accession 0001209191-18-019028
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 InterestF2 | Mar 8, 2018 | J | 7,235,529 | $0.00 | D | 54,952,774 | I | See footnote 2 and Remarks below |
Table II — derivative securities
Explanation of responses
- F1On March 8, 2018, YF ART Holdings, L.P. ("YFA") distributed to CF Cold LP, a limited partner of YFA, 7,235,529 common shares of beneficial interest, par value $0.01 per share, of the Issuer, allocated to CF Cold LP, and CF Cold LP ceased to be a limited partner of YFA. The transaction described herein is a distribution by YFA to a limited partner and is exempt from the lock-up agreement YFA entered into with the representatives of the underwriters for the Issuer's initial public offering and from the letter agreement YFA entered into with the Issuer on March 8, 2018.
- F2All securities reported on this Form 4 are held by YFA.
Remarks
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.