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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☑	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended	September 30, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the transition period from to ,

Commission File Number: 001-34723

AMERICOLD REALTY TRUST, INC.

(Exact name of registrant as specified in its charter)


Maryland		93-0295215
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification Number)

10 Glenlake Parkway,	Suite 600, South Tower
Atlanta,	Georgia	30328
(Address of principal executive offices)		(Zip Code)

(678) 441-1400

(Registrant’s telephone number, including area code)

_________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value per share

COLD

New York Stock Exchange

(NYSE)

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.


Class						Outstanding at November 4, 2025
Common Stock, $0.01 par value per share						284,854,479

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter periods that the registrant was required to submit such files).

Yes

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer

☐

Non-accelerated filer

☐

Accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act of 1934)

Yes

☐


TABLE OF CONTENTS
			Page
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements			4
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			31
Item 3. Quantitative and Qualitative Disclosures About Market Risk			71
Item 4. Controls and Procedures			72

PART II - OTHER INFORMATION
Item 1. Legal Proceedings			72
Item 1A. Risk Factors			72
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			72
Item 3. Defaults Upon Senior Securities			73
Item 4. Mine Safety Disclosures			73
Item 5. Other Information			73
Item 6. Exhibits			73

SIGNATURES			74

PART I - FINANCIAL INFORMATION

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains statements about future events and expectations that constitute forward-looking statements. Forward-looking statements are based on our beliefs, assumptions and expectations of our future financial and operating performance and growth plans, taking into account the information currently available to us. These statements are not statements of historical fact. Forward-looking statements involve risks and uncertainties that may cause our actual results to differ materially from the expectations of future results we express or imply in any forward-looking statements, and you should not place undue reliance on such statements. Factors that could contribute to these differences include the following:

•rising inflationary pressures, increased interest rates and operating costs;

•national, international, regional and local economic conditions, including impacts and uncertainty from trade disputes and tariffs on goods imported to the United States and goods exported to other countries;

•periods of economic slowdown or recession;

•labor and power costs;

•labor shortages;

•our relationship with our associates, the occurrence of any work stoppages or any disputes under our collective bargaining agreements and employment related litigation;

•the impact of supply chain disruptions;

•risks related to rising construction costs;

•risks related to expansions of existing properties and developments of new properties, including failure to meet budgeted or stabilized returns within expected time frames, or at all, in respect thereof;

•uncertainty of revenues, given the nature of our customer contracts;

•acquisition risks, including the failure to identify or complete attractive acquisitions or failure to realize the intended benefits from our recent acquisitions;

•difficulties in expanding our operations into new markets;

•uncertainties and risks related to public health crises;

•a failure of our information technology systems, systems conversions and integrations, cybersecurity attacks or a breach of our information security systems, networks or processes;

•risks related to implementation of the new ERP system;

•defaults or non-renewals of significant customer contracts;

•risks related to privacy and data security concerns, and data collection and transfer restrictions and related foreign regulations;

•changes in applicable governmental regulations and tax legislation;

•risks related to current and potential international operations and properties;

•actions by our competitors and their increasing ability to compete with us;

•changes in foreign currency exchange rates;

•the potential liabilities, costs and regulatory impacts associated with our in-house trucking services and the potential disruptions associated with our use of third-party trucking service providers to provide transportation services to our customers;

•liabilities as a result of our participation in multi-employer pension plans;

•risks related to the partial ownership of properties, including our JV investments;

•risks related to natural disasters;

•adverse economic or real estate developments in our geographic markets or the temperature-controlled warehouse industry;

•changes in real estate and zoning laws and increases in real property tax rates;

•general economic conditions;

•risks associated with the ownership of real estate generally and temperature-controlled warehouses in particular;

•possible environmental liabilities;

•uninsured losses or losses in excess of our insurance coverage;

•financial market fluctuations;

•our failure to obtain necessary outside financing on attractive terms, or at all;

•risks related to, or restrictions contained in, our debt financings;

•decreased storage rates or increased vacancy rates;

•the potential dilutive effect of our common stock offerings, including our ongoing at the market program;

•the cost and time requirements as a result of our operation as a publicly traded REIT; and

•our failure to maintain our status as a REIT.

The risks included here are not exhaustive, and additional factors could adversely affect our business and financial performance, including factors and risks included in other sections of this Quarterly Report on Form 10-Q. 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, although not all forward-looking statements may contain such words. We qualify any forward-looking statements entirely by these cautionary factors. Other risks, uncertainties and factors, including those discussed under “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 filed with the U.S. Securities and Exchange Commission (“SEC”) on February 27, 2025 (“2024 Annual Report on Form 10-K”), and other reports filed with the SEC, could cause our actual results to differ materially from those projected in any forward-looking statements we make. We assume 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, except to the extent required by law.

As used in this report, unless the context otherwise requires, references to “we,” “us,” “our” and “the Company” refer to Americold Realty Trust, Inc., a Maryland corporation, and its consolidated subsidiaries, including Americold Realty Operating Partnership, L.P., a Delaware limited partnership and the subsidiary through which we conduct our business, which we refer to as “our Operating Partnership” or “the Operating Partnership,” and references to “common stock” refer to our common stock, $0.01 par value per share.

In addition, unless otherwise stated herein, when we refer to “cubic feet” in one of our temperature-controlled facilities, we refer to refrigerated cubic feet (as opposed to total cubic feet, refrigerated and otherwise) therein.

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Item 1. Financial Statements
Americold Realty Trust, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets (Unaudited)
(In thousands, except shares and per share amounts)
	September 30, 2025		December 31, 2024
Assets
Property, buildings, and equipment:
Land	$	826,556	$	806,981
Buildings and improvements	4,569,012		4,462,565
Machinery and equipment	1,667,689		1,598,502
Assets under construction	1,032,294		606,233
	8,095,551		7,474,281
Accumulated depreciation	(2,676,181)		(2,453,597)
Property, buildings, and equipment – net	5,419,370		5,020,684

Operating leases - net	179,596		222,294
Financing leases - net	137,294		104,216

Cash, cash equivalents, and restricted cash	33,338		47,652
Accounts receivable – net of allowance of $16,836 and $24,426 at September 30, 2025 and December 31, 2024, respectively	369,123		386,924
Identifiable intangible assets – net	827,562		838,660
Goodwill	827,047		784,042
Investments in and advances to partially owned entities	36,054		40,252
Other assets	251,552		291,230
Total assets	$	8,080,936	$	7,735,954

Liabilities and Equity
Liabilities
Borrowings under revolving line of credit	$	364,758	$	255,052
Accounts payable and accrued expenses	570,865		603,411
Senior unsecured notes and term loans – net of deferred financing costs of $16,585 and $13,882 at September 30, 2025 and December 31, 2024, respectively	3,538,296		3,031,462
Sale-leaseback financing obligations	75,924		79,001
Financing lease obligations	132,008		95,784
Operating lease obligations	177,453		219,099
Unearned revenues	23,306		21,979
Deferred tax liability - net	119,745		115,772
Other liabilities	7,648		7,389
Total liabilities	5,010,003		4,428,949
Commitments and contingencies (Note 8 - Commitments and Contingencies)
Equity
Stockholders' equity:
Common stock, $0.01 par value per share – 500,000,000 authorized shares; 284,853,672 and 284,265,041 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively	2,848		2,842
Paid-in capital	5,660,410		5,646,879
Accumulated deficit and distributions in excess of net earnings	(2,565,199)		(2,341,654)
Accumulated other comprehensive loss	(64,804)		(27,279)
Total stockholders’ equity	3,033,255		3,280,788
Noncontrolling interests	37,678		26,217
Total equity	3,070,933		3,307,005
Total liabilities and equity	$	8,080,936	$	7,735,954

See accompanying Notes to Condensed Consolidated Financial Statements.

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Americold Realty Trust, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations (Unaudited)
(In thousands, except per share amounts)
	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Revenues:
Rent, storage, and warehouse services	$	607,014	$	612,181	$	1,776,441	$	1,810,278
Transportation services	47,843		51,764		139,933		159,254
Third-party managed services	8,808		10,226		27,019		30,574
Total revenues	663,665		674,171		1,943,393		2,000,106
Operating expenses:
Rent, storage, and warehouse services cost of operations	412,031		413,557		1,183,868		1,209,992
Transportation services cost of operations	40,107		43,323		116,201		130,441
Third-party managed services cost of operations	6,499		8,073		20,792		24,136
Depreciation and amortization	88,023		89,362		267,467		271,106
Selling, general, and administrative	70,982		63,663		207,124		188,542
Acquisition, cyber incident, and other, net	29,052		26,014		77,692		44,025
Impairment of long-lived assets	77		2,953		5,303		2,953
Net loss (gain) from sale of real estate	143		—		(11,617)		(3,514)
Total operating expenses	646,914		646,945		1,866,830		1,867,681

Operating Income	16,751		27,226		76,563		132,425

Other (expense) income:
Interest expense	(33,931)		(34,255)		(108,293)		(100,865)
Loss on debt extinguishment and termination of derivative instruments	—		(218)		—		(116,082)
Loss from investments in partially owned entities	(41)		(1,037)		(1,739)		(3,020)
Other, net	(477)		3,723		6,594		27,872
Loss before income taxes	(17,698)		(4,561)		(26,875)		(59,670)

Income tax (expense) benefit:
Current income tax	(136)		(1,936)		(4,064)		(5,168)
Deferred income tax	6,385		2,764		4,567		6,498
Total income tax benefit	6,249		828		503		1,330

Net loss	$	(11,449)	$	(3,733)	$	(26,372)	$	(58,340)
Net loss attributable to noncontrolling interests	(83)		(4)		(165)		(242)
Net loss attributable to Americold Realty Trust, Inc.	$	(11,366)	$	(3,729)	$	(26,207)	$	(58,098)

Weighted average common stock outstanding – basic	285,898		284,861		285,622		284,729
Weighted average common stock outstanding – diluted	285,898		284,861		285,622		284,729

Net loss per common share - basic	$	(0.04)	$	(0.01)	$	(0.09)	$	(0.20)
Net loss per common share - diluted	$	(0.04)	$	(0.01)	$	(0.09)	$	(0.20)

See accompanying Notes to Condensed Consolidated Financial Statements.

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Americold Realty Trust, Inc. and Subsidiaries
Condensed Consolidated Statements of Comprehensive Loss (Unaudited)
(In thousands)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Net loss	$	(11,449)	$	(3,733)	$	(26,372)	$	(58,340)
Other comprehensive (loss) income - net of tax:
Adjustment to accrued pension liability	(49)		(13)		(147)		(117)
Unrealized net (loss) gain on foreign currency	(5,357)		4,020		(24,418)		(7,185)
Unrealized net loss on cash flow hedges	(930)		(22,480)		(12,960)		(8,844)
Other comprehensive loss - net of tax attributable to Americold Realty Trust, Inc.	(6,336)		(18,473)		(37,525)		(16,146)
Other comprehensive loss attributable to noncontrolling interests	(46)		(104)		(247)		(121)
Total comprehensive loss	$	(17,831)	$	(22,310)	$	(64,144)	$	(74,607)

See accompanying Notes to Condensed Consolidated Financial Statements.

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Americold Realty Trust, Inc. and Subsidiaries
Condensed Consolidated Statements of Equity (Unaudited)
(In thousands, except share amounts)

	Common Stock					Accumulated Deficit and Distributions in Excess of Net Earnings		Accumulated Other Comprehensive Loss		Noncontrolling Interests in Operating Partnership

	Number of Shares	Par Value		Paid-in Capital
												Total
Balance - December 31, 2024	284,265,041	$	2,842	$	5,646,879	$	(2,341,654)	$	(27,279)	$	26,217	$	3,307,005
Net loss	—	—		—		(16,380)		—		(93)		(16,473)
Other comprehensive loss	—	—		—		—		(14,733)		(82)		(14,815)
Distributions on common stock, restricted stock and OP units	—	—		—		(65,573)		—		(464)		(66,037)
Stock-based compensation expense	—	—		5,175		—		—		3,045		8,220
Common stock issuance related to stock-based payment plans, net of shares withheld for employee taxes	367,887	4		(379)		—		—		—		(375)
Common stock issuance related to employee stock purchase plan	86,664	1		1,576		—		—		—		1,577
Conversion of OP units to cash	—	—		—		—		—		(43)		(43)
Balance - March 31, 2025	284,719,592	$	2,847	$	5,653,251	$	(2,423,607)	$	(42,012)	$	28,580	$	3,219,059
Net income	—	—		—		1,539		—		11		1,550
Other comprehensive loss	—	—		—		—		(16,456)		(119)		(16,575)
Distributions on common stock, restricted stock and OP units	—	—		—		(65,883)		—		(481)		(66,364)
Stock-based compensation expense	—	—		3,869		—		—		3,716		7,585
Common stock issuance related to stock-based payment plans, net of shares withheld for employee taxes	23,788	—		65		—		—		—		65
Conversion of OP units to common stock	1,621	—		35		—		—		(35)		—
Balance - June 30, 2025	284,745,001	$	2,847	$	5,657,220	$	(2,487,951)	$	(58,468)	$	31,672	$	3,145,320
Net loss	—	—		—		(11,366)		—		(83)		(11,449)
Other comprehensive loss	—	—		—		—		(6,336)		(46)		(6,382)
Distributions on common stock, restricted stock and OP units	—	—		—		(65,882)		—		(456)		(66,338)
Stock-based compensation expense	—	—		3,420		—		—		6,630		10,050
Common stock issuance related to stock-based payment plans, net of shares withheld for employee taxes	105,967	1		(269)		—		—		—		(268)
Conversion of OP units to common stock	2,704	—		39		—		—		(39)		—
Balance - September 30, 2025	284,853,672	$	2,848	$	5,660,410	$	(2,565,199)	$	(64,804)	$	37,678	$	3,070,933

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Americold Realty Trust, Inc. and Subsidiaries
Condensed Consolidated Statements of Equity (Unaudited)
(In thousands, except share amounts)

	Common Stock					Accumulated Deficit and Distributions in Excess of Net Earnings		Accumulated Other Comprehensive (Loss) Income		Noncontrolling Interests in Operating Partnership

	Number of Shares	Par Value		Paid-in Capital
												Total
Balance - December 31, 2023	283,699,120	$	2,837	$	5,625,907	$	(1,995,975)	$	(16,640)	$	18,458	$	3,634,587
Net income	—	—		—		9,740		—		62		9,802
Other comprehensive income	—	—		—		—		12,106		51		12,157
Distributions on common stock, restricted stock and OP units	—	—		—		(62,743)		—		(233)		(62,976)
Stock-based compensation expense	—	—		4,849		—		—		1,770		6,619
Common stock issuance related to stock-based payment plans, net of shares withheld for employee taxes	276,843	3		(284)		—		—		—		(281)
Common stock issuance related to employee stock purchase plan	58,148	—		1,496		—		—		—		1,496
Balance - March 31, 2024	284,034,111	$	2,840	$	5,631,968	$	(2,048,978)	$	(4,534)	$	20,108	$	3,601,404
Net loss	—	—		—		(64,109)		—		(300)		(64,409)
Other comprehensive loss	—	—		—		—		(9,779)		(68)		(9,847)
Distributions on common stock, restricted stock and OP units	—	—		—		(62,948)		—		(290)		(63,238)
Stock-based compensation expense	—	—		3,771		—		—		2,293		6,064
Common stock issuance related to stock-based payment plans, net of shares withheld for employee taxes	45,026	—		(386)		—		—		—		(386)
Balance - June 30, 2024	284,079,137	$	2,840	$	5,635,353	$	(2,176,035)	$	(14,313)	$	21,743	$	3,469,588
Net loss	—	—		—		(3,729)		—		(4)		(3,733)
Other comprehensive loss	—	—		—		—		(18,473)		(104)		(18,577)
Distributions on common stock, restricted stock and OP units	—	—		—		(62,840)		—		(349)		(63,189)
Stock-based compensation expense	—	—		4,272		—		—		2,911		7,183
Common stock issuance related to stock-based payment plans, net of shares withheld for employee taxes	69,340	1		105		—		—		—		106
Common stock issuance related to employee stock purchase plan	72,441	1		1,572		—		—		—		1,573
Conversion of OP units to common stock	36,450	—		984		—		—		(984)		—
Balance - September 30, 2024	284,257,368	$	2,842	$	5,642,286	$	(2,242,604)	$	(32,786)	$	23,213	$	3,392,951

See accompanying Notes to Condensed Consolidated Financial Statements.

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Americold Realty Trust, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows (Unaudited)
(In thousands)
	Nine Months Ended September 30,
	2025		2024
Operating activities:
Net loss	$	(26,372)	$	(58,340)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	267,467		271,106
Amortization of deferred financing costs and pension withdrawal liability	4,402		3,884
Project Orion and other software related deferred costs amortization	15,649		2,391
Loss on debt extinguishment and termination of derivative instruments	—		116,082
Gain from sale of partially owned entity	(2,420)		—
Loss from investments in partially owned entities	1,739		3,020
Stock-based compensation expense	25,855		19,866
Deferred income tax benefit	(4,567)		(6,498)
Provision for doubtful accounts receivable	3,666		2,984
Impairment of long-lived assets	5,303		2,953
Non-cash operating lease expenses	28,477		28,289
Net gain from sale of real estate	(11,617)		(3,514)
Changes in operating assets and liabilities:
Accounts receivable	21,019		(35,900)
Accounts payable and accrued expenses	(50,674)		610
Other assets	(25,307)		(64,186)
Operating lease liabilities	(27,550)		(26,386)
Proceeds from settlement of treasury lock hedge transactions	1,292		—
Other, net	3,072		(7,089)
Net cash provided by operating activities	229,434		249,272

Investing activities:
Additions to property, buildings, and equipment	(434,485)		(204,257)
Business combinations, net of cash acquired	(108,448)		—
Investments in and advances to partially owned entities and other	(19,693)		(11,445)
Proceeds from sale of property, buildings, and equipment	25,457		9,255
Proceeds from sale of investment in partially owned entity	27,471		—
Payment for foreign currency exchange forwards settlement	(1,493)		—
Net cash used in investing activities	(511,191)		(206,447)

Financing activities:
Distributions paid on common stock, restricted stock units and noncontrolling interests in OP	(195,727)		(189,181)
Proceeds from stock options exercised	2,810		2,777
Proceeds from employee stock purchase plan	1,577		3,069
Remittance of withholding taxes related to employee stock-based transactions	(3,431)		(3,338)
Proceeds from revolving line of credit	456,269		759,224
Repayment on revolving line of credit	(366,000)		(885,314)
Repayment of sale-leaseback financing obligations	(3,076)		(5,766)
Termination of sale-leaseback financing obligations	—		(190,954)
Repayment of financing lease obligations	(24,311)		(28,118)
Payment of debt issuance costs	(4,713)		(4,176)
Proceeds from public senior unsecured notes offering	400,000		500,000
Net cash provided by (used in) financing activities	263,398		(41,777)
Net (decrease) increase in cash, cash equivalents and restricted cash	(18,359)		1,048
Effect of foreign currency translation on cash, cash equivalents and restricted cash	4,045		(169)
Cash, cash equivalents and restricted cash:
Beginning of period	47,652		60,392
End of period	$	33,338	$	61,271

Supplemental disclosures of non-cash investing and financing activities:
Addition of property, buildings, and equipment on accrual	$	72,880	$	29,522
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$	16,034	$	1,309
Finance leases	$	61,609	$	20,341

Supplemental disclosures of cash flows information:
Interest paid – net of amounts capitalized	$	112,669	$	109,986
Income taxes paid – net of refunds	$	5,236	$	5,916

See accompanying Notes to Condensed Consolidated Financial Statements.

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

1. General

The Company

Americold Realty Trust, Inc. together with its subsidiaries (“ART”, “Americold”, the “Company”, “us” or “we”) is a Maryland corporation that operates as a real estate investment trust (“REIT”) for U.S. federal income tax purposes. The Company is a global leader in temperature-controlled storage, logistics, real estate and value-added services, and is focused on the ownership, operation, acquisition and development of temperature-controlled warehouses. As of September 30, 2025, we operated 235 warehouses globally, totaling approximately 1.4 billion cubic feet, with 191 warehouses in North America, 24 in Europe, 18 warehouses in Asia-Pacific, and 2 warehouses in South America.

Our business includes three primary business segments: Warehouse, Transportation, and Third-party managed. As of September 30, 2025, we have a minority interest in one joint venture: RSA Cold Holdings Limited (the “RSA joint venture”), which operates 2 temperature-controlled warehouses in Dubai.

Basis of Presentation and Principles of Consolidation

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”) for interim financial information, and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). These unaudited Condensed Consolidated Financial Statements do not include all disclosures associated with the Company’s Consolidated Annual Financial Statements included in its 2024 Annual Report on Form 10-K and, accordingly, should be read in conjunction with the referenced annual report. In the opinion of management, the Condensed Consolidated Financial Statements reflect all adjustments considered necessary for a fair presentation. Adjustments which are not considered normal or recurring in nature have been disclosed within Note 3 - Acquisition, cyber incident and other, net to these Condensed Consolidated Financial Statements. The accompanying Condensed Consolidated Financial Statements also include the accounts of the Company and its wholly owned subsidiaries where the Company exerts control. Intercompany balances and transactions have been eliminated. Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the full year. Investments in which the Company does not have control, and is not the primary beneficiary of a Variable Interest Entity (“VIE”), but where the Company exercises significant influence over the operating and financial policies of the investee, are accounted for using the equity method of accounting.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of (1) assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements and (2) revenues and expenses during the reporting period. Actual results could differ from those estimates.

Reclassifications

The Condensed Consolidated Statements of Cash Flows includes various reclassifications, all within Cash Provided by Operating Activities, to conform current and prior period presentation.

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

The Company reclassified impairment charges on certain real estate assets recognized during the three and nine months ended September 30, 2024 from “Other, net” to “Impairment of long-lived assets” on the Condensed Consolidated Statements of Operations to conform current and prior period presentation.

Recent Capital Markets Activity

Universal Shelf Registration Statement

On March 17, 2023, the Company and Americold Realty Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”) filed with the SEC an automatic shelf registration statement on Form S-3 (Registration No. 333-270664 and 333-270664-01) (as amended from time to time, the “Registration Statement”), registering an indeterminate amount of (i) the Company’s common stock, $0.01 par value per share, (ii) the Company’s preferred stock, $0.01 par value per share, (iii) depositary shares representing entitlement to all rights and preferences of fractions of the Company’s preferred shares of a specified series and represented by depositary receipts, (iv) warrants to purchase the Company’s common stock or preferred stock or depositary shares and (v) debt securities of the Operating Partnership, which may be fully and unconditionally guaranteed by the Company and certain subsidiaries of the Company. The Registration Statement was amended on September 3, 2024 to add certain direct and indirect subsidiaries of the Company as co-registrants to the Registration Statement, since each such co-registrant may be a guarantor of some or all of the debt securities of the Operating Partnership with respect to which offers and sales are registered under the Registration Statement.

Public Debt Offerings

On September 12, 2024, we completed an underwritten public offering of $500.0 million aggregate principal amount of the Operating Partnership’s 5.409% senior unsecured notes (the “Public 5.409% Notes”) due September 12, 2034. The Public 5.409% Notes are fully and unconditionally guaranteed, jointly and severally, by each of the Company, Americold Realty Operations, Inc., a wholly-owned subsidiary of the Company and a limited partner of the Operating Partnership (“Americold Realty Operations”), and certain subsidiaries of the Operating Partnership. Further details of this offering are described in “Note 9 - Debt” to the Notes to the Consolidated Financial Statements in our 2024 Annual Report on Form 10-K. The Public 5.409% Notes bear interest at a rate of 5.409% per year, and interest is payable on March 12 and September 12 of each year.

On April 3, 2025, we completed an underwritten public offering of $400.0 million aggregate principal amount of the Operating Partnership’s 5.600% senior unsecured notes (the “Public 5.600% Notes”) due May 15, 2032. Further details of the offering are described in Note 4 - Debt to these Condensed Consolidated Financial Statements.

Project Orion

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

governance, finance and human resources cost reductions, information technology (“IT”) applications and infrastructure rationalization, reduced associate turnover, working capital efficiency and reduced IT maintenance capital expenditures. The activities associated with Project Orion are expected to be substantially complete, with the exception of the implementation in Europe, within three years from the project’s start date. Since inception, the Company has incurred $212.5 million of implementation costs related to Project Orion, including expenses reported in “Acquisition, cyber incident, and other, net” on the Condensed Consolidated Statements of Operations and costs deferred in “Other assets” on the Condensed Consolidated Balance Sheets. The unamortized balance of the Project Orion deferred costs were $82.9 million and $80.5 million as of September 30, 2025 and December 31, 2024, respectively.

During the three months ended June 30, 2024, the Company deployed the first phase of Project Orion in North America and Asia Pacific. The implementation costs deferred within “Other assets” on the Condensed Consolidated Balance Sheets are now being amortized through “Selling, general, and administrative” expense on the Condensed Consolidated Statements of Operations. The useful lives of the Company’s internal-use software and capitalized cloud computing implementation costs are generally three to five years. However, the useful lives of major information system installations, such as the implementation of Project Orion related systems and software, are determined on an individual basis and may exceed five years depending on the estimated period of use. The Company has determined the useful life of the Project Orion related systems and software associated with the first phase of Project Orion to be ten years and is amortizing the costs associated with such implementation on a straight-line basis over such period. The amortization expense recognized during the three and nine months ended September 30, 2025 related to the Project Orion phase one implementation was $6.1 million and $13.0 million, respectively. The amortization expense recognized during the three and nine months ended September 30, 2024 related to the Project Orion phase one implementation was $1.8 million and $2.4 million, respectively.

For further information regarding Project Orion, refer to the Consolidated Financial Statements included in our 2024 Annual Report on Form 10-K as filed with the SEC.

Foreign Currency Related Transactions

Exchange rate adjustments resulting from foreign currency transactions are recognized in “Net loss” in the Condensed Consolidated Statements of Operations, whereas effects resulting from the translation of financial statements are recognized in “Unrealized net loss on foreign currency” in the Condensed Consolidated Statements of Comprehensive Loss. Assets and liabilities of subsidiaries operating outside the United States with a functional currency other than U.S. dollars are translated into U.S. dollars using period-end exchange rates and income statement accounts are translated at weighted average exchange rates.

For the three months ended September 30, 2025 and 2024, the amount of foreign currency remeasurement recognized in the Condensed Consolidated Statements of Operations within “Other, net” was a loss of $0.6 million and $0.3 million, respectively.

For the nine months ended September 30, 2025 and 2024, the amount of foreign currency remeasurement recognized in the Condensed Consolidated Statements of Operations within “Other, net” was a loss of $0.7 million and a gain of $10.6 million, respectively.

The amount recognized for the nine months ended September 30, 2024 includes an adjustment related to our net investment hedges further described in Note 5 - Derivative Financial Instruments to these Condensed Consolidated Financial Statements.

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

For the three months ended September 30, 2025 and 2024, the amount of foreign currency translation recognized in the Condensed Consolidated Statements of Comprehensive Loss within “Unrealized net (loss) gain on foreign currency” was a loss of $5.4 million and a gain of $4.0 million, respectively.

For the nine months ended September 30, 2025 and 2024, the amount of foreign currency translation recognized in the Condensed Consolidated Statements of Comprehensive Loss within “Unrealized net (loss) gain on foreign currency” was a loss of $24.4 million and $7.2 million, respectively.

Sale of SuperFrio Joint Venture

On April 30, 2025, the Company completed the sale of its 14.99% equity interest in the SuperFrio joint venture to a third party for the Brazilian Real US dollar equivalent of $27.5 million. This sale resulted in the recognition of a net $2.4 million gain for the nine months ended September 30, 2025, which was recognized within “Other, net” on the Condensed Consolidated Statements of Operations. The gain is net of a $2.4 million loss related to the reclassification of foreign currency translation adjustments previously recorded in “Accumulated other comprehensive loss”. As the proceeds associated with this transaction were required to be held by our Brazilian subsidiary until July of 2025, the Company entered into a foreign currency forward contract designated as a net investment hedge of our net investment in our Brazilian subsidiary. The purpose of the hedge contract was to guarantee the repatriation of $27.0 million amidst any foreign currency fluctuation during the holding period that the Brazilian Real were held by our Brazilian subsidiary. The hedge contract net settled in July of 2025 requiring the Company to pay $1.5 million to the hedge counterparty, which resulted in net proceeds repatriated to the U.S. of $27.0 million. The total cash outflow of $1.5 million paid to the hedge counterparty is included within “Payment for foreign currency exchange forwards settlement” on the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2025.

Loss on Debt Extinguishment

During the nine months ended September 30, 2024, the Company purchased eleven facilities in the Company’s lease portfolio that were previously accounted for as failed sale-leaseback financing obligations for total consideration of $191.0 million. Total cash outflows related to these purchases are included within “Termination of sale-leaseback financing obligations” on the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2024.

These purchases resulted in the recognition of a $115.1 million loss for the nine months ended September 30, 2024, recognized within “Loss on debt extinguishment and termination of derivative instruments” on the Condensed Consolidated Statements of Operations included herein.

Recent Rules and Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”), which is intended to enhance the transparency and decision usefulness of income tax disclosures. The amendments in ASU 2023-09 provide for enhanced income tax information primarily through changes to the rate reconciliation and income taxes paid information. ASU 2023-09 is effective for the Company prospectively for all annual periods beginning after December 15, 2024. The Company is currently evaluating the impact of this standard on our annual disclosures for the year ending 2025.

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2024-03, “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses”. This ASU requires an entity to disclose the amounts of employee compensation, depreciation, and intangible asset amortization included in each relevant expense caption. It also requires an entity to include certain amounts that are already required to be disclosed under current GAAP in the same disclosure. Additionally, it requires an entity to disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, and to disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. The amendments in the ASU are effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with early adoption permitted. An entity may apply the amendments prospectively for reporting periods after the effective date or retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the impact of this standard on our Consolidated Financial Statements and the related footnote disclosures.

In September 2025, the FASB issued ASU 2025-06, Intangibles – Goodwill and Other – Internal-Use Software. This standard eliminates the prescriptive “project stage” model in ASC 350-40, clarifies the threshold for when entities begin capitalizing software development costs, and requires that disclosure requirements under ASC 360, Property, Plant, and Equipment – Overall, also apply to capitalized software costs regardless of presentation. ASU 2025-06 is effective for interim and annual periods beginning after December 15, 2027, with early adoption permitted, and may be applied prospectively, retrospectively, or under a modified transition approach. The Company is currently evaluating the impact of this guidance but does not expect its adoption to have a material effect on the Consolidated Financial Statements or related footnote disclosures.

All other new accounting pronouncements that have been issued, but not yet effective are currently being evaluated and at this time are not expected to have a material impact on our financial position or results of operations.

2. Business Combinations

Houston Warehouse Acquisition

On March 17, 2025, the Company completed the acquisition of one temperature-controlled storage facility, and the related operations, located in Baytown, TX (the “Houston acquisition”), for total cash consideration of $108.4 million. The preliminary fair values of the assets acquired related to the consideration transferred primarily included $70.7 million of property, buildings and equipment and $38.5 million of goodwill, all allocated to the Warehouse segment. The goodwill recorded is primarily attributable to the strategic benefits of the acquisition including additional storage capacity that enabled the efficient transfer of customer product from an existing facility to this newly acquired site. This transfer optimizes the use of the original location and created the space to support a new fixed commitment retail contract. The goodwill associated with the acquisition is fully deductible for federal income tax purposes.

The fair values of the assets acquired and liabilities assumed and the related preliminary acquisition accounting are based on management’s estimates and assumptions, third party valuation specialist, as well as other information compiled by management and the books and records for the Houston acquisition. Our estimates and assumptions are subject to change during the measurement period, not to exceed one year from the acquisition date.

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

3. Acquisition, Cyber Incident, and Other, Net

The components of the charges and credits included in “Acquisition, cyber incident, and other, net” in our Condensed Consolidated Statements of Operations are as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024(1)		2025		2024(1)
Acquisition, cyber incident, and other, net	(In thousands)
Project Orion expenses	$	11,890	$	21,595	$	35,749	$	41,393
Other, net	8,295		927		14,756		94
Closed site costs, excluding severance	4,864		(61)		15,849		1,683
Severance costs	2,112		1,453		3,972		4,573
Cyber incident related costs, net of insurance recoveries	1,061		739		3,191		(7,430)
Acquisition and integration related costs	830		1,361		4,175		3,712
Total acquisition, cyber incident, and other, net	$	29,052	$	26,014	$	77,692	$	44,025

(1) Certain prior period amounts have been reclassified to conform to the current period presentation.

Project Orion expenses represent the non-capitalizable portion of our Project Orion costs. Project Orion is an investment in and transformation of our technology systems, business processes and customer solutions. The first phase of the project was deployed during the three months ended June 30, 2024. Refer to Note 1 - General to these Condensed Consolidated Financial Statements for further details.

Other, net includes non-routine stock compensation expense associated with certain employee awards, costs and settlements related to litigation, certain software implementation expenses and professional and consulting fees for strategic projects.

Closed site costs include expenses incurred to wind down operations at closed or sold facilities within our warehouse and transportation related operations. Such costs include lease termination fees, fixed operating costs, asset retirement obligations, and other exit-related expenses. These amounts do not include any reduction in workforce or other severance costs related to the exit of these operations as those expenses are included within Severance costs as described below.

Severance costs represent certain contractual and negotiated severance and separation costs from exited former executives (excluding charges in the normal course of retirement), reorganizations, reduction in headcount due to synergies achieved through acquisitions or operational efficiencies and reduction in workforce costs associated with exiting or selling non-strategic warehouses or businesses.

Cyber incident related costs, net of insurance recoveries, represents incremental legal and other costs associated with cybersecurity incidents that occurred in November 2020 and April 2023, net of the receipt of business interruption insurance proceeds. For further information regarding these cyber incidents, refer to our 2024 Annual Report on Form 10-K.

Acquisition and integration related costs include costs associated with business acquisitions, including insignificant transaction related costs associated with the Houston acquisition, which is further described in Note 2 - Business Combinations to these Condensed Consolidated Financial Statements, whether consummated or not, such as advisory, legal, accounting, valuation and other professional or consulting fees. We also include

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

integration costs pre- and post-acquisition, that reflect work being performed to facilitate merger and acquisition integration, such as work associated with information systems and other projects including spending to support future acquisitions, and primarily consist of professional services. We consider acquisition related costs to be corporate costs regardless of the segment or segments involved in the transaction.

4. Debt

The following table reflects a summary of our outstanding indebtedness, at carrying amount, as of September 30, 2025 and December 31, 2024:


	September 30, 2025		December 31, 2024
	(In thousands)
Senior Unsecured Notes	$	2,730,285	$	2,226,524
Senior Unsecured Term Loans	824,596		818,820
Senior Unsecured Revolving Credit Facility	364,758		255,052
Total principal amount of indebtedness	3,919,639		3,300,396
Less: unamortized deferred financing costs	(16,585)		(13,882)
Total indebtedness, net of deferred financing costs	$	3,903,054	$	3,286,514

On April 3, 2025, pursuant to the Registration Statement further described in Note 1 - General to these Condensed Consolidated Financial Statements, we completed an underwritten public offering of $400.0 million aggregate principal amount of the Operating Partnership’s Public 5.600% Notes due May 15, 2032. The Public 5.600% Notes are fully and unconditionally guaranteed, jointly and severally, by each of the Company, Americold Realty Operations, and certain subsidiaries of the Operating Partnership. The Public 5.600% Notes bear interest at a rate of 5.600% per year, and interest is payable semi-annually on May 15 and November 15 of each year, with the first payment occurring on November 15, 2025. The proceeds from the issuance of the Public 5.600% Notes were used to repay a portion of borrowings previously outstanding.

In connection with the Public 5.600% Notes issuance in April 2025, we executed three treasury lock hedge transactions in March of 2025 to hedge the risk-free treasury yield component of the overall rate ultimately assigned to the $400.0 million public debt offering. The treasury locks were tied to $300.0 million of the principal and secured a treasury yield range of 4.0957% to 4.0985%. The transactions settled on March 25, 2025, when the notes were priced, and included proceeds of $1.3 million, which were recognized as a gain within "Accumulated other comprehensive loss" on the Condensed Consolidated Balance Sheets. These amounts are amortized on a straight-line basis as a decrease to “Interest expense” over the term of the Public 5.600% Notes, beginning in April 2025.

In connection with the issuance of the Public 5.600% Notes, we incurred approximately $4.2 million of debt issuance costs. Additionally, the notes were priced at 99.862% of the principal amount which resulted in a discount amount of $0.6 million. The total of debt issuance costs incurred, including the discount, was approximately $4.8 million. The unamortized balance of the debt issuance costs and discount are included in “Senior unsecured notes and term loans - net of deferred financing costs” on the Condensed Consolidated Balance Sheets and totaled $4.5 million as of September 30, 2025. These costs are amortized to “Interest expense” over the term of the Public 5.600% Notes, beginning in April 2025, using the effective interest method.

The Public 5.600% Notes may be redeemed at the option of the Company. Prior to March 15, 2032, the Public 5.600% Notes may be redeemed at our option, in whole or in part, at any time and from time to time, at the Operating Partnership’s option and sole discretion, at a redemption price equal to the greater of (i) 100% of the principal amount of the Public 5.600% Notes being redeemed, or (ii) a make-whole premium calculated in

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

accordance with the indenture, plus, in either case, unpaid interest accrued thereon to, but excluding the redemption date. On or after March 15, 2032, the Public 5.600% Notes may be redeemed at our option, in whole or in part, at any time and from time to time, at a redemption price in cash equal to 100% of the principal amount of the Public 5.600% Notes to be redeemed, plus any unpaid interest accrued thereon to, but excluding, the redemption date.

The Public 5.600% Notes require that we maintain at all times a minimum maintenance of total unencumbered assets value of not less than 150% of the aggregate principal amount of all outstanding unsecured debt of the Company, the Operating Partnership and their respective subsidiaries on a consolidated basis. The Public 5.600% Notes also contain certain financial covenants required on a quarterly or occurrence basis, as defined in the offering prospectus, including:

•a maximum total indebtedness to total assets ratio of less than 0.60 to 1.00;

•a maximum total secured indebtedness to total assets ratio of less than 0.40 to 1.00; and

•a minimum interest coverage ratio of not less than 1.50 to 1.00.

The indenture governing the Public 5.600% Notes contains additional covenants customary for similar offerings, including, without limitation, that any subsidiary which becomes a co-borrower, guarantor or otherwise becomes obligated under our Senior Unsecured Term Loans or Senior Unsecured Revolving Credit Facility must also fully and unconditionally guarantee the Public 5.600% Notes.

The following table provides additional details of our Senior Unsecured Notes as of September 30, 2025 and December 31, 2024:


			September 30, 2025				December 31, 2024
	Stated Maturity Date	Contractual Interest Rate	Borrowing Currency		Carrying Amount (USD)		Borrowing Currency		Carrying Amount (USD)
		(In thousands, except percentages)
Private Series A Notes	01/2026	4.68%	$	200,000	$	200,000	$	200,000	$	200,000
Private Series B Notes	01/2029	4.86%	$	400,000	400,000		$	400,000	400,000
Private Series C Notes	01/2030	4.10%	$	350,000	350,000		$	350,000	350,000
Private Series D Notes	01/2031	1.62%	€	400,000	469,485		€	400,000	414,146
Private Series E Notes	01/2033	1.65%	€	350,000	410,800		€	350,000	362,378
Public 5.600% Notes	05/2032	5.60%	$	400,000	400,000		$	—	—
Public 5.409% Notes	09/2034	5.41%	$	500,000	500,000		$	500,000	500,000
Total Senior Unsecured Notes					$	2,730,285			$	2,226,524

The following table provides additional details of our Senior Unsecured Term Loans as of September 30, 2025 and December 31, 2024:


		September 30, 2025					December 31, 2024
	Stated Maturity Date(1)	Contractual Interest Rate(2)	Borrowing Currency		Carrying Amount (USD)		Contractual Interest Rate(2)	Borrowing Currency		Carrying Amount (USD)
		(In thousands, except percentages)
Tranche A-1	08/2026	SOFR + 0.94%	$	375,000	$	375,000	SOFR + 0.94%	$	375,000	$	375,000
Tranche A-2	01/2028	CORRA + 0.94%	C$	250,000	179,596		CORRA + 0.94%	C$	250,000	173,820
Delayed Draw Tranche A-3	01/2028	SOFR + 0.94%	$	270,000	270,000		SOFR + 0.94%	$	270,000	270,000
Total Senior Unsecured Term Loans					$	824,596				$	818,820

(1)The terms of the debt agreement for Tranche A-1 include an option for two twelve-month extensions past the original contractual maturity date in August of 2025. In June 2025, the Company exercised the first twelve-month extension, which extended the maturity date to August of 2026. The Company retains the right to exercise the second twelve-month extension to extend the maturity date to August of 2027.

(2)SOFR = adjusted one-month SOFR (which includes an adjustment of 0.10%), CORRA = adjusted daily CORRA (which includes an adjustment of 0.30%). Refer to Note 5 - Derivative Financial Instruments for details of the related interest rate swaps.

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

The following table provides additional details of our Senior Unsecured Revolving Credit Facility as of September 30, 2025 and December 31, 2024:


	September 30, 2025					December 31, 2024
	Contractual Interest Rate (1)	Borrowing Currency		Carrying Amount (USD)		Contractual Interest Rate(1)	Borrowing Currency		Carrying Amount (USD)
Denomination of Draw	(In thousands, except percentages)
U.S. dollar	SOFR + 0.84%	$	52,000	$	52,000	SOFR + 0.84%	$	14,000	$	14,000
Australian dollar	BBSW + 0.84%	A$	207,500	137,190		BBSW + 0.84%	A$	197,000	121,908
Canadian dollar	CORRA + 0.84%	C$	80,000	57,471		CORRA + 0.84%	C$	35,000	24,335
Euro	EURIBOR + 0.84%	€	70,500	82,747		EURIBOR + 0.84%	€	70,500	72,993
New Zealand dollar	BKBM + 0.84%	NZ$	61,000	35,350		BKBM + 0.84%	NZ$	39,000	21,816
Total Senior Unsecured Revolving Credit Facility(2)				$	364,758				$	255,052

(1)SOFR = adjusted daily SOFR (which includes an adjustment of 0.10%), BBSW = one-month Bank Bill Swap Rate, CORRA = adjusted daily CORRA (which includes an adjustment of 0.30%), EURIBOR = one-month Euro Interbank Offered Rate, BKBM = one-month Bank Bill Reference Rate.

(2)The Senior Unsecured Revolving Credit Facility matures in August of 2026; however, the terms of the debt agreement include an option for two six-month extensions past the contractual maturity date.

Refer to Note 9 - Debt to the Consolidated Financial Statements in the Company’s 2024 Annual Report on Form 10-K as filed with the SEC for further details of our outstanding indebtedness.

As of September 30, 2025, we were in compliance with all debt covenants.

5. Derivative Financial Instruments

Designated Non-derivative Financial Instruments

As of September 30, 2025, the Company designated A$207.5 million and €820.5 million of debt and accrued interest as a hedge of its net investment in the respective international subsidiaries. As of December 31, 2024, the Company designated A$197.0 million and €820.5 million of debt and accrued interest as a hedge of its net investment in the respective international subsidiaries. The remeasurement of these instruments is recorded in “Unrealized net (loss) gain on foreign currency” on the accompanying Condensed Consolidated Statements of Comprehensive Loss.

During the three months ended June 30, 2024, the Company determined that its previous designation of £78.0 million of debt and accrued interest as a hedge of its net investment in its United Kingdom-based subsidiary did not qualify for hedge accounting, and the cumulative foreign exchange gain associated with this transaction of $10.4 million, previously classified within “Accumulated other comprehensive loss” on the Condensed Consolidated Balance Sheets, was recorded as a gain from removal of hedge designation within “Other, net” on the Condensed Consolidated Statements of Operations for the nine months ended September 30, 2024. The Company determined that the impacts of this adjustment were immaterial to the prior period interim and annual financial statements and disclosures. Furthermore, the Company fully paid off the balance of this revolving debt during the nine months ended September 30, 2024.

Derivative Financial Instruments

The Company is subject to volatility in interest rates due to its variable-rate debt. To manage this risk, the Company periodically enters into interest rate swap agreements. These agreements involve the receipt of variable-rate amounts in exchange for fixed-rate interest payments over the life of the respective swap agreement without

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

an exchange of the underlying notional amount. The Company’s objective for utilizing these derivative instruments is to reduce its exposure to fluctuations in cash flows due to changes in interest rates.

The following table includes the key provisions of the Company’s interest rate swap agreements as of September 30, 2025 and December 31, 2024:


Notional	Fixed Base Interest Rate Swap	Effective Date	Expiration Date	Asset Fair Value as of September 30, 2025		Liability Fair Value as of September 30, 2025
				(In thousands)
$200 million	3.05%	12/29/2023	7/30/2027	$	1,128	$	—
$175 million	3.47%	11/30/2022	7/30/2027	—		323
$270 million	3.05%	11/01/2022	12/31/2027	1,623		—
C$250 million	3.59%	9/23/2022	12/31/2027	—		3,750
			Total	$	2,751	$	4,073


Notional	Fixed Base Interest Rate Swap	Effective Date	Expiration Date	Asset Fair Value as of December 31, 2024		Liability Fair Value as of December 31, 2024
				(In thousands)
$200 million	3.05%	12/29/2023	7/30/2027	$	4,651	$	—
$175 million	3.47%	11/30/2022	7/30/2027	2,265		—
$270 million	3.05%	11/01/2022	12/31/2027	7,225		—
C$250 million	3.59%	9/23/2022	12/31/2027	—		3,021
			Total	$	14,141	$	3,021

The Company is also subject to volatility in foreign exchange rates due to its foreign-currency denominated intercompany loans to certain international subsidiaries. To manage this risk, the Company periodically enters into cross-currency swap agreements. These agreements involve the receipt of fixed USD amounts in exchange for payment of fixed foreign currency amounts over the life of the intercompany loan. The Company’s objective for utilizing these derivative instruments is to reduce its exposure to fluctuations in cash flows due to changes in foreign exchange rates. At September 30, 2025 and December 31, 2024, the Company’s outstanding intercompany loan balance with its Australian subsidiary of A$153.5 million was hedged under a cross-currency swap agreement.

In connection with the issuance of the Public 5.600% Notes in April 2025, the Company executed three treasury lock hedge transactions (“treasury locks”) in March 2025 to hedge the risk-free treasury yield component of the overall rate ultimately assigned to the $400.0 million issuance. Further details of both the public debt offering and related treasury locks are described in Note 4 - Debt to these Condensed Consolidated Financial Statements.

As described in Note 1 - General, in March 2025, in connection with the sale of the SuperFrio joint venture which occurred on April 30, 2025, the Company entered into a foreign currency forward contract designated as a net investment hedge of our net investment in our Brazilian subsidiary. The purpose of the hedge contract was to guarantee the repatriation of $27.0 million amidst any foreign currency fluctuation during the holding period that the Brazilian Real were held by our Brazilian subsidiary. The hedge contract net settled in July of 2025 requiring the Company to pay $1.5 million to the hedge counterparty, which resulted in net proceeds repatriated to the U.S. of $27.0 million.

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

There have been no significant changes to our policy or strategy related to derivative financial instruments from that disclosed in our 2024 Annual Report on Form 10-K.

The Company determines the fair value of its derivative instruments using a present value calculation with significant observable inputs classified as Level 2 of the fair value hierarchy. Derivative asset balances are recorded on the accompanying Condensed Consolidated Balance Sheets within “Other assets” and derivative liability balances are recorded on the accompanying Condensed Consolidated Balance Sheets within “Accounts payable and accrued expenses”.

The following table presents the fair value of the Company’s designated derivative financial instruments as of September 30, 2025 and December 31, 2024:


	Derivative Assets				Derivative Liabilities
	September 30, 2025		December 31, 2024		September 30, 2025		December 31, 2024
	(In thousands)
Designated derivatives
Foreign exchange contracts	$	9,292	$	15,727	$	—	$	—
Interest rate contracts	2,751		14,141		4,073		3,021
Total fair value of derivatives	$	12,043	$	29,868	$	4,073	$	3,021

For derivatives designated and that qualify as cash flow hedges, the gain or loss on the derivative instrument is recorded as “Unrealized net loss on cash flow hedges” on the accompanying Condensed Consolidated Statements of Comprehensive Loss and subsequently reclassified in the period(s) during which the hedged transaction affects earnings within the same income statement and related cash flow line items as the earnings effect of the hedged transaction. During the next twelve months, the Company estimates that an additional $1.2 million (inclusive of the treasury locks) will be reclassified as a decrease to “Interest expense”.

The following tables present the effect of the Company’s designated derivative financial instruments on the accompanying Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2025 and 2024, including the impacts to Accumulated other comprehensive loss (“AOCI”):


	Amount of Gain or (Loss) Recognized in Other Comprehensive Income (Loss) on Derivatives

	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
	(In thousands)
Interest rate swaps	$	515	$	(19,429)	$	(7,312)	$	2,078
Treasury locks	—		—		1,292		—
Foreign currency exchange forwards	105		—		(1,493)		—
Cross-currency swap	(78)		(2,799)		(7,884)		(664)
Total designated derivative financial instruments	$	542	$	(22,228)	$	(15,397)	$	1,414

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Notes to Condensed Consolidated Financial Statements (Unaudited)


	Location of Gain or (Loss) Reclassified from AOCI into Earnings	Amount of Gain or (Loss) to Earnings from AOCI Reclassifications
		Three Months Ended September 30,				Nine Months Ended September 30,
		2025		2024		2025		2024
		(In thousands)
Interest rate swaps	Interest expense	$	1,679	$	4,108	$	5,131	$	12,771
Interest rate swaps	Loss on debt extinguishment and termination of derivative instruments(1)	—		(218)		—		(973)
Treasury locks	Interest expense	46		—		91		—
Foreign currency exchange forwards	Foreign currency exchange loss, net	(1,493)		—		(1,493)		—
Cross-currency swap	Foreign currency exchange loss, net	(477)		(3,651)		(6,498)		(1,759)
Cross-currency swap	Interest expense	119		13		332		219
Total designated derivative financial instruments		$	(126)	$	252	$	(2,437)	$	10,258

(1)In conjunction with the termination of interest rate swaps in 2020, the Company recorded amounts in Accumulated other comprehensive loss that were reclassified as an adjustment to earnings over the term of the original hedges and respective borrowings. During the three and nine months ended September 30, 2024, the Company recorded an increase to “Loss on debt extinguishment and termination of derivative instruments” related to this transaction.

In 2020, the Company terminated the two interest rate swaps related to the 2020 Senior Unsecured Credit Facility for a fee of $16.4 million, of which $8.7 million was recorded in “Accumulated other comprehensive loss” and was amortized to “Loss on debt extinguishment and termination of derivative instruments” through August 2024.

The Company’s derivatives are subject to master netting agreements. The impacts from offsetting were immaterial as of September 30, 2025 and there were no impacts from offsetting as of December 31, 2024.

As of September 30, 2025 and December 31, 2024, the Company has not posted any collateral related to these agreements. The Company has agreements with each of its derivative counterparties that contain a provision where the Company could be declared in default of its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company's default on the indebtedness.

6. Fair Value Measurements

As of September 30, 2025 and December 31, 2024, the carrying amounts of cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued expenses approximate their fair values due to the short-term maturities of the instruments.

The Company’s financial assets and liabilities recorded at fair value on a recurring basis include derivative instruments. The Company’s assets and liabilities recorded at fair value on a non-recurring basis include long-lived assets when events or changes in circumstances indicate that the carrying amounts may not be recoverable.

The Company’s assets and liabilities measured or disclosed at fair value are as follows:

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)


		Fair Value
	Fair Value Hierarchy	September 30, 2025		December 31, 2024
		(In thousands)
Measured at fair value on a recurring basis:
Interest rate swap assets	Level 2	$	2,751	$	14,141
Interest rate swap liabilities	Level 2	$	4,073	$	3,021
Cross-currency swap assets (Foreign exchange contracts)	Level 2	$	9,292	$	15,727

Measured at fair value on a non-recurring basis:
Certain previously impaired real estate assets	Level 3	$	—	$	25,394

Disclosed at fair value:
Public 5.600% Notes(1)	Level 2	$	406,962	$	—
Public 5.409% Notes(1)	Level 2	$	491,165	$	478,950
Senior Unsecured Notes (excluding Public 5.600% Notes and Public 5.409% Notes), Senior Unsecured Term Loans, and Senior Unsecured Revolving Credit Facility(1)	Level 3	$	2,906,794	$	2,660,494

(1)The carrying value of the Senior Unsecured Notes, Senior Unsecured Term Loans, and Senior Unsecured Revolving Credit Facility is disclosed in Note 4 - Debt to these Condensed Consolidated Financial Statements.

7. Income Taxes

The Company’s effective tax rate for the three and nine months ended September 30, 2025 and 2024 varies from the statutory U.S. federal income tax rate primarily due to the Company being designated as a REIT that is generally treated as a non-tax paying entity. During the three and nine months ended September 30, 2025 and 2024, the effective tax rate was impacted by the blend of pre-tax book income and losses generated year over year by jurisdiction.

The international tax framework (“Pillar 2”) created by the Organization for Economic Co-operation and Development includes a global minimum tax of 15 percent. Legislation adopting these provisions has been enacted in certain jurisdictions where the Company operates and was effective starting in the Company's 2024 calendar year. The Company concluded that the legislation does not have a material impact on the Company’s income tax expense.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA makes permanent certain key elements of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic research cost expensing, and the business interest expense limitation. ASC 740 - Income Taxes, requires the tax effects of changes in tax rates and laws to be recognized in the period in which the legislation is enacted. Those effects, both current tax and deferred tax, are reported as part of continuing operations. Since the legislation was signed into law during the three months ended September 30, 2025, the estimates are included in our operating results for the three and nine months ended September 30, 2025. The legislation did not have a material impact on our income tax expense for the third quarter 2025, and we don’t expect it to materially change our effective income tax rate for 2025.

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

8. Commitments and Contingencies

Legal Proceedings

In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company and its legal counsel evaluate the merits of any legal proceedings or unasserted claims, as well as the perceived merits of the amount of relief sought or expected to be sought. If the assessment of a contingency suggests that a loss is probable, and the amount can be reasonably estimated, then a loss is recorded.

In addition to any matters discussed herein, the Company may be subject to litigation and claims arising from the ordinary course of business. In the opinion of management, after consultation with legal counsel, the outcome of such matters is not expected to have a material impact on the Company’s financial condition, results of operations, or cash flows.

Environmental Matters

The Company is subject to a wide range of environmental laws and regulations in each of the locations in which the Company operates. Compliance with these requirements can involve significant capital and operating costs. Failure to comply with these requirements can result in civil or criminal fines or sanctions, claims for environmental damages, remediation obligations, the revocation of environmental permits, or restrictions on the Company’s operations.

The Company records accruals for environmental matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated based on current law and existing technologies. The Company adjusts these accruals periodically as assessment and remediation efforts progress or as additional technical or legal information become available. The Company had nominal amounts recorded as environmental liabilities in “Accounts payable and accrued expenses” as of September 30, 2025 and December 31, 2024 on the Condensed Consolidated Balance Sheets. Most of the Company’s warehouses utilize ammonia as a refrigerant. Ammonia is classified as a hazardous chemical regulated by the Environmental Protection Agency, and an accident or significant release of ammonia from a warehouse could result in injuries, loss of life, and property damage. Future changes in applicable environmental laws or regulations, or in the interpretations of such laws and regulations, could negatively impact the Company. The Company believes it is in compliance with applicable environmental regulations in all material respects. Under various U.S. federal, state, and local environmental laws, a current or previous owner or operator of real estate may be liable for the entire cost of investigating, removing, and/or remediating hazardous or toxic substances on such property. Such laws often impose liability whether or not the owner or operator knew of, or was responsible for, the contamination. Even if more than one person may have been responsible for the contamination, each person covered by the environmental laws may be held responsible for the entire clean-up cost. There were no material unrecorded contingent liabilities as of September 30, 2025 and December 31, 2024.

Occupational Safety and Health Act (“OSHA”)

The Company’s warehouses located in the U.S. are subject to regulation under OSHA, which requires employers to provide associates with an environment free from hazards, such as exposure to toxic chemicals, excessive noise levels, mechanical dangers, heat or cold stress, and unsanitary conditions. The cost of complying with OSHA and similar laws enacted by states and other jurisdictions in which we operate can be substantial, and any failure to comply with these regulations could expose us to substantial penalties and potentially to liabilities to associates

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

who may be injured at our warehouses. The Company records accruals for OSHA matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. The Company believes that it is in substantial compliance with all OSHA regulations and that no material unrecorded liabilities exist as of September 30, 2025 and December 31, 2024. Future changes in applicable environmental laws or regulations, or in the interpretation of such laws and regulations, could negatively impact the Company.

9. Accumulated Other Comprehensive Loss

The Company reports activity in Accumulated other comprehensive loss (“AOCI”) for foreign currency translation adjustments, including the translation adjustment for investments in partially owned entities, unrealized gains and losses on designated derivatives, and minimum pension liability adjustments (net of tax). The activity in AOCI for the three and nine months ended September 30, 2025 and 2024 is as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
	(In thousands)
Opening balance - accumulated other comprehensive loss	$	(58,468)	$	(14,313)	$	(27,279)	$	(16,640)
Pension and other postretirement benefits:
Balance at beginning of period, net of tax	$	800	$	279	$	898	$	383
Loss arising during period	(49)		(13)		(147)		(117)
Net loss on pension and other postretirement benefit	(49)		(13)		(147)		(117)
Balance at end of period, net of tax	$	751	$	266	$	751	$	266
Foreign currency:
Balance at beginning of period, net of tax	$	(65,089)	$	(42,792)	$	(46,028)	$	(31,587)
Cumulative translation adjustment	(8,368)		41,282		96,896		3,983
Non-derivative net investment hedges(1)	2,992		(37,262)		(122,107)		(11,168)
Derivative net investment hedge(1)	105		—		(1,493)
Reclassification of derivative net investment hedge to earnings(1)	1,493		—		1,493		—
Reclassification of accumulated CTA on SuperFrio sale proceeds	(1,579)		—		(1,579)		—
Reclassification of CTA to earnings upon sale of partially owned entity	—		—		2,372		—
Net (loss) gain on foreign currency translation	(5,357)		4,020		(24,418)		(7,185)
Balance at end of period, net of tax	$	(70,446)	$	(38,772)	$	(70,446)	$	(38,772)
Designated derivatives:
Balance at beginning of period, net of tax	$	5,821	$	28,200	$	17,851	$	14,564
Cash flow hedge derivatives(1)	437		(22,228)		(13,904)		1,414
Net amount reclassified from AOCI to earnings(1)	(1,367)		(252)		944		(10,258)
Net loss on designated derivatives	(930)		(22,480)		(12,960)		(8,844)
Balance at end of period, net of tax	$	4,891	$	5,720	$	4,891	$	5,720
Closing balance - accumulated other comprehensive loss	$	(64,804)	$	(32,786)	$	(64,804)	$	(32,786)

(1)Refer to Note 5 - Derivative Financial Instruments for details of our derivative and designated non-derivative financial instruments, including the classification on the Condensed Consolidated Statements of Operations for items reclassified from AOCI to Net loss.

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

10. Segment Information

Our operating segments are aggregated into three reportable segments: Warehouse, Transportation, and Third-party managed.

•Warehouse. Our core business is our warehouse segment, where we provide temperature-controlled warehouse storage and related handling and other warehouse services. We collect rent and storage fees to store customer’s frozen and perishable food and other products. Our handling services optimize our customer’s product movement through the cold chain, including placement, case-picking, blast freezing, e-commerce fulfillment, and other recurring handling services.

Significant warehouse segment expenses include labor, power, other facilities costs, and other service costs.

Labor - Labor, the most significant part of warehouse expenses, covers wages, benefits, workers' compensation.

Power - The cost of power, also a significant cost of operations, fluctuates based on the price of power in the regions that our facilities operate and the required temperature zone or freezing required.

Other Facilities Costs - Other facilities costs include utilities other than power, property taxes and insurance, sanitation, repairs and maintenance, operating lease rent charges, security, and other related facilities costs.

Other Services Costs - Other services costs include equipment costs, warehouse consumables (e.g. shrink-wrap), employee protective equipment, warehouse administration and other related services costs.

•Transportation. In our transportation segment, we broker, manage or operate transportation of frozen and perishable food and other products for our customers. Our services include consolidation (i.e., combining products for efficient shipment), freight under management services (i.e., arranging and overseeing transportation of customer inventory) and dedicated transportation, each designed to improve efficiency and reduce transportation and logistics costs to our customers.

Transportation services cost of operations are primarily affected by third-party carrier costs, which are influenced by carrier factors like driver and equipment availability. In select markets, we use our drivers and assets, incurring costs like wages, fuel, tolls, insurance, and maintenance to operate these assets.

•Third-party managed. Under our third-party managed segment, we manage warehouses on behalf of third parties and provide warehouse management services to leading food manufacturers and retailers in their owned facilities.

Third-party managed services cost of operations, which are recognized on a pass-through basis, primarily consist of labor charges similar to those described above as a component of warehouse costs of operations.

The accounting policies used in the preparation of our reportable segments financial information are the same as those used in the preparation of our Condensed Consolidated Financial Statements. Our chief operating decision maker is our Chief Executive Officer, who uses segment contribution to evaluate segment performance and to allocate resources.

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

Segment contribution metrics help investors understand revenues, costs, and earnings among service types. Segment contribution is calculated as earnings before interest expense, taxes, depreciation and amortization, and excluding corporate Selling, general, and administrative expense; Acquisition, cyber incident, and other, net; Impairment of long-lived assets; Net loss (gain) from sale of real estate and all components of non-operating other income and expense.

Selling, general, and administrative functions support all the business segments. Therefore, the related expense is not allocated to segments as the chief operating decision maker does not use it to evaluate segment performance and to allocate resources. Segment contribution is not a measurement of financial performance under U.S. GAAP and should not be considered an alternative to operating income. The Company has not disclosed assets by reportable segments, as asset information is not used by our chief operating decision maker to facilitate resource allocations.

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

The following table presents segment revenues, significant segment expenses and segment contribution with a reconciliation to Loss before income taxes for the three and nine months ended September 30, 2025 and 2024:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
	(In thousands)
Segment revenues:
Warehouse	$	607,014	$	612,181	$	1,776,441	$	1,810,278
Transportation	47,843		51,764		139,933		159,254
Third-party managed	8,808		10,226		27,019		30,574
Total revenues	663,665		674,171		1,943,393		2,000,106

Significant Segment Expenses:
Warehouse:
Power	42,439		41,767		109,692		112,182
Other facilities costs	60,421		67,211		177,646		195,190
Labor	253,985		253,258		743,138		747,057
Other services costs	55,186		51,321		153,392		155,563
Total Warehouse Cost of Operations	412,031		413,557		1,183,868		1,209,992

Transportation services cost of operations	40,107		43,323		116,201		130,441
Third-party managed services cost of operations	6,499		8,073		20,792		24,136
Total segment expenses	$	458,637	$	464,953	$	1,320,861	$	1,364,569

Segment contribution:
Warehouse	194,983		198,624		592,573		600,286
Transportation	7,736		8,441		23,732		28,813
Third-party managed	2,309		2,153		6,227		6,438
Total segment contribution	205,028		209,218		622,532		635,537

Depreciation and amortization expense	(88,023)		(89,362)		(267,467)		(271,106)
Selling, general, and administrative expense	(70,982)		(63,663)		(207,124)		(188,542)
Acquisition, cyber incident, and other, net	(29,052)		(26,014)		(77,692)		(44,025)
Impairment of long-lived assets	(77)		(2,953)		(5,303)		(2,953)
Net (loss) gain from sale of real estate	(143)		—		11,617		3,514
Interest expense	(33,931)		(34,255)		(108,293)		(100,865)
Loss on debt extinguishment and termination of derivative instruments	—		(218)		—		(116,082)
Loss from investments in partially owned entities	(41)		(1,037)		(1,739)		(3,020)
Other, net	(477)		3,723		6,594		27,872
Loss before income taxes	$	(17,698)	$	(4,561)	$	(26,875)	$	(59,670)

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

11. Loss per Common Share

Basic loss per share and Diluted loss per share are calculated by dividing the Net loss attributable to common stockholders by the basic and diluted weighted-average common stock outstanding in the period, respectively, using the allocation method prescribed by the two-class method. The Company applies this method to compute earnings/loss per common share because it distributes non-forfeitable dividend equivalents on restricted stock units and Operating Partnership units granted to certain associates and non-employee directors who have the right to participate in the distribution of common dividends while the restricted stock units and Operating Partnership units are unvested.

A reconciliation of the basic and diluted weighted-average common stock outstanding for the three and nine months ended September 30, 2025 and 2024 is as follows:


	Three Months Ended September 30,		Nine Months Ended September 30,
	2025	2024	2025	2024
	(In thousands)
Weighted average common stock outstanding – basic	285,898	284,861	285,622	284,729
Dilutive effect of stock-based awards	—	—	—	—
Weighted average common stock outstanding – diluted	285,898	284,861	285,622	284,729

For the three and nine months ended September 30, 2025 and 2024, potential common stock under the treasury stock method and the if-converted method were antidilutive because the Company reported net loss for such periods. Consequently, the Company did not have any adjustments between basic and diluted loss per share related to stock-based awards for those respective periods.

The table below presents the number of antidilutive potential common shares that are not considered in the calculation of diluted loss per share:


	Three Months Ended September 30,		Nine Months Ended September 30,
	2025	2024(1)	2025	2024(1)
	(In thousands)
Employee stock options	22	57	30	59
Restricted stock units	880	383	838	466
OP units	301	329	329	274
Total	1,203	769	1,197	799

(1) Certain prior period amounts have been reclassified to conform to the current period presentation.

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

12. Revenue from Contracts with Customers

Disaggregated Revenues

The following tables represent a disaggregation of revenues from contracts with customers for the three and nine month ended September 30, 2025 and 2024 by segment and geographic region:


	Three Months Ended September 30, 2025
	North America		Europe		Asia-Pacific		South America		Total
	(In thousands)
Warehouse rent and storage	$	204,017	$	20,288	$	20,064	$	2,094	$	246,463
Warehouse services	274,542		29,204		40,905		1,208		345,859
Transportation	21,851		12,538		12,822		632		47,843
Third-party managed	2,186		—		6,622		—		8,808
Total revenues (1)	502,596		62,030		80,413		3,934		648,973
Lease revenues (2)	13,427		631		634		—		14,692
Total revenues	$	516,023	$	62,661	$	81,047	$	3,934	$	663,665


	Three Months Ended September 30, 2024
	North America		Europe		Asia-Pacific		South America		Total
	(In thousands)
Warehouse rent and storage	$	209,121	$	18,929	$	18,230	$	2,465	$	248,745
Warehouse services	283,046		27,001		37,867		1,743		349,657
Transportation	25,121		15,239		10,566		838		51,764
Third-party managed	4,010		—		6,216		—		10,226
Total revenues (1)	521,298		61,169		72,879		5,046		660,392
Lease revenues (2)	12,230		1,083		466		—		13,779
Total revenues	$	533,528	$	62,252	$	73,345	$	5,046	$	674,171

(1)Revenues are within the scope of ASC 606: Revenue from Contracts with Customers. Elements of contracts or arrangements that are in the scope of other standards (e.g., leases) are separated and accounted for under those standards.

(2)Revenues are within the scope of ASC 842: Leases.


	Nine Months Ended September 30, 2025
	North America		Europe		Asia-Pacific		South America		Total
	(In thousands)
Warehouse rent and storage	$	607,616	$	56,845	$	56,417	$	6,007	$	726,885
Warehouse services	804,643		79,953		115,306		4,073		1,003,975
Transportation	68,198		35,099		34,539		2,097		139,933
Third-party managed	8,225		—		18,794		—		27,019
Total revenues (1)	1,488,682		171,897		225,056		12,177		1,897,812
Lease revenues (2)	41,507		2,431		1,643		—		45,581
Total revenues	$	1,530,189	$	174,328	$	226,699	$	12,177	$	1,943,393

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)


	Nine Months Ended September 30, 2024
	North America		Europe		Asia-Pacific		South America		Total
	(In thousands)
Warehouse rent and storage	$	640,078	$	55,174	$	55,593	$	6,042	$	756,887
Warehouse services	823,532		77,202		105,723		4,202		1,010,659
Transportation	82,847		45,743		28,655		2,009		159,254
Third-party managed	12,596		—		17,978		—		30,574
Total revenues (1)	1,559,053		178,119		207,949		12,253		1,957,374
Lease revenues (2)	36,975		3,826		1,931		—		42,732
Total revenues	$	1,596,028	$	181,945	$	209,880	$	12,253	$	2,000,106

(2)Revenues are within the scope of ASC 842: Leases.

Performance Obligations

Substantially all of our revenues for warehouse storage and handling services, and management and incentive fees earned under third-party managed and other contracts are recognized over time as the customer benefits equally throughout the period until the contractual term expires. Typically, revenues are recognized over time using an output measure (e.g. passage of time). Revenues are recognized at a point in time upon delivery, when the customer typically obtains control, for most accessorial services, transportation services and reimbursed costs.

For arrangements containing non-cancellable contract terms, any variable consideration related to storage renewals or incremental handling charges above stated minimums are 100% constrained and not included in the aggregate amount of the transaction price allocated to the unsatisfied performance obligations disclosed below, given the degree in difficulty in estimation. Payment terms are generally 0 - 30 days upon billing, which is typically monthly, either in advance or subsequent to the performance of services. The same payment terms typically apply for arrangements containing variable consideration.

The Company has no material warranties or obligations for allowances, refunds or other similar obligations.

As of September 30, 2025, the Company had $1.4 billion of remaining unsatisfied performance obligations from contracts with customers subject to a non-cancellable term and within contracts that have an original expected duration exceeding one year. These obligations also do not include variable consideration beyond the non-cancellable term, which due to the inability to quantify by estimate, is fully constrained. The Company expects to recognize approximately 7% of these remaining performance obligations as revenue in 2025, and the remaining 93% to be recognized over a weighted average period of 15.6 years through 2042.

Contract Balances

The timing of revenue recognition, billings and cash collections results in accounts receivable (contract assets), and unearned revenues (contract liabilities) on the accompanying Condensed Consolidated Balance Sheets. Generally, billing occurs monthly, subsequent to revenue recognition, resulting in contract assets. However, the Company may bill and receive advances or deposits from customers, particularly on storage and handling services, before revenue is recognized, resulting in contract liabilities. These assets and liabilities are reported on the accompanying Condensed Consolidated Balance Sheets on a contract-by-contract basis at the end of each

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Americold Realty Trust, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

reporting period. Changes in the contract asset and liability balances during the three and nine months ended September 30, 2025, were not materially impacted by any other factors.

Receivable balances related to contracts with customers accounted for under ASC 606 were $361.8 million and $381.0 million as of September 30, 2025 and December 31, 2024, respectively. All other trade receivable balances relate to contracts accounted for under ASC 842.

Balances in unearned revenues related to contracts with customers were $23.3 million and $22.0 million as of September 30, 2025 and December 31, 2024, respectively. Substantially all revenues that were included in the contract liability balances at the beginning of 2025 have been recognized as of September 30, 2025, and represent revenues from the satisfaction of monthly storage and handling services with average customer inventory turns of approximately 30 days.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q. In addition, the following discussion contains forward-looking statements, such as statements regarding our expectation for future performance, liquidity and capital resources, that involve risks, uncertainties and assumptions that could cause actual results to differ materially from our expectations. Our actual results may differ materially from those contained in or implied by any forward-looking statements. Factors that could cause such differences include, but are not limited to, those identified below and those described in Part I of this report under "Cautionary Statement Regarding Forward-Looking Statements" in this Quarterly Report on Form 10-Q and "Risk Factors” in our 2024 Annual Report on Form 10-K.

Management’s Overview

Focus on Our Operational Effectiveness and Cost Structure

Our ongoing initiatives, some of which are detailed below, focus on streamlining business operations and reducing costs. This includes (i) centralizing processes; (ii) implementing operational standards; (iii) adopting new technology; (iv) enhancing health and safety programs; (v) leveraging our networks’ purchasing power; and (vi) fully integrating acquired assets and businesses. Such realignments have and will allow us to acquire new talent and strengthen our service offerings.

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Additionally, as part of our initiatives to streamline our business processes and to reduce our cost structure, we are continuously evaluating whether to exit less strategic and profitable markets and business lines, including the sale of certain warehouse assets, the exit of certain leased facilities, and the exit of certain managed warehouse agreements. Through our process of active portfolio management, we continue to evaluate our markets and offerings.

Other costs reduction initiatives

To reduce facility costs, we continue to invest in energy efficiency projects, including LED lighting, thermal and solar energy storage, motion-sensor technology, variable frequency drives, third-party efficiency reviews, real-time energy consumption monitoring, rapid open and close doors, and alternative-power generation technologies. We have also fine-tuned our refrigeration systems, implemented rain water harvesting and energy management practices, as well as increased our participation in Power Demand Response programs with some of our power suppliers. These initiatives have allowed us to reduce our consumption of kilowatt hours and energy spend.

Key Factors Affecting Our Business and Financial Results

Project Orion

In February 2023, we announced our transformation program “Project Orion” designed to drive future growth and achieve our long-term strategic objectives, through investment in our technology systems and business processes across our global platform. The project includes the implementation of a new, best-in-class, cloud-based enterprise resource planning (“ERP”) software system. The primary goals of this project are to streamline standard processes, reduce manual work and incrementally improve our business analytics capabilities. Highlights of the project include implementing centralized customer billing operations, a global payroll and human capital management platform, next-generation warehouse maintenance capabilities, global procurement functionality and shared-service operations in certain international regions, among others. We expect the benefits of these initiatives to include revenue and margin improvements through pricing data and analytics and heightened customer contract governance, finance and human resources cost reductions, information technology (“IT”) applications and infrastructure rationalization, reduced associate turnover, working capital efficiency and reduced IT maintenance capital expenditures. The activities associated with Project Orion are expected to be substantially complete, with the exception of the implementation in Europe, within three years from the project’s start date. Since inception, the Company has incurred $212.5 million of implementation costs related to Project Orion, including expenses reported in “Acquisition, cyber incident, and other, net” on the Condensed Consolidated Statements of Operations and costs deferred in “Other assets” on the Condensed Consolidated Balance Sheets. The unamortized balance of the Project Orion deferred costs were $82.9 million and $80.5 million as of September 30, 2025 and December 31, 2024, respectively.

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and nine months ended September 30, 2025 related to the Project Orion phase one implementation was $6.1 million and $13.0 million, respectively. The amortization expense recognized during the three and nine months ended September 30, 2024 related to the Project Orion phase one implementation was $1.8 million and $2.4 million, respectively.

For further information regarding Project Orion, refer to the Consolidated Financial Statements included in our 2024 Annual Report on Form 10-K as filed with the SEC.

Houston Warehouse Acquisition

On March 17, 2025, the Company completed the acquisition of one temperature-controlled storage facility, and the related operations, located in Baytown, TX (the “Houston acquisition”), for total cash consideration of $108.4 million. The acquisition has been accounted for as a business combination. Refer to Note 2 - Business Combination s of the Condensed Consolidated Financial Statements herein for further details of this transaction.

Sale of SuperFrio Joint Venture

Gain From Sale of Real Estate Assets

The Company continues to proactively optimize its real estate portfolio by actively marketing and selling idle or non-accretive facilities. During the nine months ended September 30, 2025, the Company finalized the sale of four facilities for total proceeds of $24.4M and a total gain of $11.6M which is recognized within “Net loss (gain) from sale of real estate” on the Condensed Consolidated Statements of Operations.

Loss on Debt Extinguishment

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Significant Risks and Uncertainties

Refer to “Risk Factors” in our 2024 Annual Report on Form 10-K.

Seasonality

We specialize in providing services to businesses within the food industry whose businesses are often seasonal or cyclical. In a typical year, the first and second quarter segment contributions, as defined below, are relatively consistent. On a portfolio-wide basis, physical occupancy rates are generally the lowest during May and June and typically increase gradually thereafter, due to annual harvests and our customers’ historic focus on building inventories for end-of-year holidays, which generally peak between mid-September and early December. The external temperature reaches annual peaks for a majority of our portfolio during the third and fourth quarter of the year resulting in increased power expenses.

While these are the seasonal trends we would generally expect, in the current year we have not experienced the same typical patterns. To manage earnings volatility due to seasonality, we have implemented fixed commitment contracts with certain customers. These fixed commitment contracts obligate our customers to pay for guaranteed warehouse space to maintain required inventory levels, particularly during peak occupancy periods. Our diverse customer base also mitigates the impact of seasonality as peak demand for various products occurs at different times of the year (for example, demand for ice cream is typically highest in the summer while demand for frozen turkeys usually peaks in the late fall). Additionally, our southern hemisphere operations in Australia, New Zealand and South America complement the growing and harvesting cycles in North America and Europe, further balancing seasonality’s impact on our operations.

Financial Trends and Uncertainties

Management believes that recent and future operating results may continue to be impacted by broader macroeconomic conditions, including consumer spending conservatism, persistent inflationary pressures, tariff-related uncertainty, and reductions in government-sponsored benefits. These factors have collectively influenced purchasing behavior, which in turn affect our customers’ production volumes and the corresponding demand for our temperature-controlled storage and handling services. The cold storage industry has also experienced increased speculative capacity, particularly in key distribution markets, which has increased competition. Management believes these trends are reasonably likely to continue to impact future results; however, despite these headwinds, we remain focused on disciplined cost control, delivering high-quality customer service, and investing in areas of the business that offer the greatest long-term value.

Foreign Currency Translation Impact on Our Operations

Our consolidated revenues and expenses are impacted by foreign currency fluctuations, which can significantly affect our results. However, revenues and expenses from our international operations are typically denominated in the local currency of the country in which they are derived, which partially mitigates the impact of foreign currency fluctuations.

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Amounts presented in constant currency within our results of operations are calculated by applying the average foreign exchange rate from the comparable prior year period to actual local currency results in the current period. While constant currency metrics are a non-GAAP calculation and do not represent actual results, the comparison allows the reader to understand the impact of operations excluding changes in foreign exchange rates. We provide reconciliations of these measures in the discussions of our comparative results of operations below. Our discussion of the drivers of our performance below are based upon U.S. GAAP.

How We Assess the Performance of Our Business

Segment Contribution Net Operating Income (“NOI”)

We evaluate the performance of our primary business segments based on their NOI contribution to our overall results of operations which aligns with how our decision makers evaluate performance.

•Warehouse segment contribution NOI is calculated as warehouse segment revenues less its cost of operations excluding any Depreciation and amortization, corporate-level Selling, general, and administrative; corporate-level Acquisition, cyber incident, and other, net, Impairment of long-lived assets, Net loss (gain) from sale of real estate, and all components of Other (expense) income.

•Warehouse rent and storage contribution NOI is calculated as warehouse rent and storage revenues less power and other facilities cost.

•Warehouse services contribution NOI is calculated as warehouse services revenues less labor and other service costs.

•Transportation segment contribution NOI is calculated as transportation segment revenues less its cost of operations excluding any Depreciation and amortization, corporate-level Selling, general, and administrative expenses, corporate-level Acquisition, cyber incident, and other, net, Impairment of long-lived assets, Net loss (gain) from sale of real estate and all components of Other (expense) income.

•Third-Party Managed contribution NOI is calculated as third-party managed segment revenues less its cost of operations excluding any Depreciation and amortization, corporate-level Selling, general, and administrative expenses, corporate-level Acquisition, cyber incident, and other, net, Impairment of long-lived assets, Net loss (gain) from sale of real estate and all components of Other (expense) income.

•Contribution NOI margin for each of these operations is calculated as the applicable NOI measure divided by the applicable revenue measure.

Segment NOI and NOI margin contribution metrics help investors understand revenues, costs, and earnings among service types. These NOI contribution measures are supplemental and are not measurements of financial performance under U.S. GAAP. We provide reconciliations of these measures in the results of operations sections below.

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Same Store Analysis

We believe that same store metrics are key performance indicators commonly used in the real estate industry. Evaluating the performance of our real estate portfolio on a same store basis allows investors to evaluate performance in a way that is consistent period to period. We define our “same store” population once annually at the beginning of the current calendar year. Our population includes properties owned or leased for the entirety of two comparable periods with at least twelve consecutive months of normalized operations prior to January 1 of the current calendar year. We define “normalized operations” as properties that have been open for operation or lease, after development, expansion, or significant modification (e.g., rehabilitation subsequent to a natural disaster). Acquired properties are included in the “same store” population if owned by us as of the first business day of the prior calendar year (e.g. January 1, 2024) and are still owned by us as of the end of the current reporting period, unless the property is under development. The “same store” pool is also adjusted to remove properties that are being exited (e.g. non-renewal of warehouse lease or held for sale to third parties), were sold, or entered development subsequent to the beginning of the current calendar year. Changes in ownership structure (e.g., purchase of a previously leased warehouse) does not result in a facility being excluded from the same store population, as management believes that actively managing its real estate is normal course of operations. Additionally, management classifies new developments (both conventional and automated facilities) as a component of the same store pool once the facility is considered fully operational and both inbounding and outbounding product for at least twelve consecutive months prior to January 1 of the current calendar year.

For all same store properties (as defined above), we calculate “same store contribution NOI”, “same store rent and storage contribution NOI”, “same store services contribution NOI”, and the related margins in the same manner as described above. To ensure comparability in our period-to-period operating results, we also calculate same store contribution NOI measures on a constant currency basis, removing the impact of foreign exchange rate fluctuations by using prior period exchange rates to translate current period results into US dollars. These metrics isolate the operating performance of a consistent set of properties and thus eliminates the effects of changes in portfolio composition and currency fluctuations.

The following table shows the number of same store and non-same store warehouses in our portfolio as of September 30, 2025. The non-same store count in the table below includes the impact of sites sold or otherwise disposed during the period presented.


Warehouse site count						As of September 30, 2025
Total Warehouses						235
Same Store Warehouses						223
Non-Same Store Warehouses (1)						9
Third-Party Managed Warehouses						3

(1) As of September 30, 2025, the non-same store facility count consists of: 4 sites that are in the recently completed expansion and development phase, 3 facilities where the executive leadership team has approved exits in the current year (2 of which are leased facilities and 1 of which is an owned facility and the Company is in pursuit to sell), 1 facility that we purchased in 2025, and 1 recently leased warehouse in Australia. As of September 30, 2025, there are 4 sites in the development and expansion phase that will be added to the non-same store pool when operations commence.

Same store financial metrics are not a measurement of financial performance under U.S. GAAP. In addition, other companies providing temperature-controlled warehouse storage and handling and other warehouse services may not define same store or calculate same store financial metrics in a manner consistent with our definitions and calculations. Same store financial measures should be considered as a supplement, but not as an alternative, to our

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results calculated in accordance with U.S. GAAP. We provide reconciliations of these measures in the discussions of our comparative results of operations below.

Physical Occupancy of our Warehouses

We define average physical occupied pallets as the average number of physically occupied pallet positions in our warehouses for the applicable period.

Physical occupancy percentage is calculated by dividing the average number of physically occupied pallets by the estimated average of total physical pallet positions in our warehouses, regardless of whether they are occupied, for the applicable period.

We estimate the number of physical pallet positions by taking into account actual racked space and by estimating unracked space on an as-if racked basis. We base this estimate on a formula utilizing the total cubic feet of each room within the warehouse that is unracked divided by the volume of an assumed rack space that is consistent with the characteristics of the relevant warehouse. On a warehouse by warehouse basis, rack space generally ranges from three to four feet depending upon the type of facility and the nature of the customer goods stored therein. The number of our pallet positions is reviewed and updated quarterly, taking into account changes in racking configurations and room utilization.

Economic Occupancy of our Warehouses

We define average economic occupied pallets as the sum of the average number of physically occupied pallets and otherwise contractually committed pallets for a given period, without duplication.

Economic occupancy percentage is calculated by dividing the average economic occupied pallets by the estimated average of total physical pallet positions in our warehouses, regardless of whether they are occupied, for the applicable period.

Economic occupancy is a key driver of our financial results as it mitigates the impact of seasonal changes on physical occupancy and ensures our customers have the necessary space to support their business needs.

Throughput at our Warehouses

The level and nature of throughput at our warehouses significantly impacts our warehouse services revenues. Throughput refers to the volume of pallets entering and exiting our warehouses, with higher levels of throughput driving warehouse services revenues. The nature of throughput can be influenced by various factors including product turnover and shifts in consumer demand. Food manufacturers’ production levels are influenced by market conditions, consumer demand, labor availability, supply chain dynamics and consumer preferences, which all impact throughput.

Constant Currency Metrics

Our consolidated revenues and expenses are subject to variations outside our control that are caused by the net effect of foreign currency translation on revenues generated and expenses incurred by our operations outside the United States. As a result, in order to provide a framework for assessing how our underlying businesses performed excluding the effect of foreign currency fluctuations, we analyze our business performance based on certain constant currency reporting that represents current period results translated into U.S. dollars at the relevant

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average foreign exchange rates applicable in the comparable prior period. We believe that the presentation of constant currency results provides a measurement of our ongoing operations that is meaningful to investors because it excludes the impact of these foreign currency movements that we cannot control.

Constant currency results are not measurements of financial performance under U.S. GAAP, and our constant currency results should be considered as a supplement, but not as an alternative, to our results calculated in accordance with U.S. GAAP. We provide reconciliations of these measures in the discussions of our comparative results of operations below.

Components of Our Results of Operations

Warehouse

Rent, storage, and warehouse services revenues. Our primary source of revenues is rent, storage, and warehouse services fees. Rent and storage revenues are related to the storage of frozen, perishable or other products in our warehouses. We also offer a wide array of value-added services including: i) receipt, labeling and storage of goods, ii) customized order retrieval and packaging, iii) blast freezing and ripening, iv) government approved periodic inspections, fumigation, and other treatment services, v) e-commerce fulfillment and many more.

Rent, storage, and warehouse services cost of operations consist of labor, power, other facilities costs, and other service costs.

Labor covers wages, benefits, workers' compensation, and can vary due to factors like workforce size, customer needs, compensation levels, third-party labor usage, collective bargaining agreements, customer requirements, productivity, labor availability, government policies, medical insurance costs, safety programs, and discretionary bonuses.

The cost of power fluctuates based on the price of power in the regions that our facilities operate and the required temperature zone or freezing required. We may, from time to time, hedge our exposure to changes in power prices through fixed rate agreements or, to the extent possible and appropriate, through rate escalations or power surcharge provisions within our customer contracts.

Other facilities costs include utilities other than power, property taxes and insurance, sanitation, repairs and maintenance, operating leases rent charges, security, and other related facilities costs.

Other services costs include equipment costs, warehouse consumables (e.g. shrink-wrap), associate protective equipment, warehouse administration and other related services costs.

Transportation

Transportation services revenues are derived from fees charged for transportation of our customers products, often including fuel and capacity surcharges.

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Third-Party Managed

Third-party managed services revenues. Reimbursements that we receive for expenses incurred for warehouses that we manage on behalf of third-party owners are recognized as third-party managed services revenues. We also earn management fees, incentive fees upon achieving negotiated performance and cost-savings results, or an applicable mark-up on costs.

Consolidated Operating Expenses

Depreciation and amortization charges relate to the depreciation of buildings and equipment related improvements, leasehold improvements, material handling equipment, furniture, fixtures, and our computer equipment. Amortization relates primarily to intangible assets for customer relationships.

Selling, general, and administrative expenses consist primarily of non-warehouse related labor, administrative, business development, marketing, engineering, human resources, information technology (including amortization expenses associated with the implementation of Project Orion), performance and time-based incentive compensation, communications, travel, professional fees, bad debt, training, and office supplies.

Acquisition, cyber incident, and other, net consists of non-recurring or non-routine costs including acquisition related costs, severance, terminated site operations costs, non-routine stock compensation expense associated with certain employee awards, and cyber incident related costs, net of insurance recoveries. It also includes certain software implementation costs, and professional and consulting fees for strategic projects (including Project Orion). These costs are not representative of our normal course of operations.

Impairment of long-lived assets represents the impairment of certain long-lived assets whose values are considered unrecoverable.

Net loss (gain) from sale of real estate represents gains or losses recognized from the sale of Company owned real estate.

Interest expense is associated with interest charged on unsecured revolving credit facilities, term loans, and notes.

Loss on debt extinguishment and termination of derivative instruments is representative of charges associated with debt extinguishments and termination of derivative instruments.

Loss from investments in partially owned entities is representative of our share of gains and losses associated with our minority ownership interests in joint ventures.

Other, net primarily includes foreign currency remeasurement, interest income, gains and losses on other asset disposals, certain legal settlements, and other miscellaneous transactions.

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Results of Operations

Comparison of Results for the Three Months Ended September 30, 2025 and 2024

Warehouse Segment

The following table presents revenues, contribution (NOI), margins, and certain operating metrics for our global warehouse segment for the three months ended September 30, 2025 and 2024.


	Three Months Ended September 30,									Change
	2025 Actual			2025 Constant Currency(1)			2024 Actual			Actual		Constant Currency
	(Dollars and units in thousands, except per pallet data)
Global Warehouse revenues:
Rent and storage	$	261,155		$	261,561		$	262,524		(0.5)	%	(0.4)	%
Warehouse services	345,859			345,821			349,657			(1.1)	%	(1.1)	%
Total revenues	$	607,014		$	607,382		$	612,181		(0.8)	%	(0.8)	%
Global Warehouse cost of operations:
Power	42,439			42,379			41,767			1.6	%	1.5	%
Other facilities costs(2)	60,421			60,533			67,211			(10.1)	%	(9.9)	%
Labor	253,985			254,226			253,258			0.3	%	0.4	%
Other services costs(3)	55,186			55,065			51,321			7.5	%	7.3	%
Total warehouse segment cost of operations	$	412,031		$	412,203		$	413,557		(0.4)	%	(0.3)	%

Global Warehouse contribution (NOI)	$	194,983		$	195,179		$	198,624		(1.8)	%	(1.7)	%
Rent and storage contribution (NOI)	$	158,295		$	158,649		$	153,546		3.1	%	3.3	%
Services contribution (NOI)	$	36,688		$	36,530		$	45,078		(18.6)	%	(19.0)	%
Global Warehouse margin	32.1		%	32.1		%	32.4		%	-30 bps		-30 bps
Rent and storage margin	60.6		%	60.7		%	58.5		%	210 bps		220 bps
Warehouse services margin	10.6		%	10.6		%	12.9		%	-230 bps		-230 bps

Global Warehouse rent and storage metrics:
Average economic occupied pallets	4,057			n/a			4,237			(4.2)	%	n/a
Average physical occupied pallets	3,448			n/a			3,682			(6.4)	%	n/a
Average physical pallet positions	5,494			n/a			5,525			(0.6)	%	n/a
Economic occupancy percentage	73.8		%	n/a			76.7		%	-290 bps		n/a
Physical occupancy percentage	62.8		%	n/a			66.6		%	-380 bps		n/a
Total rent and storage revenues per average economic occupied pallet	$	64.37		$	64.47		$	61.96		3.9	%	4.1	%
Total rent and storage revenues per average physical occupied pallet	$	75.74		$	75.86		$	71.30		6.2	%	6.4	%
Global Warehouse services metrics:
Throughput pallets	8,889			n/a			9,205			(3.4)	%	n/a
Total warehouse services revenues per throughput pallet	$	38.91		$	38.90		$	37.99		2.4	%	2.4	%

(1)The adjustments from our U.S. GAAP operating results to calculate our operating results on a constant currency basis are the effect of changes in foreign currency exchange rates relative to the comparable prior period.

(2)Includes real estate rent expense of $7.4 million and $8.5 million, on an actual basis, for the three months ended September 30, 2025 and 2024, respectively.

(3)Includes non-real estate rent expense (equipment lease and rentals) of $2.6 million and $3.0 million, on an actual basis, for the three months ended September 30, 2025 and 2024, respectively.

n/a - not applicable

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On a constant currency basis, our warehouse segment revenues decreased $4.8 million, or 0.8%, during the three months ended September 30, 2025, as compared to the same period in the prior year. This decrease was driven by the $9.0 million decrease in revenues in our same store pool, partially offset by the $4.2 million increase in revenues in our non-same store pool, both on a constant currency basis. The overall decrease in our warehouse segment revenues was principally driven by lower overall volumes due to a competitive environment, changes in consumer buying habits, and the related change in food production levels. Such changes are due to increasing consumer conservatism, amid an inflationary environment, and increased capacity associated with recent speculative development in the cold storage industry, partially offset by annual rate increases in the normal course of operations. The partially offsetting increase in our non-same store pool is primarily attributable to the six new locations added in the current year which were recently completed, acquired, or leased.

On a constant currency basis, our warehouse segment cost of operations decreased $1.4 million, or 0.3%, during the three months ended September 30, 2025, as compared to the same period of the prior year. This is primarily driven by a decrease of $3.4 million in our same store pool, partially offset by an increase of $2.0 million in our non-same store pool, both on a constant currency basis. The decrease in our same store pool is discussed further in the same store discussion below. The increase in the non-same store pool is primarily attributable to the increase in revenues as described above.

On a constant currency basis, warehouse segment NOI decreased 1.7% during the three months ended September 30, 2025, as compared to the same period of the prior year. This is primarily due to decreased NOI in our same store pool of $5.6 million, on a constant currency basis, due to factors discussed below related to the same store warehouse performance. This was partially offset by increased NOI in our non-same store pool of $2.2 million, on a constant currency basis, due primarily to the factors described above.

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Same Store and Non-Same Store Results

The following tables present revenues, contribution (NOI), margins, and certain operating metrics for our same store and non-same store for the three months ended September 30, 2025 and 2024.


	Three Months Ended September 30,									Change
	2025 Actual			2025 Constant Currency(1)			2024 Actual			Actual		Constant Currency
Number of same store warehouses	223						223
	(Dollars and units in thousands, except per pallet data)
Same store revenues:
Rent and storage	$	250,591		$	250,986		$	256,287		(2.2)	%	(2.1)	%
Warehouse services	335,933			335,829			339,542			(1.1)	%	(1.1)	%
Total same store revenues	$	586,524		$	586,815		$	595,829		(1.6)	%	(1.5)	%
Same store cost of operations:
Power	40,269			40,207			39,991			0.7	%	0.5	%
Other facilities costs	56,360			56,464			61,492			(8.3)	%	(8.2)	%
Labor	243,134			243,328			245,330			(0.9)	%	(0.8)	%
Other services costs	51,492			51,365			47,919			7.5	%	7.2	%
Total same store cost of operations	$	391,255		$	391,364		$	394,732		(0.9)	%	(0.9)	%

Same store contribution (NOI)	$	195,269		$	195,451		$	201,097		(2.9)	%	(2.8)	%
Same store rent and storage contribution (NOI)	$	153,962		$	154,315		$	154,804		(0.5)	%	(0.3)	%
Same store services contribution (NOI)	$	41,307		$	41,136		$	46,293		(10.8)	%	(11.1)	%
Same store margin	33.3		%	33.3		%	33.8		%	-50 bps		-50 bps
Same store rent and storage margin	61.4		%	61.5		%	60.4		%	100 bps		110 bps
Same store services margin	12.3		%	12.2		%	13.6		%	-130 bps		-140 bps

Same store rent and storage metrics:
Average economic occupied pallets	3,969			n/a			4,137			(4.1)	%	n/a
Average physical occupied pallets	3,392			n/a			3,584			(5.4)	%	n/a
Average physical pallet positions	5,257			n/a			5,284			(0.5)	%	n/a
Economic occupancy percentage	75.5		%	n/a			78.3		%	-280 bps		n/a
Physical occupancy percentage	64.5		%	n/a			67.8		%	-330 bps		n/a
Same store rent and storage revenues per average economic occupied pallet	$	63.14		$	63.24		$	61.95		1.9	%	2.1	%
Same store rent and storage revenues per average physical occupied pallet	$	73.88		$	73.99		$	71.51		3.3	%	3.5	%
Same store services metrics:
Throughput pallets	8,708			n/a			8,999			(3.2)	%	n/a
Same store warehouse services revenues per throughput pallet	$	38.58		$	38.57		$	37.73		2.3	%	2.2	%

n/a - not applicable

Same store rent and storage revenues decreased by $5.3 million, on a constant currency basis, primarily due to a decrease in economic occupancy of 280 basis points. This decrease in revenues associated with the decline in economic occupancy was partially offset by an increase in the constant currency same store rent and storage revenues per average economic occupied pallet of 2.1% during the three months ended September 30, 2025, as

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compared to the same period in the prior year. The overall decrease in economic occupancy was due to the same factors discussed above for the total warehouse segment.

Same store services revenues decreased by $3.7 million on a constant currency basis, primarily due to overall volume decreases. More specifically, our throughput volume decreased by 3.2% during the three months ended September 30, 2025, as compared to the same period in the prior year. This was partially offset by an increase in constant currency same store warehouse services revenues per throughput pallet of 2.2%.

Same store costs of operations decreased by $3.4 million, on a constant currency basis, primarily driven by lower labor and other facilities costs, partially offset by higher other services costs and higher power costs. The decrease in other facilities costs was primarily attributable to lower facilities maintenance expense, and real property insurance.

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	Three Months Ended September 30,								Change
	2025 Actual			2025 Constant Currency(1)		2024 Actual			Actual	Constant Currency
Number of non-same store warehouses	9					12
	(Dollars and units in thousands, except per pallet data)
Non-same store revenues:
Rent and storage	$	10,564		$	10,575	$	6,237		n/r	n/r
Warehouse services	9,926			9,992		10,115			n/r	n/r
Total non-same store revenues	$	20,490		$	20,567	$	16,352		n/r	n/r
Non-same store cost of operations:
Power	2,170			2,172		1,776			n/r	n/r
Other facilities costs	4,061			4,069		5,719			n/r	n/r
Labor	10,851			10,898		7,928			n/r	n/r
Other services costs	3,694			3,700		3,402			n/r	n/r
Total non-same store cost of operations	$	20,776		$	20,839	$	18,825		n/r	n/r

Non-same store contribution (NOI)	$	(286)		$	(272)	$	(2,473)		n/r	n/r
Non-same store rent and storage contribution (NOI)	$	4,333		$	4,334	$	(1,258)		n/r	n/r
Non-same store services contribution (NOI)	$	(4,619)		$	(4,606)	$	(1,215)		n/r	n/r

Non-same store rent and storage metrics:
Average economic occupied pallets	88			n/a		100			n/r	n/a
Average physical occupied pallets	56			n/a		98			n/r	n/a
Average physical pallet positions	237			n/a		241			n/r	n/a
Economic occupancy percentage	37.1		%	n/a		41.5		%	n/r	n/a
Physical occupancy percentage	23.6		%	n/a		40.7		%	n/r	n/a
Non-same store rent and storage revenues per average economic occupied pallet	$	120.05		$	120.17	$	62.37		n/r	n/r
Non-same store rent and storage revenues per average physical occupied pallet	$	188.64		$	188.84	$	63.64		n/r	n/r
Non-same store services metrics:
Throughput pallets	181			n/a		206			n/r	n/a
Non-same store warehouse services revenues per throughput pallet	$	54.84		$	55.20	$	49.10		n/r	n/r

n/a - not applicable

n/r - not relevant

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Transportation Segment

The following table presents the operating results of our transportation segment for the three months ended September 30, 2025 and 2024.


	Three Months Ended September 30,									Change
	2025 Actual			2025 Constant Currency(1)			2024 Actual			Actual		Constant Currency
	(Dollars in thousands)
Transportation services	$	47,843		$	47,801		$	51,764		(7.6)	%	(7.7)	%
Transportation services cost of operations	40,107			40,059			43,323			(7.4)	%	(7.5)	%
Transportation segment contribution (NOI)	$	7,736		$	7,742		$	8,441		(8.4)	%	(8.3)	%

Transportation margin	16.2		%	16.2		%	16.3		%	-10 bps		-10 bps

(1) The adjustments from our U.S. GAAP operating results to calculate our operating results on a constant currency basis are the effect of changes in foreign currency exchange rates relative to the comparable prior period.

On a constant currency basis, transportation revenues decreased $4.0 million, or 7.7%, as compared to the same period in the prior year. The decrease was primarily due to overall lower volumes driven by softening transportation demand in the current macro-economic environment coupled with certain customer exits and site exits in North America and certain areas of Europe, partially offset by an increase in transportation revenues in Asia-Pacific due to a newly leased warehouse in Australia.

On a constant currency basis, transportation cost of operations decreased $3.3 million, or 7.5%, as compared to the same period in the prior year. The decrease was due to the same factors contributing to the decline in revenue mentioned above for North America and Europe, partially offset by an increase in transportation cost of operations for Asia-Pacific.

Third-Party Managed Segment

The following table presents the operating results of our third-party managed segment for the three months ended September 30, 2025 and 2024:


	Three Months Ended September 30,									Change
	2025 Actual			2025 Constant Currency(1)			2024 Actual			Actual		Constant Currency
Number of managed sites	3						4
	(Dollars in thousands)
Third-party managed services	$	8,808		$	8,968		$	10,226		(13.9)	%	(12.3)	%
Third-party managed services cost of operations	6,499			6,610			8,073			(19.5)	%	(18.1)	%
Third-party managed segment contribution (NOI)	$	2,309		$	2,358		$	2,153		7.2	%	9.5	%

Third-party managed margin	26.2		%	26.3		%	21.1		%	510 bps		520 bps

(1) The adjustments from our U.S. GAAP operating results to calculate our operating results on a constant currency basis are the effect of changes in foreign currency exchange rates relative to the comparable prior period.

On a constant currency basis, third-party managed revenues decreased $1.3 million, or 12.3%, as compared to the same period in the prior year. The decrease is due to the ceased operations of a certain third-party managed site

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during the three months ended March 31, 2025, partially offset by an increase in revenues at a certain third-party managed site located in Australia.

On a constant currency basis, third-party managed cost of operations decreased $1.5 million, or 18.1%, as compared to the same period in the prior year due to the factors noted above.

On a constant currency basis, third-party managed segment contribution (NOI) increased $0.2 million, or 9.5% as compared to the same period in the prior year due to the factors noted above.

Other Consolidated Operating Expenses

The following table presents consolidated operating expenses, excluding cost of operations, for the three months ended September 30, 2025 and 2024.


	Three Months Ended September 30,				Change
	2025		2024		$		%
Other consolidated operating expenses	(In thousands)
Depreciation and amortization	$	88,023	$	89,362	$	(1,339)	(1.5)	%
Selling, general, and administrative	$	70,982	$	63,663	$	7,319	11.5	%
Acquisition, cyber incident, and other, net	$	29,052	$	26,014	$	3,038	11.7	%
Impairment of long-lived assets	$	77	$	2,953	$	(2,876)	(97.4)	%
Net loss (gain) from sale of real estate	$	143	$	—	$	143	n/r

n/r - not relevant

Depreciation and amortization. Depreciation and amortization expense decreased $1.3 million, or 1.5%, during the three months ended September 30, 2025 as compared to the same period in the prior year. This decrease is substantially driven by the exit or anticipated exit of certain warehouse and transportation related operations, certain of which were classified as held for sale in the fourth quarter of 2024.

Selling, general, and administrative. During the three months ended September 30, 2025, corporate-level selling, general, and administrative expenses increased $7.3 million, or 11.5%, compared to the same period in the prior year. This increase was primarily driven by the go-live of Project Orion in North America and Asia Pacific which resulted in higher software related expenses (primarily software license fees and deferred cost amortization) during the three months ended September 30, 2025.

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Acquisition, cyber incident, and other, net. Corporate-level acquisition, cyber incident, and other, net include the following:


	Three Months Ended September 30,				Change
	2025		2024(1)		$		%
Acquisition, cyber incident, and other, net:	(In thousands)
Project Orion expenses	$	11,890	$	21,595	$	(9,705)	(44.9)	%
Other, net	8,295		927		7,368		n/r
Closed site costs, excluding severance	4,864		(61)		4,925		n/r
Severance costs	2,112		1,453		659		45.4	%
Cyber incident related costs, net of insurance recoveries	1,061		739		322		43.6	%
Acquisition and integration related costs	830		1,361		(531)		(39.0)	%
Total acquisition, cyber incident, and other, net	$	29,052	$	26,014	$	3,038	n/r

(1) Certain prior period amounts have been reclassified to conform to the current period presentation.

n/r - not relevant

Project Orion expenses represent the non-capitalizable portion of our Project Orion costs, which is an investment in and transformation of our technology systems, business processes and customer solutions. The project includes the implementation of a new, best-in-class, cloud-based “ERP” software system. These costs decreased by $9.7 million compared to the same period in the prior year primarily due to decreased contract labor, professional fees, and other non-capitalizable integration related costs.

Other, net for the three months ended September 30, 2025 includes non-routine stock compensation expense associated with certain employee awards and software implementation expenses and professional and consulting fees for strategic projects. Other, net was not significant for the three months ended September 30, 2024.

Closed site costs, excluding severance, include expenses incurred to wind down operations at closed or sold facilities within our warehouse and transportation related operations. Such costs include lease termination fees, fixed operating costs, asset retirement obligations, and other exit-related expenses, but do not include any reduction in workforce or other severance costs related to the exit of these operations as those expenses are included within Severance costs. These costs have increased $4.9 million compared to the same period in the prior year primarily driven by increased expenses for recently closed operations and certain assets classified as held for sale.

Impairment of long-lived assets. The Company’s impairment of long-lived asset charges were not significant during three months ended September 30, 2025. The Company’s impairment charges recognized during the three months ended September 30, 2024 were primarily related to the anticipated exit of certain warehouse operations.

Net loss (gain) from sale of real estate. During the three months ended September 30, 2025, the Company recorded a net gain on real estate of $0.1 million related to the strategic sale of one previously impaired facility in the United States.

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Other Income and Expense

The following table presents items of other income and expense for the three months ended September 30, 2025 and 2024.


	Three Months Ended September 30,				Change
	2025		2024		$		%
	(In thousands)
Interest expense	$	33,931	$	34,255	$	(324)	(0.9)	%
Loss on debt extinguishment and termination of derivative instruments	$	—	$	218	$	(218)	(100.0)	%
Loss from investments in partially owned entities	$	41	$	1,037	$	(996)	(96.0)	%
Other, net	$	(477)	$	3,723	$	(4,200)	n/r

n/r - not relevant

Interest expense. Interest expense decreased $0.3 million, or 0.9%, as compared to the three months ended September 30, 2024. This was primarily due to an increase in capitalized interest and a decrease in interest on the U.S. dollar denominated Revolver due to timing of draws outstanding, offset by the overall increase in outstanding debt, most notably the issuance of our $500.0 million Public 5.409% Notes during the three months ended September 30, 2024 and the issuance of our $400.0 million Public 5.600% Notes during the three months ended June 30, 2025.

Loss from investments in partially owned entities. Loss from investments in partially owned entities decreased $1.0 million as compared to the three months ended September 30, 2024 due to the Company’s sale of its equity interest in the SuperFrio joint venture in April 2025.

Other, net. Other, net was an expense of $0.5 million for the three months ended September 30, 2025, as compared to a benefit of $3.7 million for the three months ended September 30, 2024. The change in Other, net is primarily attributable to a decrease in interest income, a decrease in other miscellaneous income, and an increase in foreign currency exchange loss.

Income Taxes

Income tax benefit for the three months ended September 30, 2025 was $6.2 million, an increase of $5.4 million from an income tax benefit of $0.8 million for the three months ended September 30, 2024. The increase is primarily related to changes in the blend of pre-tax book income and losses generated year over year by jurisdiction.

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Comparison of Results for the Nine Months Ended September 30, 2025 and 2024

Warehouse Segment

The following table presents revenues, contribution (NOI), margins, and certain operating metrics for our global warehouse segment for the nine months ended September 30, 2025 and 2024.


	Nine Months Ended September 30,									Change
	2025 Actual			2025 Constant Currency(1)			2024 Actual			Actual		Constant Currency
	(Dollars and units in thousands, except per pallet data)
Global Warehouse revenues:
Rent and storage	$	772,466		$	775,323		$	799,619		(3.4)	%	(3.0)	%
Warehouse services	1,003,975			1,007,315			1,010,659			(0.7)	%	(0.3)	%
Total revenues	$	1,776,441		$	1,782,638		$	1,810,278		(1.9)	%	(1.5)	%
Global Warehouse cost of operations:
Power	109,692			109,965			112,182			(2.2)	%	(2.0)	%
Other facilities costs(2)	177,646			178,367			195,190			(9.0)	%	(8.6)	%
Labor	743,138			746,192			747,057			(0.5)	%	(0.1)	%
Other services costs(3)	153,392			153,693			155,563			(1.4)	%	(1.2)	%
Total warehouse segment cost of operations	$	1,183,868		$	1,188,217		$	1,209,992		(2.2)	%	(1.8)	%

Global Warehouse contribution (NOI)	$	592,573		$	594,421		$	600,286		(1.3)	%	(1.0)	%
Rent and storage contribution (NOI)	$	485,128		$	486,991		$	492,247		(1.4)	%	(1.1)	%
Services contribution (NOI)	$	107,445		$	107,430		$	108,039		(0.5)	%	(0.6)	%
Global Warehouse margin	33.4		%	33.3		%	33.2		%	20 bps		10 bps
Rent and storage margin	62.8		%	62.8		%	61.6		%	120 bps		120 bps
Warehouse services margin	10.7		%	10.7		%	10.7		%	0 bps		0 bps

Global Warehouse rent and storage metrics:
Average economic occupied pallets	4,081			n/a			4,315			(5.4)	%	n/a
Average physical occupied pallets	3,467			n/a			3,744

AMERICOLD REALTY TRUST 10-Q