IceCap2 Holdings, L.P.

SEC source: 0000769993-18-000575 · ownershipdoc12172018103100.xml · nonDerivative · entry 1

GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner

GS Capital Partners VI Parallel LP · CIK 0001386577 · 10% owner

GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner

GS Capital Partners VI Offshore Fund, L.P. · CIK 0001394285 · 10% owner

GSCP VI Offshore IceCap Investment, L.P. · CIK 0001728652 · 10% owner

GS Capital Partners VI Fund, L.P. · CIK 0001394287 · 10% owner

GS Capital Partners VI GmbH & Co KG · CIK 0001386557 · 10% owner

GSCP VI GmbH IceCap Investment, L.P. · CIK 0001728653 · 10% owner

Opportunity Partners Offshore-B Co-Invest AIV, L.P. · CIK 0001645919 · 10% owner

IceCap2 Holdings, L.P. · CIK 0001728650 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 8,243,845

F4 · shares: On December 13, 2018, the GS Investors entered into a sale transaction (the "Sale") of the common shares, par value $0.01 per share (the "Common Shares"), of Americold Realty Trust (the "Company"). The GS Investors sold 6,500,000 Common Shares at $26.37 per share.

F4 · price: On December 13, 2018, the GS Investors entered into a sale transaction (the "Sale") of the common shares, par value $0.01 per share (the "Common Shares"), of Americold Realty Trust (the "Company"). The GS Investors sold 6,500,000 Common Shares at $26.37 per share.

F7 · balance_after: Goldman Sachs beneficially owns directly and GS Group may be deemed to beneficially own indirectly 182,617 Common Shares and Goldman Sachs also had open short positions of 57,008 Common Shares, reflecting changes due to exempt transactions. Both Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate 8,061,228 Common Shares owned by the GS Investors because affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the GS Investors. Goldman Sachs is a subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the GS Investors.

F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), GS Capital Partners VI Parallel, L.P. ("GS Parallel"), GS Capital Partners VI Offshore Fund, L.P. ("GS Offshore"), GS Capital Partners VI Fund, L.P. ("GS Cap Partners VI"), GS Capital Partners VI GmbH & CO. KG ("GS Germany"), Opportunity Partners Offshore-B Co-Invest AIV, L.P. ("Opportunity Partners" and, together with GS Parallel, GS Offshore, GS Cap Partners VI and GS Germany, the "GS Funds"), GSCP VI Offshore IceCap Investment, L.P. ("GSCP Offshore IceCap Investment"), GSCP VI GmbH IceCap Investment, L.P. ("GSCP GmbH IceCap Investment"), IceCap2 Holdings, L.P. ("IceCap2 Holdings" and, together with GS Parallel, GSCP Offshore IceCap Investment, GS Cap Partners VI and GSCP GmbH IceCap Investment, the "GS Investors"), GS Advisors VI, L.L.C. ("GS Advisors VI"), (continued in Footnote 2)

F2 · ownership.nature: Goldman, Sachs Management GP GmbH ("GS GmbH"), GSCP VI Advisors, L.L.C. ("GSCP VI Advisors"), GSCP VI Offshore Advisors, L.L.C. ("GSCP VI Offshore Advisors") and Opportunity Partners Offshore-B Co-Invest AIV Advisors, Ltd. ("Opportunity Advisors" and, together with GS Group, Goldman Sachs, the GS Funds, GSCP Offshore IceCap Investment, GSCP GmbH IceCap Investment, IceCap2 Holdings, GS Advisors VI, GS GmbH, GSCP VI Advisors and GSCP VI Offshore Advisors, the "Reporting Persons").

F3 · ownership.nature: Due to the electronic system's limitation of 10 Reporting Persons per joint filing, this statement is being filed in duplicate.

F4 · ownership.nature: On December 13, 2018, the GS Investors entered into a sale transaction (the "Sale") of the common shares, par value $0.01 per share (the "Common Shares"), of Americold Realty Trust (the "Company"). The GS Investors sold 6,500,000 Common Shares at $26.37 per share.

F5 · ownership.nature: As of December 13, 2018, as a result of the Sale, GS Parallel beneficially owns directly 795,953 Common Shares, which may be deemed to be beneficially owned indirectly by GS Parallel's general partner, GS Advisors VI. GSCP Offshore IceCap Investment beneficially owns directly 2,407,578 Common Shares, which may be deemed to be beneficially owned indirectly by GS Offshore and indirectly by GS Offshore's general partner, GSCP VI Offshore Advisors. GS Cap Partners VI beneficially owns directly 2,894,527 Common Shares, which may be deemed to be beneficially owned indirectly by GS Cap Partners VI's general partner, GSCP VI Advisors. GSCP GmbH IceCap Investment beneficially owns directly 102,886 Common Shares, which may be deemed to be beneficially owned indirectly by GS Germany and indirectly by GS Germany's general partner, GS GmbH. (continued in Footnote 6)

F6 · ownership.nature: IceCap2 Holdings beneficially owns directly 1,860,284 Common Shares, which may be deemed to be beneficially owned indirectly by Opportunity Partners and indirectly by Opportunity Partner's general partner, Opportunity Advisors.

F7 · ownership.nature: Goldman Sachs beneficially owns directly and GS Group may be deemed to beneficially own indirectly 182,617 Common Shares and Goldman Sachs also had open short positions of 57,008 Common Shares, reflecting changes due to exempt transactions. Both Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate 8,061,228 Common Shares owned by the GS Investors because affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the GS Investors. Goldman Sachs is a subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the GS Investors.

F8 · ownership.nature: The Reporting Persons disclaim beneficial ownership of all Common Shares in excess of their pecuniary interest, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000769993-18-000487 · ownershipdoc09192018113813.xml · nonDerivative · entry 1

GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner

GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner

GS Capital Partners VI Parallel LP · CIK 0001386577 · 10% owner

GS Capital Partners VI Offshore Fund, L.P. · CIK 0001394285 · 10% owner

GSCP VI Offshore IceCap Investment, L.P. · CIK 0001728652 · 10% owner

GS Capital Partners VI Fund, L.P. · CIK 0001394287 · 10% owner

GS Capital Partners VI GmbH & Co KG · CIK 0001386557 · 10% owner

GSCP VI GmbH IceCap Investment, L.P. · CIK 0001728653 · 10% owner

Opportunity Partners Offshore-B Co-Invest AIV, L.P. · CIK 0001645919 · 10% owner

IceCap2 Holdings, L.P. · CIK 0001728650 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 14,746,324

F4 · shares: Pursuant to an underwriting agreement, dated September 13, 2018 (the "Underwriting Agreement") and a prospectus dated September 13, 2018, and in connection with a registered public offering (the "Offering") of the common shares, par value $0.01 per share (the "Common Shares"), of Americold Realty Trust (the "Company"), the GS Investors, as selling shareholders, sold 7,537,921 Common Shares at $23.53715 per share, which represents the $24.50 Offering price per Common Share, less an underwriting discount of $0.96285 per Common Share. The Offering was consummated on September 18, 2018.

F5 · shares: In connection with the Offering and pursuant to the Underwriting Agreement, the underwriters exercised their option (the "Over-Allotment Option") to purchase additional Common Shares from the selling shareholders. The Over-Allotment Option closed simultaneously with the Offering on September 18, 2018. The GS Investors sold an additional 1,545,359 Common Shares pursuant to the underwriters' exercise of the Over-Allotment Option.

F4 · price: Pursuant to an underwriting agreement, dated September 13, 2018 (the "Underwriting Agreement") and a prospectus dated September 13, 2018, and in connection with a registered public offering (the "Offering") of the common shares, par value $0.01 per share (the "Common Shares"), of Americold Realty Trust (the "Company"), the GS Investors, as selling shareholders, sold 7,537,921 Common Shares at $23.53715 per share, which represents the $24.50 Offering price per Common Share, less an underwriting discount of $0.96285 per Common Share. The Offering was consummated on September 18, 2018.

F8 · balance_after: Goldman Sachs beneficially owns directly and GS Group may be deemed to beneficially own indirectly 185,096 Common Shares and Goldman Sachs also had open short positions of 7,093 Common Shares, reflecting changes due to exempt transactions. Both Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate 14,561,228 Common Shares owned by the GS Investors because affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the GS Investors. Goldman Sachs is a subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the GS Investors.

F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), GS Capital Partners VI Parallel, L.P. ("GS Parallel"), GS Capital Partners VI Offshore Fund, L.P. ("GS Offshore"), GS Capital Partners VI Fund, L.P. ("GS Cap Partners VI"), GS Capital Partners VI GmbH & CO. KG ("GS Germany"), Opportunity Partners Offshore-B Co-Invest AIV, L.P. ("Opportunity Partners" and, together with GS Parallel, GS Offshore, GS Cap Partners VI and GS Germany, the "GS Funds"), GSCP VI Offshore IceCap Investment, L.P. ("GSCP Offshore IceCap Investment"), GSCP VI GmbH IceCap Investment, L.P. ("GSCP GmbH IceCap Investment"), IceCap2 Holdings, L.P. ("IceCap2 Holdings" and, together with GS Parallel, GSCP Offshore IceCap Investment, GS Cap Partners VI and GSCP GmbH IceCap Investment, the "GS Investors"), GS Advisors VI, L.L.C. ("GS Advisors VI"), (continued in Footnote 2)

F2 · ownership.nature: Goldman, Sachs Management GP GmbH ("GS GmbH"), GSCP VI Advisors, L.L.C. ("GSCP VI Advisors"), GSCP VI Offshore Advisors, L.L.C. ("GSCP VI Offshore Advisors") and Opportunity Partners Offshore-B Co-Invest AIV Advisors, Ltd. ("Opportunity Advisors" and, together with GS Group, Goldman Sachs, the GS Funds, GSCP Offshore IceCap Investment, GSCP GmbH IceCap Investment, IceCap2 Holdings, GS Advisors VI, GS GmbH, GSCP VI Advisors and GSCP VI Offshore Advisors, the "Reporting Persons").

F3 · ownership.nature: Due to the electronic system's limitation of 10 Reporting Persons per joint filing, this statement is being filed in duplicate.

F4 · ownership.nature: Pursuant to an underwriting agreement, dated September 13, 2018 (the "Underwriting Agreement") and a prospectus dated September 13, 2018, and in connection with a registered public offering (the "Offering") of the common shares, par value $0.01 per share (the "Common Shares"), of Americold Realty Trust (the "Company"), the GS Investors, as selling shareholders, sold 7,537,921 Common Shares at $23.53715 per share, which represents the $24.50 Offering price per Common Share, less an underwriting discount of $0.96285 per Common Share. The Offering was consummated on September 18, 2018.

F5 · ownership.nature: In connection with the Offering and pursuant to the Underwriting Agreement, the underwriters exercised their option (the "Over-Allotment Option") to purchase additional Common Shares from the selling shareholders. The Over-Allotment Option closed simultaneously with the Offering on September 18, 2018. The GS Investors sold an additional 1,545,359 Common Shares pursuant to the underwriters' exercise of the Over-Allotment Option.

F6 · ownership.nature: As of September 18, 2018, as a result of the Offering and the Over-Allotment Option, GS Parallel beneficially owns directly 1,437,753 Common Shares, which may be deemed to be beneficially owned indirectly by GS Parallel's general partner, GS Advisors VI. GSCP Offshore IceCap Investment beneficially owns directly 4,348,878 Common Shares, which may be deemed to be beneficially owned indirectly by GS Offshore and indirectly by GS Offshore's general partner, GSCP VI Offshore Advisors. GS Cap Partners VI beneficially owns directly 5,228,467 Common Shares, which may be deemed to be beneficially owned indirectly by GS Cap Partners VI's general partner, GSCP VI Advisors. GSCP GmbH IceCap Investment beneficially owns directly 185,846 Common Shares, which may be deemed to be beneficially owned indirectly by GS Germany and indirectly by GS Germany's general partner, GS GmbH. (continued in Footnote 7)

F7 · ownership.nature: IceCap2 Holdings beneficially owns directly 3,360,284 Common Shares, which may be deemed to be beneficially owned indirectly by Opportunity Partners and indirectly by Opportunity Partner's general partner, Opportunity Advisors.

F8 · ownership.nature: Goldman Sachs beneficially owns directly and GS Group may be deemed to beneficially own indirectly 185,096 Common Shares and Goldman Sachs also had open short positions of 7,093 Common Shares, reflecting changes due to exempt transactions. Both Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate 14,561,228 Common Shares owned by the GS Investors because affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the GS Investors. Goldman Sachs is a subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the GS Investors.

F9 · ownership.nature: The Reporting Persons disclaim beneficial ownership of all Common Shares in excess of their pecuniary interest, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0001140361-18-003289 · doc1.xml · derivative · entry 4

GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner

GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner

GS Capital Partners VI Parallel LP · CIK 0001386577 · 10% owner

GS Capital Partners VI Offshore Fund, L.P. · CIK 0001394285 · 10% owner · See footnotes (1), (2) and (3)

GSCP VI Offshore IceCap Investment, L.P. · CIK 0001728652 · 10% owner

GS Capital Partners VI Fund, L.P. · CIK 0001394287 · 10% owner

GS Capital Partners VI GmbH & Co KG · CIK 0001386557 · 10% owner

GSCP VI GmbH IceCap Investment, L.P. · CIK 0001728653 · 10% owner

Opportunity Partners Offshore-B Co-Invest AIV, L.P. · CIK 0001645919 · 10% owner

IceCap2 Holdings, L.P. · CIK 0001728650 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

Underlying: Common Shares · 28,808,224 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · derivative.exercise_price: On January 23, 2018, in connection with the consummation of the initial public offering (the "IPO") of the Company, all of the 325,000 5.00% Series B Cumulative Convertible Voting Preferred Shares (the "Series B Preferred Shares") of the Company held by the GS Investors were converted (the "Conversion") into an aggregate of 28,808,224 Common Shares of the Company and the payment of cash in lieu of fractional shares.

F5 · price: On January 23, 2018, in connection with the consummation of the initial public offering (the "IPO") of the Company, all of the 325,000 5.00% Series B Cumulative Convertible Voting Preferred Shares (the "Series B Preferred Shares") of the Company held by the GS Investors were converted (the "Conversion") into an aggregate of 28,808,224 Common Shares of the Company and the payment of cash in lieu of fractional shares.

F5 · derivative.exercise_date: On January 23, 2018, in connection with the consummation of the initial public offering (the "IPO") of the Company, all of the 325,000 5.00% Series B Cumulative Convertible Voting Preferred Shares (the "Series B Preferred Shares") of the Company held by the GS Investors were converted (the "Conversion") into an aggregate of 28,808,224 Common Shares of the Company and the payment of cash in lieu of fractional shares.

F5 · derivative.expiration_date: On January 23, 2018, in connection with the consummation of the initial public offering (the "IPO") of the Company, all of the 325,000 5.00% Series B Cumulative Convertible Voting Preferred Shares (the "Series B Preferred Shares") of the Company held by the GS Investors were converted (the "Conversion") into an aggregate of 28,808,224 Common Shares of the Company and the payment of cash in lieu of fractional shares.

F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), GS Capital Partners VI Parallel, L.P. ("GS Parallel"), GS Capital Partners VI Offshore Fund, L.P. ("GS Offshore"), GS Capital Partners VI Fund, L.P. ("GS Cap Partners VI"), GS Capital Partners VI GmbH & CO. KG ("GS Germany"), Opportunity Partners Offshore-B Co-Invest AIV, L.P. ("Opportunity Partners" and, together with GS Parallel, GS Offshore, GS Cap Partners VI and GS Germany, the "GS Funds"), GSCP VI Offshore IceCap Investment, L.P. ("GSCP Offshore IceCap Investment"), GSCP VI GmbH IceCap Investment, L.P. ("GSCP GmbH IceCap Investment"), IceCap2 Holdings, L.P. ("IceCap2 Holdings" and, together with GS Parallel, GSCP Offshore IceCap Investment, GS Cap Partners VI and GSCP GmbH IceCap Investment, the "GS Investors"), GS Advisors VI, L.L.C. ("GS Advisors VI"), (continued in Footnote 2)

F2 · ownership.nature: Goldman, Sachs Management GP GmbH ("GS GmbH"), GSCP VI Advisors, L.L.C. ("GSCP VI Advisors"), GSCP VI Offshore Advisors, L.L.C. ("GSCP VI Offshore Advisors") and Opportunity Partners Offshore-B Co-Invest AIV Advisors, Ltd. ("Opportunity Advisors" and, together with GS Group, Goldman Sachs, the GS Funds, GSCP Offshore IceCap Investment, GSCP GmbH IceCap Investment, IceCap2 Holdings, GS Advisors VI, GS GmbH, GSCP VI Advisors and GSCP VI Offshore Advisors, the "Reporting Persons").

F5 · ownership.nature: On January 23, 2018, in connection with the consummation of the initial public offering (the "IPO") of the Company, all of the 325,000 5.00% Series B Cumulative Convertible Voting Preferred Shares (the "Series B Preferred Shares") of the Company held by the GS Investors were converted (the "Conversion") into an aggregate of 28,808,224 Common Shares of the Company and the payment of cash in lieu of fractional shares.

F8 · ownership.nature: As of January 23, 2018, as a result of the Purchase, Goldman Sachs beneficially owns directly, and GS Group may be deemed to beneficially own indirectly, 125,000 Common Shares, and as a result of the Conversion, the IPO, and the Over-Allotment Option, both Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 23,644,508 Common Shares owned by the GS Investors because affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the GS Investors. Goldman Sachs is a subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the GS Investors.

F9 · ownership.nature: As of January 23, 2018, as a result of the Conversion, the IPO and the Over-Allotment Option, GS Parallel beneficially owns directly 2,334,622 Common Shares, which may be deemed to be beneficially owned indirectly by GS Parallel's general partner, GS Advisors VI. GSCP Offshore IceCap Investment beneficially owns directly 7,061,705, which may be deemed to be beneficially owned indirectly by GS Offshore and indirectly by GS Offshore's general partner, GSCP VI Offshore Advisors. GS Cap Partners VI beneficially owns directly 8,489,979 Common Shares, which may be deemed to be beneficially owned indirectly by GS Cap Partners VI's general partner, GSCP VI Advisors. GSCP GmbH IceCap Investment beneficially owns directly 301,776, which may be deemed to be beneficially owned indirectly by GS Germany and indirectly by GS Germany's general partner, GS GmbH. (continued in Footnote 10)

F10 · ownership.nature: IceCap2 Holdings beneficially owns directly 5,456,426, which may be deemed to be beneficially owned indirectly by Opportunity Partners and indirectly by Opportunity Partner's general partner, Opportunity Advisors.

F11 · ownership.nature: The Reporting Persons disclaim beneficial ownership of all Common Shares in excess of their pecuniary interest, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0001140361-18-003289 · doc1.xml · nonDerivative · entry 3

GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner

GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner

GS Capital Partners VI Parallel LP · CIK 0001386577 · 10% owner

GS Capital Partners VI Offshore Fund, L.P. · CIK 0001394285 · 10% owner · See footnotes (1), (2) and (3)

GSCP VI Offshore IceCap Investment, L.P. · CIK 0001728652 · 10% owner

GS Capital Partners VI Fund, L.P. · CIK 0001394287 · 10% owner

GS Capital Partners VI GmbH & Co KG · CIK 0001386557 · 10% owner

GSCP VI GmbH IceCap Investment, L.P. · CIK 0001728653 · 10% owner

Opportunity Partners Offshore-B Co-Invest AIV, L.P. · CIK 0001645919 · 10% owner

IceCap2 Holdings, L.P. · CIK 0001728650 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 23,769,508

F6 · shares: In connection with the IPO, pursuant to an underwriting agreement (the "Underwriting Agreement") and final prospectus, each dated January 18, 2018, the GS Investors as selling shareholders, sold 4,490,188 Common Shares at $14.904 per share, which represents the $16.00 IPO price per Common Share, less the underwriting discount of $1.096 per Common Share. The IPO closed on January 23, 2018.

F7 · shares: In connection with the IPO and pursuant to the Underwriting Agreement, the underwriters exercised their option (the "Over-Allotment Option") to purchase additional Common Shares from the selling shareholders. The Over-Allotment Option closed simultaneously with the IPO on January 23, 2018. The GS Investors sold an additional 673,528 Common Shares pursuant to the underwriters' exercise of the Over-Allotment Option.

F6 · price: In connection with the IPO, pursuant to an underwriting agreement (the "Underwriting Agreement") and final prospectus, each dated January 18, 2018, the GS Investors as selling shareholders, sold 4,490,188 Common Shares at $14.904 per share, which represents the $16.00 IPO price per Common Share, less the underwriting discount of $1.096 per Common Share. The IPO closed on January 23, 2018.

F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), GS Capital Partners VI Parallel, L.P. ("GS Parallel"), GS Capital Partners VI Offshore Fund, L.P. ("GS Offshore"), GS Capital Partners VI Fund, L.P. ("GS Cap Partners VI"), GS Capital Partners VI GmbH & CO. KG ("GS Germany"), Opportunity Partners Offshore-B Co-Invest AIV, L.P. ("Opportunity Partners" and, together with GS Parallel, GS Offshore, GS Cap Partners VI and GS Germany, the "GS Funds"), GSCP VI Offshore IceCap Investment, L.P. ("GSCP Offshore IceCap Investment"), GSCP VI GmbH IceCap Investment, L.P. ("GSCP GmbH IceCap Investment"), IceCap2 Holdings, L.P. ("IceCap2 Holdings" and, together with GS Parallel, GSCP Offshore IceCap Investment, GS Cap Partners VI and GSCP GmbH IceCap Investment, the "GS Investors"), GS Advisors VI, L.L.C. ("GS Advisors VI"), (continued in Footnote 2)

F2 · ownership.nature: Goldman, Sachs Management GP GmbH ("GS GmbH"), GSCP VI Advisors, L.L.C. ("GSCP VI Advisors"), GSCP VI Offshore Advisors, L.L.C. ("GSCP VI Offshore Advisors") and Opportunity Partners Offshore-B Co-Invest AIV Advisors, Ltd. ("Opportunity Advisors" and, together with GS Group, Goldman Sachs, the GS Funds, GSCP Offshore IceCap Investment, GSCP GmbH IceCap Investment, IceCap2 Holdings, GS Advisors VI, GS GmbH, GSCP VI Advisors and GSCP VI Offshore Advisors, the "Reporting Persons").

F6 · ownership.nature: In connection with the IPO, pursuant to an underwriting agreement (the "Underwriting Agreement") and final prospectus, each dated January 18, 2018, the GS Investors as selling shareholders, sold 4,490,188 Common Shares at $14.904 per share, which represents the $16.00 IPO price per Common Share, less the underwriting discount of $1.096 per Common Share. The IPO closed on January 23, 2018.

F7 · ownership.nature: In connection with the IPO and pursuant to the Underwriting Agreement, the underwriters exercised their option (the "Over-Allotment Option") to purchase additional Common Shares from the selling shareholders. The Over-Allotment Option closed simultaneously with the IPO on January 23, 2018. The GS Investors sold an additional 673,528 Common Shares pursuant to the underwriters' exercise of the Over-Allotment Option.

F8 · ownership.nature: As of January 23, 2018, as a result of the Purchase, Goldman Sachs beneficially owns directly, and GS Group may be deemed to beneficially own indirectly, 125,000 Common Shares, and as a result of the Conversion, the IPO, and the Over-Allotment Option, both Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 23,644,508 Common Shares owned by the GS Investors because affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the GS Investors. Goldman Sachs is a subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the GS Investors.

F9 · ownership.nature: As of January 23, 2018, as a result of the Conversion, the IPO and the Over-Allotment Option, GS Parallel beneficially owns directly 2,334,622 Common Shares, which may be deemed to be beneficially owned indirectly by GS Parallel's general partner, GS Advisors VI. GSCP Offshore IceCap Investment beneficially owns directly 7,061,705, which may be deemed to be beneficially owned indirectly by GS Offshore and indirectly by GS Offshore's general partner, GSCP VI Offshore Advisors. GS Cap Partners VI beneficially owns directly 8,489,979 Common Shares, which may be deemed to be beneficially owned indirectly by GS Cap Partners VI's general partner, GSCP VI Advisors. GSCP GmbH IceCap Investment beneficially owns directly 301,776, which may be deemed to be beneficially owned indirectly by GS Germany and indirectly by GS Germany's general partner, GS GmbH. (continued in Footnote 10)

F10 · ownership.nature: IceCap2 Holdings beneficially owns directly 5,456,426, which may be deemed to be beneficially owned indirectly by Opportunity Partners and indirectly by Opportunity Partner's general partner, Opportunity Advisors.

F11 · ownership.nature: The Reporting Persons disclaim beneficial ownership of all Common Shares in excess of their pecuniary interest, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0001140361-18-003289 · doc1.xml · nonDerivative · entry 2

GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner

GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner

GS Capital Partners VI Parallel LP · CIK 0001386577 · 10% owner

GS Capital Partners VI Offshore Fund, L.P. · CIK 0001394285 · 10% owner · See footnotes (1), (2) and (3)

GSCP VI Offshore IceCap Investment, L.P. · CIK 0001728652 · 10% owner

GS Capital Partners VI Fund, L.P. · CIK 0001394287 · 10% owner

GS Capital Partners VI GmbH & Co KG · CIK 0001386557 · 10% owner

GSCP VI GmbH IceCap Investment, L.P. · CIK 0001728653 · 10% owner

Opportunity Partners Offshore-B Co-Invest AIV, L.P. · CIK 0001645919 · 10% owner

IceCap2 Holdings, L.P. · CIK 0001728650 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 28,933,224

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · price: On January 23, 2018, in connection with the consummation of the initial public offering (the "IPO") of the Company, all of the 325,000 5.00% Series B Cumulative Convertible Voting Preferred Shares (the "Series B Preferred Shares") of the Company held by the GS Investors were converted (the "Conversion") into an aggregate of 28,808,224 Common Shares of the Company and the payment of cash in lieu of fractional shares.

F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), GS Capital Partners VI Parallel, L.P. ("GS Parallel"), GS Capital Partners VI Offshore Fund, L.P. ("GS Offshore"), GS Capital Partners VI Fund, L.P. ("GS Cap Partners VI"), GS Capital Partners VI GmbH & CO. KG ("GS Germany"), Opportunity Partners Offshore-B Co-Invest AIV, L.P. ("Opportunity Partners" and, together with GS Parallel, GS Offshore, GS Cap Partners VI and GS Germany, the "GS Funds"), GSCP VI Offshore IceCap Investment, L.P. ("GSCP Offshore IceCap Investment"), GSCP VI GmbH IceCap Investment, L.P. ("GSCP GmbH IceCap Investment"), IceCap2 Holdings, L.P. ("IceCap2 Holdings" and, together with GS Parallel, GSCP Offshore IceCap Investment, GS Cap Partners VI and GSCP GmbH IceCap Investment, the "GS Investors"), GS Advisors VI, L.L.C. ("GS Advisors VI"), (continued in Footnote 2)

F2 · ownership.nature: Goldman, Sachs Management GP GmbH ("GS GmbH"), GSCP VI Advisors, L.L.C. ("GSCP VI Advisors"), GSCP VI Offshore Advisors, L.L.C. ("GSCP VI Offshore Advisors") and Opportunity Partners Offshore-B Co-Invest AIV Advisors, Ltd. ("Opportunity Advisors" and, together with GS Group, Goldman Sachs, the GS Funds, GSCP Offshore IceCap Investment, GSCP GmbH IceCap Investment, IceCap2 Holdings, GS Advisors VI, GS GmbH, GSCP VI Advisors and GSCP VI Offshore Advisors, the "Reporting Persons").

F5 · ownership.nature: On January 23, 2018, in connection with the consummation of the initial public offering (the "IPO") of the Company, all of the 325,000 5.00% Series B Cumulative Convertible Voting Preferred Shares (the "Series B Preferred Shares") of the Company held by the GS Investors were converted (the "Conversion") into an aggregate of 28,808,224 Common Shares of the Company and the payment of cash in lieu of fractional shares.

F8 · ownership.nature: As of January 23, 2018, as a result of the Purchase, Goldman Sachs beneficially owns directly, and GS Group may be deemed to beneficially own indirectly, 125,000 Common Shares, and as a result of the Conversion, the IPO, and the Over-Allotment Option, both Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 23,644,508 Common Shares owned by the GS Investors because affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the GS Investors. Goldman Sachs is a subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the GS Investors.

F9 · ownership.nature: As of January 23, 2018, as a result of the Conversion, the IPO and the Over-Allotment Option, GS Parallel beneficially owns directly 2,334,622 Common Shares, which may be deemed to be beneficially owned indirectly by GS Parallel's general partner, GS Advisors VI. GSCP Offshore IceCap Investment beneficially owns directly 7,061,705, which may be deemed to be beneficially owned indirectly by GS Offshore and indirectly by GS Offshore's general partner, GSCP VI Offshore Advisors. GS Cap Partners VI beneficially owns directly 8,489,979 Common Shares, which may be deemed to be beneficially owned indirectly by GS Cap Partners VI's general partner, GSCP VI Advisors. GSCP GmbH IceCap Investment beneficially owns directly 301,776, which may be deemed to be beneficially owned indirectly by GS Germany and indirectly by GS Germany's general partner, GS GmbH. (continued in Footnote 10)

F10 · ownership.nature: IceCap2 Holdings beneficially owns directly 5,456,426, which may be deemed to be beneficially owned indirectly by Opportunity Partners and indirectly by Opportunity Partner's general partner, Opportunity Advisors.

F11 · ownership.nature: The Reporting Persons disclaim beneficial ownership of all Common Shares in excess of their pecuniary interest, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0001140361-18-003289 · doc1.xml · nonDerivative · entry 1

GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner

GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner

GS Capital Partners VI Parallel LP · CIK 0001386577 · 10% owner

GS Capital Partners VI Offshore Fund, L.P. · CIK 0001394285 · 10% owner · See footnotes (1), (2) and (3)

GSCP VI Offshore IceCap Investment, L.P. · CIK 0001728652 · 10% owner

GS Capital Partners VI Fund, L.P. · CIK 0001394287 · 10% owner

GS Capital Partners VI GmbH & Co KG · CIK 0001386557 · 10% owner

GSCP VI GmbH IceCap Investment, L.P. · CIK 0001728653 · 10% owner

Opportunity Partners Offshore-B Co-Invest AIV, L.P. · CIK 0001645919 · 10% owner

IceCap2 Holdings, L.P. · CIK 0001728650 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 125,000

F3 · shares: On January 19, 2018, 125,000 of the common shares, par value $0.01 per share (the "Common Shares"), of Americold Realty Trust (the "Company") reported herein as indirectly purchased (the "Purchase") were beneficially owned directly by Goldman Sachs and indirectly by GS Group.

F4 · price: Reflects a weighted average purchase price of $17.40 per share, at prices ranging from $17.14 to $17.50 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Company, or a security holder of the Company, full information regarding the number of shares purchased at each separate price.

F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), GS Capital Partners VI Parallel, L.P. ("GS Parallel"), GS Capital Partners VI Offshore Fund, L.P. ("GS Offshore"), GS Capital Partners VI Fund, L.P. ("GS Cap Partners VI"), GS Capital Partners VI GmbH & CO. KG ("GS Germany"), Opportunity Partners Offshore-B Co-Invest AIV, L.P. ("Opportunity Partners" and, together with GS Parallel, GS Offshore, GS Cap Partners VI and GS Germany, the "GS Funds"), GSCP VI Offshore IceCap Investment, L.P. ("GSCP Offshore IceCap Investment"), GSCP VI GmbH IceCap Investment, L.P. ("GSCP GmbH IceCap Investment"), IceCap2 Holdings, L.P. ("IceCap2 Holdings" and, together with GS Parallel, GSCP Offshore IceCap Investment, GS Cap Partners VI and GSCP GmbH IceCap Investment, the "GS Investors"), GS Advisors VI, L.L.C. ("GS Advisors VI"), (continued in Footnote 2)

F2 · ownership.nature: Goldman, Sachs Management GP GmbH ("GS GmbH"), GSCP VI Advisors, L.L.C. ("GSCP VI Advisors"), GSCP VI Offshore Advisors, L.L.C. ("GSCP VI Offshore Advisors") and Opportunity Partners Offshore-B Co-Invest AIV Advisors, Ltd. ("Opportunity Advisors" and, together with GS Group, Goldman Sachs, the GS Funds, GSCP Offshore IceCap Investment, GSCP GmbH IceCap Investment, IceCap2 Holdings, GS Advisors VI, GS GmbH, GSCP VI Advisors and GSCP VI Offshore Advisors, the "Reporting Persons").

F3 · ownership.nature: On January 19, 2018, 125,000 of the common shares, par value $0.01 per share (the "Common Shares"), of Americold Realty Trust (the "Company") reported herein as indirectly purchased (the "Purchase") were beneficially owned directly by Goldman Sachs and indirectly by GS Group.

F4 · ownership.nature: Reflects a weighted average purchase price of $17.40 per share, at prices ranging from $17.14 to $17.50 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Company, or a security holder of the Company, full information regarding the number of shares purchased at each separate price.

F8 · ownership.nature: As of January 23, 2018, as a result of the Purchase, Goldman Sachs beneficially owns directly, and GS Group may be deemed to beneficially own indirectly, 125,000 Common Shares, and as a result of the Conversion, the IPO, and the Over-Allotment Option, both Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 23,644,508 Common Shares owned by the GS Investors because affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the GS Investors. Goldman Sachs is a subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the GS Investors.

F9 · ownership.nature: As of January 23, 2018, as a result of the Conversion, the IPO and the Over-Allotment Option, GS Parallel beneficially owns directly 2,334,622 Common Shares, which may be deemed to be beneficially owned indirectly by GS Parallel's general partner, GS Advisors VI. GSCP Offshore IceCap Investment beneficially owns directly 7,061,705, which may be deemed to be beneficially owned indirectly by GS Offshore and indirectly by GS Offshore's general partner, GSCP VI Offshore Advisors. GS Cap Partners VI beneficially owns directly 8,489,979 Common Shares, which may be deemed to be beneficially owned indirectly by GS Cap Partners VI's general partner, GSCP VI Advisors. GSCP GmbH IceCap Investment beneficially owns directly 301,776, which may be deemed to be beneficially owned indirectly by GS Germany and indirectly by GS Germany's general partner, GS GmbH. (continued in Footnote 10)

F10 · ownership.nature: IceCap2 Holdings beneficially owns directly 5,456,426, which may be deemed to be beneficially owned indirectly by Opportunity Partners and indirectly by Opportunity Partner's general partner, Opportunity Advisors.

F11 · ownership.nature: The Reporting Persons disclaim beneficial ownership of all Common Shares in excess of their pecuniary interest, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.