Q1 2026 Americold Realty Trust Earnings Call

May 7, 2026

During this call, we will also discuss certain non-gaap Financial measures including noi, Corey bada, net debt to pro. Forma Court Ava and afo among others.

The full definition of these non-gaap Financial measures and reconciliations to the comparable. Gaap Financial measures are contained in the supplemental, Financial package available on the company's website.

Please note that all Warehouse financial results are in constant currency and reflect the Q1 2026, same store pool, unless otherwise noted.

Now, I'll turn the call over to Rob for his prepared. Remarks.

Thank you, rich.

Call for joining our first quarter 2026 earnings conference call.

Before we begin, I would like to formally welcome Chris Papa to the team as our Chief Financial Officer.

Chris started with us in February and brings more than 2 Decades of experience, leading investment grade rated and publicly traded REITs.

Since joining the team, Chris has been fully engaged, meeting with leaders across the business, spending time with our investors and our customers, and touring our facilities.

He brings a unique, mix of qualifications and experiences and I look forward to his many future contributions to drive our business forward.

Turning to our first quarter Financial results.

We delivered AFFO of $0.29 per share, above analysts' consensus.

Chris will review the full details in just a few minutes. But I was pleased that all key metrics materialized in line or slightly better than our original guidance.

A particularly encouraged that our physical occupancy was flat year-over-year. Further supporting our belief that inventories levels have largely stabilized.

These Trends have continued in April and we believe that we should see a return to more normalized seasonal Trends as we progress throughout the year.

Our pricing metrics in the quarter also marginally overperformed expectations.

Our commercial teams continue to lead with our value proposition.

Which we call the American aadvantage consisting of best-in-class service Technology Solutions and a suite of services, rather than simply competing on price as you see from others in our industry.

Our customer churn rate remains low at 2.5%.

further validating our view that service remains a top priority to our customers when considering their cold chain partner,

During the quarter, we also successfully renewed 34% of the year's fixed committed contracts, that were either month-to-month or set to expire in 2026.

this represents approximately a hundred million dollars of Revenue and extends the weighted average, duration of our future expirations

Importantly.

We held our total rent and storage revenue from fixed committed contracts at 59%.

Very solid performance during a critical renewal period as customers. Continue to see the benefits of the fixed commitment structure.

All of these metrics, demonstrate our companywide focus on Commercial Excellence, as we navigate through the current market environment,

Since stepping into the CEO role. I've been laser focused on setting a strong foundation for future growth while ensuring that we deliver on our financial commitments.

Despite a continued challenging macro environment, we've now delivered three straight quarters that either met or exceeded AFFO per share consensus.

The honor financial performance. We also made significant progress, this quarter on each of our 5 key strategic priorities.

As a reminder, we launched these objectives late last year to strengthen the foundation of our organization and set us up for long-term success.

File.

Actively managing our portfolio of real estate assets for maximum value.

Streamlining, our operations and right sizing, our cost structure.

Identifying unique opportunities to drive occupancy, growth across our Network.

And selectively supporting our key customers and strategic partnerships.

Perhaps the most foundational of these priorities are the Strategic actions that we are taking to strengthen our balance sheet.

Earlier this morning we announced the formation of a new joint venture with eqt Partners 1 of the largest Purpose Driven Real Estate Investors in the world.

Eqt is a sophisticated investor in the space as they own 1 of the largest Cold Storage providers in Europe.

They will hold a 70% interest in the JV as part of their infrastructure. Portfolio with a miracle contributing a seed pool of 12 properties across the US.

Worth over 1.3 billion dollars.

This represents a blended cap rate to the JV of approximately 7% for nearly $3,300 per pallet position. This is a significant premium to our public market valuation, which reflects the mission-critical nature of our assets.

As part of the agreement, we will continue to operate the assets, providing continuity of service to our customers as well as ongoing asset management and development expertise to the JV.

We anticipate closing the transaction in the third quarter, at which point, a miracle will receive approximately 1.1 billion dollars in proceeds, which we intend to use to pay down a portion of our outstanding debt.

As many of you are aware, joint ventures are a common structure across the Reed industry, and I'm thrilled to have eqt as a partner to help support our strategy.

We expect to expand the platform in the future with additional development opportunities and we already have 1 exciting new project for consideration, which I will discuss in just a moment.

As we look forward, our Capital allocation priorities remain consistent.

Maintaining an investment grade balance sheet. Evaluating the portfolio for asset recycling opportunities, and continuing our disciplined approach to New Capital deployment.

Our second priority is to actively manage our portfolio to address underperforming properties. While pursuing the highest and best use of our geographically diverse network of real estate assets.

during our fourth quarter, call we indicated that we had identified 9 additional facilities,

Operator: Hello, welcome everyone joining today's Americold Realty Trust Q1 2026 earnings call. At this time, all participants are in a listen only mode. Later, you will have the opportunity to ask questions during the question and answer session. To register to ask a question at any time, please press star one on your telephone keypad. Please note this call is being recorded. We are standing by if you should need any assistance. It is now my pleasure to turn the meeting over to Rich Leland. Please go ahead.

Operator: Hello, welcome everyone joining today's Americold Realty Trust Q1 2026 Earnings Call. At this time, all participants are in a listen only mode. Later, you will have the opportunity to ask questions during the question and answer session. To register to ask a question at any time, please press star one on your telephone keypad. Please note this call is being recorded. We are standing by if you should need any assistance. It is now my pleasure to turn the meeting over to Rich Leland. Please go ahead.

To exit or Idol in 2026.

2 of these exits were completed in q1.

Both of these facilities were leased and we return the keys to the owner. At the end of the turn, after successfully shifting, much of the customer inventory into our nearby facilities,

These buildings will be torn down removing over 62,000, pallet positions from the Atlanta Market.

Of the remaining facilities, the majority of have been idled and are actively being marketed for sale.

Rich Leland: Hello, thank you for joining us today for Americold Realty Trust Q1 2026 Earnings Conference Call. In addition to the press release distributed this morning, we have filed a supplemental financial package with additional detail on our results. These materials are available on the investor relations section of our website at www.americold.com. This morning's conference call is hosted by Americold's Chief Executive Officer, Robert Chambers, along with Christopher Papa, our Chief Financial Officer. Management will make some prepared comments, after which we'll open up the call to your questions. Before we begin, let me remind you that management's remarks today may contain forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties that may cause actual results to differ materially from those anticipated.

While we continue to do our part to remove excess capacity from the industry. We continue to see smaller less sophisticated operators, remain under pressure.

In the quarter, we've heard of several smaller operators and New Market entrance, either shutting their doors or struggling to meet their financial commitments.

And many of those instances we've been the beneficiary of volumes coming back to America, given our status as an industry leader.

Beyond just exiting facilities. We are also pursuing attractive. Triple net, leasing opportunities across the portfolio.

During q1, we identified 1 of these opportunities and purchased an existing lease facility at well below market value and subsequently entered, into a 15-year triple net lease with a new tenant to fully occupy the space.

By eliminating the rent expense and acquiring the property at a discount.

Rich Leland: These forward-looking statements are based on current expectations, assumptions, and beliefs, as well as information available to us at this time, and speak only as of the date they are made. Management undertakes no obligation to update publicly any of these statements in light of new information or future events. During this call, we will also discuss certain non-GAAP financial measures, including NOI, Core EBITDA, net debt to pro forma Core EBITDA, and AFFO, among others. The full definition of these non-GAAP financial measures and reconciliations to the comparable GAAP financial measures are contained in the supplemental financial package available on the company's website. Please note that all warehouse financial results are in constant currency and reflect the Q1 2026 same store pool, unless otherwise noted. Now I'll turn the call over to Rob for his prepared remarks.

We are able to achieve an approximate 10% return on investment.

We also signed several other new deals in the quarter and have increased our annualized, leasing Revenue by over 4 million dollars or about 7%, which you can see reflected on page 24 of the financial supplement.

These are all great examples of the discipline process. We are taking to creatively ensure we are receiving the best value possible from a real estate asset.

Our third priority is to rightsize, our cost structure and drive efficiencies across our operation.

Late. Last year we identified 30 million dollars in potential savings with an indirect labor and sgna and I'm pleased to report that all initiatives were completed in q1 as expected.

We're exploring additional cost actions and Chris will discuss the details in a moment.

Robert Chambers: Thank you, Rich, and thank you all for joining our Q1 2026 Earnings Conference Call. Before we begin, I would like to formally welcome Christopher Papa to the team as our Chief Financial Officer. Christopher started with us in February and brings more than 2 decades of experience leading investment grade rated and publicly traded REITs. Since joining the team, Christopher has been fully engaged, meeting with leaders across the business, spending time with our investors and our customers, and touring our facilities. He brings a unique mix of qualifications and experiences, and I look forward to his many future contributions to drive our business forward. Turning to our Q1 financial results, we delivered AFFO of $0.29 per share above analyst consensus.

Robert Chambers: Thank you, Rich, and thank you all for joining our Q1 2026 Earnings Conference Call. Before we begin, I would like to formally welcome Christopher Papa to the team as our Chief Financial Officer. Christopher started with us in February and brings more than two decades of experience leading investment grade rated and publicly traded REITs. Since joining the team, Christopher has been fully engaged, meeting with leaders across the business, spending time with our investors and our customers, and touring our facilities. He brings a unique mix of qualifications and experiences, and I look forward to his many future contributions to drive our business forward. Turning to our Q1 financial results, we delivered AFFO of $0.29 per share above analyst consensus.

That a miracle is known for in the industry.

This quarter, I'm pleased to announce that our Fort Worth rail head site received the warehouse of the Year award from Craft times.

This award was measured by performance kpis like turn times inventory, accuracy, fill rates, and others.

It is a great example of our Relentless pursuit of efficiency and high quality service resulting in meaningful value to our customers.

Congratulations to our team in Fort Worth.

Our fourth priority is driving organic growth by leveraging our operational expertise, scale, and mission-critical infrastructure in adjacent and underpenetrated sectors.

Robert Chambers: Chris will review the full details in just a few minutes, but I was pleased that all key metrics materialized in line or slightly better than our original guidance. I'm particularly encouraged that our physical occupancy was flat year over year, further supporting our belief that inventories levels have largely stabilized. These trends have continued in April, and we believe that we should see a return to more normalized seasonal trends as we progress throughout the year. Our pricing metrics in the quarter also marginally overperformed expectations. Our commercial teams continue to lead with our value proposition, which we call the Americold Advantage, consisting of best-in-class service, technology solutions, and a suite of services, rather than simply competing on price as you see from others in our industry.

Late last year, we announced our initial win with On The Run in South Australia, one of the nation's most well-known convenience and petrol providers. And in February, we announced the expansion of our relationship to support their national network in Australia.

As a reminder, we are providing tri-temperature warehousing services to replenish every product in the store and have expanded our coverage to 600 of their locations.

Additionally, I am very pleased that we recently renewed, our contract with KFC in Australia for an additional 10 years.

A miracle has been working with KFC stores for the last 30 years, and we will continue to support their restaurant network of approximately 500 stores on the East Coast of Australia for the next decade.

Providing, dry, temperature, warehousing, and distributing all of their food and non-food materials.

Robert Chambers: Our customer churn rate remains low at 2.5%, further validating our view that service remains a top priority to our customers when considering their cold chain partner. During the quarter, we also successfully renewed 34% of the year's fixed committed contracts that were either month to month or set to expire in 2026. This represents approximately $100 million of revenue and extends the weighted average duration of our future expirations. Importantly, we held our total rent and storage revenue from fixed committed contracts at 59%. Very solid performance during a critical renewal period as customers continue to see the benefits of a fixed commitment structure. All of these metrics demonstrate our company-wide focus on commercial excellence as we navigate through the current market environment.

Additionally, as part of this extension.

We're implementing a technology solution that will generate restaurant. Level sales forecasts recommend replenishment orders and proactively optimize inventory positioning across the network.

This technology will serve as the backbone of our store support Solutions and is a great example of a Miracle's differentiated offering and the value, we can provide to our qsr and multi-unit customers.

In North America.

We successfully close on a handful of new pet food and floral deals, this quarter expanding our presence in non-food categories.

Additionally, our initial Outreach and to the pharmaceutical space, resulted in a new storage commitment, for probiotic products.

Robert Chambers: Since stepping into the CEO role, I've been laser-focused on setting a strong foundation for future growth while ensuring that we deliver on our financial commitments. Despite a continued challenging macro environment, we've now delivered 3 straight quarters that either met or exceeded AFFO per share consensus. Beyond our financial performance, we also made significant progress this quarter on each of our 5 key strategic priorities. As a reminder, we launched these objectives late last year to strengthen the foundation of our organization and set us up for long-term success. They include delevering our balance sheet to maintain our investment-grade profile, actively managing our portfolio of real estate assets for maximum value, streamlining our operations and right-sizing our cost structure, identifying unique opportunities to drive occupancy growth across our network, and selectively supporting our key customers and strategic partnerships.

Robert Chambers: Since stepping into the CEO role, I've been laser-focused on setting a strong foundation for future growth while ensuring that we deliver on our financial commitments. Despite a continued challenging macro environment, we've now delivered three straight quarters that either met or exceeded AFFO per share consensus. Beyond our financial performance, we also made significant progress this quarter on each of our five key strategic priorities. As a reminder, we launched these objectives late last year to strengthen the foundation of our organization and set us up for long-term success. They include delevering our balance sheet to maintain our investment-grade profile, actively managing our portfolio of real estate assets for maximum value, streamlining our operations and right-sizing our cost structure, identifying unique opportunities to drive occupancy growth across our network, and selectively supporting our key customers and strategic partnerships.

While these floral pet food and Pharma deals will not be material to our results. This year, they remain a great example of our ability to capture business in multiple new markets, while the food industry remains under pressure.

1 area that we're particularly excited about is our e-commerce business, which has been growing at a double-digit rate.

We're currently on boarding 3, new accounts and shipped over a million packages last year.

We've expanded our capabilities to 5 sites across the country and have the ability to cover 99.5% of the US population in 2 days or less.

Similar to our retail and QSR customers, e-commerce is operationally intensive, which gives us an advantage in pursuing new business, given our experience in the area and the strength of the Americold operating system.

Onto our fifth priority.

From a development perspective, our expansions in Sydney, Australia and Christ Church. New Zealand were both delivered on time and on budget during the quarter.

Robert Chambers: Perhaps the most foundational of these priorities are the strategic actions that we are taking to strengthen our balance sheet. Earlier this morning, we announced the formation of a new joint venture with EQT Partners, one of the largest purpose-driven real estate investors in the world. EQT is a sophisticated investor in the space as they own one of the largest cold storage providers in Europe. They will hold a 70% interest in the JV as part of their infrastructure portfolio, with Americold contributing a seed pool of 12 properties across the US worth over $1.3 billion. This represents a blended cap rate to the JV of approximately 7%, or nearly $3,300 per pallet position. This is a significant premium to our public market valuation, which reflects the mission-critical nature of our assets.

Both expansions are dedicated to large grocery retailers and add critical capacity to both markets where our existing facilities are nearly full.

These facilities are great examples of the opportunity to strategically invest in markets that have not seen the level of speculative activity that has occurred in the US.

Finally, as I mentioned earlier, one of the important benefits of our new partnership with EQT is the ability to pursue new development opportunities through the joint venture.

While we have significantly narrowed our development pipeline and refined our internal requirements for capital allocation.

There are certain customer-driven projects where it makes sense to support our key relationships.

A great example of this is a new customer-dedicated project that we're taking off with McCain Foods and Clover Wisconsin.

McCain is a top five customer for Americold, with a nearly 35-year relationship.

Robert Chambers: As part of the agreement, we will continue to operate the assets, providing continuity of service to our customers, as well as providing ongoing asset management and development expertise to the JV. We anticipate closing the transaction in Q3, at which point Americold will receive approximately $1.1 billion in proceeds, which we intend to use to pay down a portion of our outstanding debt. As many of you are aware, joint ventures are a common structure across the REIT industry, and I'm thrilled to have EQT as a partner to help support our strategy. We expect to expand the platform in the future with additional development opportunities, and we already have one exciting new project for consideration, which I will discuss in just a moment.

We have an existing plant Advantage facility that is located adjacent to their manufacturing plant and Clover.

They want to consolidate portions of their Cold Storage network with an additional 56,000 pallet positions at the site.

The project is backed by a 20-year fixed commitment agreement from McCain.

And given the attractive profile of the project. We believe that this is the type of project that could fit well in the joint venture.

For all the parties involved. And we're honored that McCain shows us for this opportunity and we look forward to servicing them for many more years to come.

This win also highlights the importance of having a diverse network at every node in the supply chain.

Robert Chambers: As we look forward, our capital allocation priorities remain consistent: maintaining an investment-grade balance sheet, evaluating the portfolio for asset recycling opportunities, and continuing our disciplined approach to new capital deployment. Our second priority is to actively manage our portfolio to address underperforming properties while pursuing the highest and best use of our geographically diverse network of real estate assets. During our Q4 call, we indicated that we had identified 9 additional facilities to exit or idle in 2026. 2 of these exits were completed in Q1. Both of these facilities were leased, and we returned the keys to the owner at the end of the term after successfully shifting much of the customer inventory into our nearby facilities. These buildings will be torn down, removing over 62,000 pallet positions from the Atlanta market.

As customers evaluate their future networks, we continue to see large food manufacturers looking to consolidate significant piles of inventory back closer to production.

This is an area where a miracle is a clear industry leader.

And we're positioned to take advantage of this trend given our long-standing relationships and solutioning expertise.

I am proud of our progress in each of our five key strategic priorities. This quarter, with the joint venture representing a meaningful step towards our long-term leverage goal.

As we continue to relentlessly pursue cost savings, portfolio management and see our developments continue to come online. We're confident that our current Playbook will build a strong foundation for future success.

With that I'll turn the call over to Crest to provide some additional details on our performance and the quarter as well as some of the anticipated impacts to our financial statements from the new joint venture.

Chris.

Thanks Rob and good morning everyone.

Robert Chambers: Of the remaining facilities, the majority have been idled and are actively being marketed for sale. While we continue to do our part to remove excess capacity from the industry, we continue to see smaller, less sophisticated operators remain under pressure. In the quarter, we've heard of several smaller operators and new market entrants either shutting their doors or struggling to meet their financial commitments. In many of those instances, we've been the beneficiary of volumes coming back to Americold, given our status as an industry leader. Beyond just exiting facilities, we are also pursuing attractive triple net leasing opportunities across the portfolio. During Q1, we identified one of these opportunities and purchased an existing leased facility at well below market value and subsequently entered into a 15-year triple net lease with a new tenant to fully occupy the space.

I'm excited to participate this morning, on my first call, as an error codes. Chief Financial Officer

As Rob mentioned since joining, I have met with our leaders, investors customers and towards several of our facilities.

I have been impressed by the capability, discipline, and service that our teams bring every day.

I believe the scale diversity initial critical nature of our assets when coupled with our operational expertise.

Creates a compelling value, proposition, that is difficult to replicate. I look forward to helping unlock this value for our shareholders.

Robert Chambers: By eliminating the rent expense and acquiring the property at a discount, we are able to achieve an approximate 10% return on investment. We also signed several other new deals in the quarter and have increased our annualized leasing revenue by over $4 million or about 7%, which you can see reflected on page 24 of the financial supplement. These are all great examples of the disciplined process we are taking to creatively ensure we are receiving the best value possible from our real estate assets. Our third priority is to right-size our cost structure and drive efficiencies across our operation. Late last year, we identified $30 million in potential savings within indirect labor and SG&A, I'm pleased to report that all initiatives were completed in Q1 as expected. We're exploring additional cost actions, Chris will discuss the details in a moment.

One of my first priorities when I arrived was to fully engage in this strategic capital raise initiative that our management team and board have been diligently pursuing for the past several months. I am very familiar with real estate joint ventures, and the partnership with EQT not only strengthens the Miracle balance sheet by funding debt repayment, improving liquidity, and reducing future development risks, but also allows us to preserve operational control while enhancing cash flow from the assets.

As Rob mentioned, we expect the transaction to close in the third quarter at which point we will receive approximately 1.1 billion dollars in cash proceeds.

We plan to use these proceeds to repay all of our 2026 2027 and a portion of our 2028 US dollar denominated debt maturities.

We will continue to operate these warehouses and receive a management fee of approximately 15 to 20 million dollars each year.

We will also receive 30% of the NOI generated by The Venture.

Which will be recorded on our p&l under the line item titled income loss from investments in partially owned, entities.

Robert Chambers: While we are taking cost out of the business, we are being extremely cautious to ensure that we retain the high level of customer service that Americold is known for in the industry. This quarter, I'm pleased to announce that our Fort Worth rail head site received the Warehouse of the Year award from Kraft Heinz. This award was measured by performance KPIs like turn times, inventory accuracy, fill rates, and others. It is a great example of our relentless pursuit of efficiency and high-quality service, resulting in meaningful value to our customers. Congratulations to our team in Fort Worth. Our fourth priority is driving organic growth by leveraging our operational expertise, scale, and mission-critical infrastructure in adjacent and under-penetrated sectors. Late last year, we announced our initial win with On the Run in South Australia, one of the nation's most well-known convenience and petrol providers.

These 12 properties represent, approximately 231 million in Revenue.

And 103 million in noi for fiscal 2025.

At the end of Q1, our net debt to pro forma core EBITDA was 7.1 times, and this transaction, on a pro forma basis, would reduce this by about three-quarters of a turn.

This reflects significant progress toward our goal of 6 times or less.

We believe this joint venture along with our portfolio, optimization ongoing cost actions and stabilizing industry. Fundamentals. Gives us strong confidence in our ability to achieve this goal and we remain committed to maintaining

Our investment grade profile.

While we don't know the exact timing of when the transaction will close, we estimate that the JB could be a full year of headwind to AFFO of approximately $0.10 per share, or roughly $0.06 per share for the second half of 2026.

Robert Chambers: In February, we announced the expansion of our relationship to support their national network in Australia. As a reminder, we are providing tri-temperature warehousing services to replenish every product in the store and have expanded our coverage to 600 of their locations. I am very pleased that we recently renewed our contract with KFC in Australia for an additional 10 years. Americold has been working with KFC stores for the last 30 years, and we will continue to support their restaurant network of approximately 500 stores on the East Coast of Australia for the next decade, providing tri-temperature warehousing and distributing all of their food and non-food materials. As part of this extension, we're implementing a technology solution that will generate restaurant-level sales forecasts, recommend replenishment orders, and proactively optimize inventory positioning across the network.

The ultimate impact will depend on when the deal closes.

Since the business is currently performing in line, to slightly ahead of our expectations. We believe that we will be able to offset most if not all of this impact,

We are proud of our ability to preserve our afo guide for the year and simultaneously execute a strategic transaction, to reduce leverage and significantly improve our balance sheet position.

We will provide more granular updates to our individual guidance components as the dealers, completion.

Beyond the joint venture. I next want to discuss our first quarter results where we delivered affo per share of 29 cents.

Exceeding analysts consensus.

We were encouraged to see same store. Physical occupancy stabilized.

Contracting slightly less than anticipated.

Robert Chambers: This technology will serve as the backbone of our store support solutions and is a great example of Americold's differentiated offering and the value we can provide to our QSR multi-unit customers. In North America, we successfully closed on a handful of new pet food and floral deals this quarter, expanding our presence in non-food categories. Additionally, our initial outreach into the pharmaceutical space resulted in a new storage commitment for probiotic products. While these floral, pet food, and pharma deals will not be material to our results this year, they remain a great example of our ability to capture business in multiple new markets while the food industry remains under pressure. One area that we're particularly excited about is our e-commerce business, which has been growing at a double-digit rate. We're currently onboarding 3 new accounts and shipped over 1 million packages last year.

While we are not updating our full-year occupancy and pricing as such,

This is certainly encouraging performance.

Outside of the us, we were pleased to see throughput in both Europe and Asia Pacific increased from the prior year.

And Europe's physical occupancy, increased by over 800 basis points in the quarter.

This is very strong performance and reflects the positive impact of the new business that was won by the international team over the past, couple of quarters.

Our q1 warehouse noi decreased 4.5% as expected driven by the ongoing pricing pressure in the storage market and lower throughput, as well as a modest 2 million dollar headwind from energy costs. This quarter,

As a reminder, almost all of our customer contracts have the ability to pass through and abnormal cost increases.

Robert Chambers: We've expanded our capabilities to 5 sites across the country and have the ability to cover 99.5% of the US population in 2 days or less. Similar to our retail and QSR customers, e-commerce is operationally intensive, which gives us an advantage in pursuing new business, given our experience in the area and the strength of the Americold operating system. On to our 5th priority. From a development perspective, our expansions in Sydney, Australia, and Christchurch, New Zealand, were both delivered on time and on budget during the quarter. Both expansions are dedicated to large grocery retailers and add critical capacity to both markets where our existing facilities are nearly full. These facilities are great examples of the opportunity to strategically invest in markets that have not seen the level of speculative activity that has occurred in the US.

Robert Chambers: We've expanded our capabilities to five sites across the country and have the ability to cover 99.5% of the US population in two days or less. Similar to our retail and QSR customers, e-commerce is operationally intensive, which gives us an advantage in pursuing new business, given our experience in the area and the strength of the Americold operating system. On to our 5th priority. From a development perspective, our expansions in Sydney, Australia, and Christchurch, New Zealand, were both delivered on time and on budget during the quarter. Both expansions are dedicated to large grocery retailers and add critical capacity to both markets where our existing facilities are nearly full. These facilities are great examples of the opportunity to strategically invest in markets that have not seen the level of speculative activity that has occurred in the US.

In addition to the power search charge mechanism, we also lock in power rates and deregulated states, which represents about 25% of our portfolio.

We have pursued energy, saving best practices for many years.

And we are also leveraging AI to strategically pull power from the grid during non peak hours.

As a reminder, power expense is only about 6% of our same store Warehouse costs.

And we plan to leverage all available mitigation strategies.

To continue managing these costs closely and minimize future P&L impacts.

As Rob, mentioned 1 of our key priorities for the year is to optimize our cost structure. We will pleased to see core sgna for the quarter came in relatively flat year-over-year absent. The impact of certain approvals that can fluctuate in q1 and serve the offset. The typical wage rate inflation across the business.

Late. Last year, we identified 30 million dollars in savings between both indirect labor and sg&a,

Robert Chambers: As I mentioned earlier, one of the important benefits of our new partnership with EQT is the ability to pursue new development opportunities through the joint venture. While we have significantly narrowed our development pipeline and refined our internal requirements for capital allocation, there are certain customer-driven projects where it makes sense to support our key relationships. A great example of this is a new customer-dedicated project that we're kicking off with McCain Foods in Plover, Wisconsin. McCain is a top 5 customer for Americold with a nearly 35-year relationship. We have an existing plant-attached facility that is located adjacent to their manufacturing plant in Plover. They want to consolidate portions of their cold storage network with an additional 56,000 pallet positions at the site.

we are pleased to report that these were fully executed and we reduced indirectly, but by over 400 positions in q1,

Additionally, we recently commenced the second phase of this project to identify further, cost savings opportunities in other parts of our business as well as to explore ways to enhance efficiency within our organizational structure.

Our goal is not only to reduce expenses but also to optimize how our teams operate and collaborate across the company. I look forward to sharing the outcome of this broader analysis with you, on next quarter's call.

Additionally, as Rob mentioned earlier, we have made great progress, with our portfolio management initiative, which is another 1 of our 5 key priorities for the year.

Robert Chambers: The project is backed by a 20-year fixed commitment agreement from McCain, and given the attractive profile of the project, we believe that this is the type of project that could fit well in the joint venture. This is truly a win-win transaction for all the parties involved, and we're honored that McCain chose us for this opportunity, and we look forward to servicing them for many more years to come. This win also highlights the importance of having a diverse network at every node in the supply chain. As customers evaluate their future networks, we continue to see large food manufacturers looking to consolidate significant piles of inventory back closer to production. This is an area where Americold is a clear industry leader, and we're positioned to take advantage of this trend given our long-standing relationships and solutioning expertise.

As a reminder, when a site has no customers and minimal operating costs, or otherwise meets the held-for-sale accounting criteria.

We move their expenses to transactions strategic initiatives and other costs on our p&l.

You can see on page 22. If the supplement that we have included additional detail regarding these costs,

Which have decreased substantially versus the prior year.

When we we exit sites, we are often able to terminate the lease or find an interested buyer in a fairly short period of time.

Proceeds from the sale of our own properties will assist with de-levering our balance sheet.

Additionally, since I joined the company.

We have asked the team to do a review of our expansion and development projects to reassess our assumptions around the timing of stabilization dates cash flows and expected yields, given the duration of the current macro environment.

Robert Chambers: I am proud of our progress in each of our five key strategic priorities this quarter, with the joint venture representing a meaningful step towards our long-term leverage goal. As we continue to relentlessly pursue cost savings, portfolio management, and see our developments continue to come online, we're confident that our current playbook will build a strong foundation for future success. With that, I'll turn the call over to Chris to provide some additional details on our performance in the quarter, as well as some of the anticipated impacts to our financial statements from the new joint venture. Chris?

Well, certain of these projects have been impacted more than others. Many of them have. In some way, felt the effects of the soft market conditions that are impacting our industry.

We will update you on the results of this review in the coming quarters.

In the short time I have been with a miracle that I have been impressed by the team's focus on, delivering the Strategic priorities for the year.

I believe these priorities are the best blueprint to building a strong foundation for the future and that this team can bring that Vision to life.

I am proud to be part of such a talented group of people and look forward to leveraging, my expertise to further unlock this company's potential.

Christopher Papa: Thanks, Rob. Good morning, everyone. I'm excited to participate this morning on my first call as Americold's Chief Financial Officer. As Rob mentioned, since joining, I have met with our leaders, investors, customers, and toured several of our facilities. I have been impressed by the capability, discipline, and service that our teams bring every day. I believe the scale, diversity, and mission-critical nature of our assets when coupled with our operational expertise creates a compelling value proposition that is difficult to replicate. I look forward to helping unlock this value for our shareholders. One of my first priorities when I arrived was to fully engage in the strategic capital raise initiative that our management team and board have been diligently pursuing for the past several months.

Now, I would like to turn the call back over to Rob for some closing comments. Rob.

Thanks Chris.

I'm very pleased with our results, this quarter and remain confident in the long-term direction of our business.

My discussions with customers over the past several months.

On consumer value.

These actions are intended to help Drive organic volume growth. In fact, we've seen this reflected in their earnings releases over the past several months.

With several customers reporting sales growth in the first quarter of the year.

Christopher Papa: I am very familiar with real estate joint ventures, and the partnership with EQT not only strengthens Americold's balance sheet by funding debt repayment, improving liquidity, and reducing future development risk, but also allows us to preserve operational control and cash flow from the assets. As Rob mentioned, we expect the transaction to close in Q3, at which point we will receive approximately $1.1 billion in cash proceeds. We plan to use these proceeds to repay all of our 2026, 2027, and a portion of our 2028 US dollar-denominated debt maturities. We will continue to operate these warehouses and receive a management fee of approximately $15 to 20 million each year.

I hope to see this continue to gain traction as we navigate through the balance of the year.

As I've mentioned in the past, this is not a team that is standing still and waiting for a rebound in demand.

I'm very proud of the significant progress that we are making across all five of our key priorities while also delivering on our financial commitments.

The formation of the joint venture is a significant accomplishment.

Strengthening the balance sheet Illuminating, the disconnect between public and private markets and supporting future developments.

It is also a testament to this team and this organization's ability to execute as well as the board's focus on unlocking shareholder value.

Christopher Papa: We will also receive 30% of the NOI generated by the venture, which will be recorded on our P&L under the line item titled Income (Loss) from Investments in Partially Owned Entities. These 12 properties represent approximately $231 million in revenue and $103 million in NOI for fiscal 2025. At the end of Q1, our net debt to pro forma Core EBITDA was 7.1x, this transaction on a pro forma basis would reduce this by about three-quarters of a term. This reflects significant progress toward our goal of 6x or less. We believe this joint venture, along with our portfolio optimization, ongoing cost actions, and stabilizing industry fundamentals, gives us strong confidence in our ability to achieve this goal, we remain committed to maintaining our investment-grade profile.

With discipline, Capital allocation, a sharpened focus on operational excellence and unwavering dedication to customer service. I believe we are well equipped to create meaningful growth over time.

I want to thank our associates around the world for their continued hard work, and our shareholders for their ongoing trust and support.

Operator, we're now ready to open the call for questions.

Thank you. If you'd like to ask a question, press the star and 1 on your keypad to leave the Queue at any time. Press star 2 once again, that is star 1 to ask a question. We do ask that you limit yourself to 1 question and we'll pause for just a moment to allow everyone a chance to queue.

We will take our first question from Michael Griffin with evercore isi. Please go ahead.

Christopher Papa: While we don't know the exact timing of when the transaction will close, we estimate that the JV could be a full year headwind to AFFO of approximately $0.10 per share or roughly $0.06 per share for H2 2026. The ultimate impact will depend on when the deal closes. Since the business is currently performing in line to slightly ahead of our expectations, we believe that we will be able to offset most, if not all, of this impact. We are proud of our ability to preserve our AFFO guide for the year and simultaneously execute a strategic transaction to reduce leverage and significantly improve our balance sheet position. We will provide more granular updates to our individual guidance components as the deal nears completion.

Great, thanks. Um, wondering if you could give a little bit more color on the facilities being contributed to the JV, you know, where they are along the cold chain, the age customer mix, um, kind of anything, you know, that might have stood out for these assets. And then, you know, would you say it's indicative of the portfolio quality overall, at that point, you know, 7 transaction cap rate. And and then lastly, I I know you you mentioned the cap rate of the comparator marks. How should we think about this deal on sort of the EV toe bit of multiple bases? Thank you.

Thanks Michael. So so let me start with with the portfolio. Uh, that we're that we're contributing to the joint venture. I I think what you said is right, I mean, uh, the um, the facilities are are a good representation of the broader North American portfolio. So you know what we see, um, would be facilities that are geographically diverse.

Christopher Papa: Beyond the joint venture, I next want to discuss our first quarter results, where we delivered AFFO per share of $0.29, exceeding analyst consensus. We were encouraged to see same-store physical occupancy stabilize, with economic occupancy contracting slightly less than anticipated. While we are not updating our full year occupancy and pricing assumptions, this is certainly encouraging performance. Outside of the US, we were pleased to see throughput in both Europe and Asia Pacific increase from the prior year. Europe's physical occupancy increased by over 800 basis points in the quarter. This is very strong performance and reflects the positive impact of the new business that was won by the international team over the past couple of quarters.

Facilities that are across. Uh, each of the nodes in the supply chain, along with um, some conventional and, and and automation as well. So we think it's a a very um, good mix of facilities. It's 1. That eqt was certainly excited about, um, being part of the joint venture and, you know, from our perspective, uh, we're also very excited that we'll continue to have a meaningful ownership stake in those facilities and be able to to operate them and provide the level of continuity um, to our customers that that, that they would expect. So um, it's a, it's a significant accomplishment out of the gate here and and we're very excited about it.

The EV. Yeah. And if you

Christopher Papa: Our Q1 warehouse NOI decreased 4.5% as expected, driven by the ongoing pricing pressure in the storage market and lower throughput, as well as a modest $2 million headwind from energy costs this quarter. As a reminder, almost all of our customer contracts have the ability to pass through abnormal cost increases. In addition to the power surcharge mechanism, we also lock in power rates in deregulated states, which represents about 25% of our portfolio. We have pursued energy-saving best practices for many years. We are also leveraging AI to strategically pull power from the grid during non-peak hours. As a reminder, power expense is only about 6% of our same-store warehouse costs. We plan to leverage all available mitigation strategies to continue managing these costs closely and minimize future P&L impacts.

Are we ready for the next question? I apologize. Sure. Okay, we'll go to our next question. Uh, Brendan Lynch with barklay.

Hey, great. Thanks for taking the question. Um,

Maybe just on the physical occupancy growth that you saw uh in the quarter. Can you disaggregate that between consolidation to fewer facilities versus uh just the industry Improvement.

Christopher Papa: As Rob mentioned, one of our key priorities for the year is to optimize our cost structure. We were pleased to see Core SG&A for the quarter came in relatively flat year-over-year, absent the impact of certain accruals that can fluctuate in Q1 and serve to offset the typical wage rate inflation across the business. Late last year, we identified $30 million in savings between both indirect labor and SG&A. We are pleased to report that these were fully executed, and we reduced indirect labor by over 400 positions in Q1. Additionally, we recently commenced the phase 2 to this project to identify further cost savings opportunities in other parts of our business, as well as to explore ways to enhance efficiency within our organizational structure. Our goal is not only to reduce expenses, but also to optimize how our teams operate and collaborate across the company.

Christopher Papa: As Rob mentioned, one of our key priorities for the year is to optimize our cost structure. We were pleased to see Core SG&A for the quarter came in relatively flat year-over-year, absent the impact of certain accruals that can fluctuate in Q1 and serve to offset the typical wage rate inflation across the business. Late last year, we identified $30 million in savings between both indirect labor and SG&A. We are pleased to report that these were fully executed, and we reduced indirect labor by over 400 positions in Q1. Additionally, we recently commenced the phase II to this project to identify further cost savings opportunities in other parts of our business, as well as to explore ways to enhance efficiency within our organizational structure. Our goal is not only to reduce expenses, but also to optimize how our teams operate and collaborate across the company.

New business wins and and some market share gains.

Thank you.

Welcome next.

Please go ahead.

Good morning, and thank you for taking my question. I have a follow-up on on this, uh, JB uh, financials. So, uh, looks like, uh, Equity will be retaining 70% and uh, you will be getting 1.1 uh billion in cash proceeds which kind of implies 1.6 uh billion of total value. Just trying to understand Putin takes here and uh what is it involved?

Well, I mean you know the the total transaction size is 12.3 billion.

Um, given the the debt, uh, we're planning on putting on the project.

Christopher Papa: I look forward to sharing the outcome of this broader analysis with you on next quarter's call. Additionally, as Rob mentioned earlier, we have made great progress with our portfolio management initiative, which is another one of our five key priorities for the year. As a reminder, when a site has no customers and minimal operating costs or otherwise meets the held for sale accounting criteria, we move their expenses to transactions, strategic initiatives, and other costs on our P&L. You can see on page 22 of the supplement that we have included additional detail regarding these costs, which have decreased substantially versus the prior year. When we exit sites, we are often able to terminate the lease or find an interested buyer in a fairly short period of time. Proceeds from the sale of our own properties will assist with de-levering our balance sheet.

Um, and our uh, Equity contributed to the Venture. Uh, we think we'll be able to pull out about 1.1 billion dollars of of proceeds from the venture

Thank you, we'll take our next question, from Craig mailman with City. Please go ahead.

Christopher Papa: Additionally, since I joined the company, we have asked the team to do a review of our expansion and development projects to reassess our assumptions around the timing of stabilization dates, cash flows, and expected yields given the duration of the current macro environment. While certain of these projects have been impacted more than others, many of them have in some way felt the effects of the soft market conditions that are impacting our industry. We will update you on the results of this review in the coming quarters. In the short time I have been with Americold, I have been impressed by the team's focus on delivering the strategic priorities for the year. I believe these priorities are the best blueprint to building a strong foundation for the future, and that this team can bring that vision to life.

Hey guys. Um I think um or if it asked earlier about the EV to Eva Dom multiple I I don't think I heard an answer on that. This is 7 cap equate the summer of 9 to 10, even even on multiple, maybe give us um, some some guide rails there. Then Chris, your commentary that you guys are putting debt in the JVS, is that 75 turn reduction on EV on debt to Eva? Is that on a look through basis? Like, if you assume the, the JV debt, do you still get that 3/4 of the turn reduction, um, or form of that? Thanks. Yeah, sure. So I'll I'll answer that, uh, the second question first. Uh, yeah, the 3/4 of the term we talked about includes, uh, picking up our share of the, of the debt, uh, from the JB. So we'd be picking up our 30%, uh, portion of that debt, as well as the ibida. Um, I'll let Scott address the, uh, the EV

Christopher Papa: In the short time I have been with Americold, I have been impressed by the team's focus on delivering the strategic priorities for the year. I believe these priorities are the best blueprint to building a strong foundation for the future, and that this team can bring that vision to life. I am proud to be part of such a talented group of people and look forward to leveraging my expertise to further unlock this company's potential. Now I would like to turn the call back over to Rob for some closing comments. Rob?

Uh, just keep it up question. Hey Craig, good morning. Uh, if you think about the the math around this 1 1.3 billion, uh, Enterprise value for the JV

Um, an noi strip uh a 4 fee of roughly million dollars.

Christopher Papa: I am proud to be part of such a talented group of people and look forward to leveraging my expertise to further unlock this company's potential. Now I would like to turn the call back over to Rob for some closing comments. Rob?

And then with a fee uh around $17 million to get to a a net noi.

Robert Chambers: Thanks, Chris. I'm very pleased with our results this quarter and remain confident in the long-term direction of our business. In my discussions with customers over the past several months, they remain cautious with their outlook for the year. However, they are increasingly mentioning investments in innovation as well as increased marketing and promotional spend, all with a focus on consumer value. These actions are intended to help drive organic volume growth. In fact, we've seen this reflected in their earnings releases over the past several months, with several customers reporting sales growth in Q1 of the year. I hope to see this continue to gain traction as we navigate through the balance of the year. As I've mentioned in the past, this is not a team that is standing still and waiting for a rebound in demand.

Uh strip of low 90s and that gets you to uh the 7% cap rate that we quoted. So hopefully uh those uh those parts help us answer the question on on a yield basis, which you can convert to multiple. Uh, and when you think about the fee strip in this business, uh, given uh, the operational intensive nature and the amount of work that goes into it. Uh, looks a little bit different than I'd say your, your traditional industrial business.

And Craig, I add that, you know, if you look at it on an Eevee to ebida basis, it's yeah, this

Valuation implies, you know a couple of hundred basis points. Uh increase over where the stock is currently trading.

Thank you. And we'll go next to Michael Goldsmith with UBS. Please go ahead. Your line is open.

Robert Chambers: I'm very proud of the significant progress that we are making across all five of our key priorities while also delivering on our financial commitments. The formation of the joint venture is a significant accomplishment, strengthening the balance sheet, illuminating the disconnect between public and private markets, and supporting future developments. It is also a testament to this team and this organization's ability to execute, as well as the board's focus on unlocking shareholder value. With disciplined capital allocation, a sharpened focus on operational excellence, and unwavering dedication to customer service, I believe we are well equipped to create meaningful growth over time. I wanna thank our associates around the world for their continued hard work and our shareholders for their ongoing trust and support. Operator, we're now ready to open the call for questions.

Good morning. Thanks a lot for taking my questions. Seems Seems like you were active on the renewals of uh, fixed committee contracts during the quarter. So maybe can you talk a little bit about the negotiations with your tenants? You know, what was the feedback from them? What, what was their ability to absorb pricing or, or their or they're asking for concessions, to try to get a sense of what you're hearing from your experience base and and how that ties to you, you know, your overall pricing power. Thank you.

Yeah, thanks Michael. I mean, I, I think the work that we did in the quarter on fixed commitments is 1 of the the C, certainly 1 of the highlights of the quarter, as we mentioned, in our prepared remarks. We, we were able to work through 34% of all of the fixed commitment contracts, that were month-to-month or had expirations in 2026. We we said,

Operator: Thank you. If you'd like to ask a question, press the star and 1 on your keypad. To leave the queue at any time, press star 2. Once again, that is star 1 to ask a question. We do ask that you limit yourself to 1 question, and we'll pause for just a moment to allow everyone a chance to queue. We will take our first question from Michael Griffin with Evercore ISI. Please go ahead.

Operator: Thank you. If you'd like to ask a question, press the star and one on your keypad. To leave the queue at any time, press star two. Once again, that is star one to ask a question. We do ask that you limit yourself to one question, and we'll pause for just a moment to allow everyone a chance to queue. We will take our first question from Michael Griffin with Evercore ISI. Please go ahead.

Michael Griffin: Great. Thanks. Wondering if you could give a little bit more color on the facilities being contributed to the JV. You know, where they are along the cold chain, the age, customer mix, kind of anything, you know, that might have stood out for these assets. Then, you know, would you say it's indicative of the portfolio quality overall if that call it, you know, 7 transaction cap rate? Then lastly, I know you mentioned the cap rate compared to marks. How should we think about this deal on sort of a EV-to-EBITDA at a multiple basis? Thank you.

Michael Griffin: Great. Thanks. Wondering if you could give a little bit more color on the facilities being contributed to the JV. You know, where they are along the cold chain, the age, customer mix, kind of anything, you know, that might have stood out for these assets. Then, you know, would you say it's indicative of the portfolio quality overall if that call it, you know, sven transaction cap rate? Then lastly, I know you mentioned the cap rate compared to marks. How should we think about this deal on sort of a EV-to-EBITDA at a multiple basis? Thank you.

Robert Chambers: Thanks, Michael. Let me start with the portfolio that we're contributing to the joint venture. I think what you said is right. I mean, the facilities are a good representation of the broader North American portfolio. You know, what we see would be facilities that are geographically diverse, facilities that are across each of the nodes in the supply chain, along with some conventional and automation as well. We think it's a very good mix of facilities. It's one that EQT was certainly excited about being part of a joint venture.

Having that fixed commitment structure. So, you know, despite the fact that that, you know, we we recognize and acknowledge that there's more capacity in the industry than there has been historically. We, we've been able to maintain that, um, 59%, uh, of our total rent and storage Revenue being derived from these fixed commitment contracts. So, you know, I think the the metrics, you know, speak for themselves. Um, it's playing out, uh, probably slightly better than what we had planned and our guide. You, you saw that our economic occupancy, uh, was down slightly while our physical occupancy was flat. That's, that's exactly what we assumed would would happen. A slight contraction. Um, but it is uh, less um, of of a decrease in terms of economic occupancy than what we had planned. So very, very, um, encouraged to see that on the pricing side of the equation. Our pricing metrics are marginally better than what we had, uh, guided to storage.

Robert Chambers: You know, from our perspective, we're also very excited that we'll continue to have a meaningful ownership stake in those facilities and be able to operate them and provide the level of continuity to our customers that they would expect. It's a significant accomplishment out of the gate here, and we're very excited about it.

On a constant currency basis, uh, was was down slightly, uh, year-over-year that that does tend to be the storage side of the business. Does tend to be the side of the business that gets discounted a little bit more than the handling just given the margin profile. So so we're making sure we're being thoughtful. We're making sure. We're, we're Market competitive on the pricing and that we're responding to the, to the the, to the current environment. But at the same time, you know, we continue to lead with our value proposition and and I think

Scott: The EV.

Scott Henderson: The EV.

Robert Chambers: Yeah.

Operator: Thank you.

Robert Chambers: No, go ahead.

Operator: Are we ready for the next question? Apologize.

Scott: Sure.

Scott Henderson: Sure.

Operator: Okay. We'll go to our next question. Brendan Lynch with Barclays.

Brendan Lynch: Hey, great. Thanks for taking the question. Maybe just on the physical occupancy growth that you saw in the quarter, can you disaggregate that between consolidation to fewer facilities versus just the industry improving?

Is, you know, this this environment has played out longer. Um really what customers are seeing is is that customer service is the most important decision-making factor and who they partner with and um, you know, price is important. But if your product isn't showing up on time and in full and if you can't invest in your, your customer base and you can't grow with them and you don't have the Technology Solutions and your only value proposition is price. Uh, you eventually returned back to, to the industry leaders. And so that's that's exactly what we're seeing constructive conversation and I think great progress, uh, this quarter.

Thank you.

We'll take our next question from Michael Carroll with RBC Capital Markets. Please go ahead, your line is open.

Robert Chambers: Yeah. There's really essentially nominal to no impact on the consolidation of the facilities because, you know, we adjusted that same-store pool at the end of last year. The impact to physical occupancy in Q1 was a result of industry stabilization along with a combination of new business wins coming in, some market share gains that we've seen some of the volumes that had previously been with some of these small providers come back in. I think when you look at the overall, the physical occupancy being flat to slightly up, this was driven by industry fundamentals, new business wins and some market share gains.

Thanks Rob. Is there a specific mandate for the new joint venture? As in does coal need to contribute specific future Investments or development opportunities in the JV or or does this need to be agreed upon by both parties to be able to do it? Um, similar to like the, uh, the McCain development that you talked about in your prepared remarks?

Operator: Thank you. We'll go next to Vince Tibone with Scotiabank. Please go ahead.

Vince Tibone: Good morning, and thank you for taking my question. I have a follow-up on this JV financials. Looks like EQT will be retaining 70% and you will be getting $1.1 billion in cash proceeds, which kind of implies $1.6 billion of total value. Just trying to understand gives and takes here and what is involved.

Mhm. Yeah, yeah. Look. I mean we we want to scale this Venture and so you know, we're we're um we'll be working to provide, you know, first looks of development opportunities to to the joint venture. There's no um, mandate that. If if the The Venture passes on those that that, uh, we can't do those, uh, on our own on our own accord. So we'll be providing some first looks uh, related to development projects to the Venture we think that's the the best path forward. Um, you know, given the opportunity to do some off-balance sheet, uh, development to, to ensure that it, um, you know, it doesn't there there. There's less volatility to earnings there, uh, outside of that. No, no mandate to con, you know, contribute, other stabilized assets. So this is going to be a great partnership. Um, you know, we we, we think we've, we, we're confident we found the right partner and, and eqt given their, uh, level of sophistication in the space and the alignment of

Of our mission and our values. So, um, a big step for both parties.

Scott: Well, I mean, you know, the total transaction size is $1.3 billion. Given the debt we're planning on putting on the project, and our equity contributed to the venture, we think we'll be able to pull out about $1.1 billion of proceeds from the venture.

Christopher Papa: Well, I mean, you know, the total transaction size is $1.3 billion. Given the debt we're planning on putting on the project, and our equity contributed to the venture, we think we'll be able to pull out about $1.1 billion of proceeds from the venture.

Thank you, we'll take our next question from Nick filmon with Fair, please go ahead.

Operator: Thank you. We'll take our next question from Craig Mailman with Citi. Please go ahead.

Craig Mailman: Hey, guys. I think Griffin asked earlier about the EV to EBITDA multiple. I don't think I heard an answer on that. Does the 7 cap equate to somewhere around 9 to 10 EV to EBITDA multiple? Maybe give us some guide rails there. Chris, to your commentary that you guys are putting debt in the JVs, is that 0.75 term reduction on debt to EBITDA, is that on a look-through basis? Like, if you assume the JV debt, do you still get that three-quarters of a term reduction, or a form of that? Thanks.

Hey, good morning. Maybe you wanted to touch a little bit more on just the joint venture assets being contributed and the profile of them as we think of it, relative to your fixed commitment contracts. Is it similar to that 60% of that revenue associated with those assets—is it similar in mix? And then, what is the average duration of those contracts on those assets being contributed? And then, maybe secondly, just a point of clarification on the $110 million of NOI. Does that include the handling and services NOI contribution as well? Thanks.

yeah.

Scott: Sure. I'll answer that, the second question first. Yeah, the three-quarters of the term we talked about includes picking up our share of the debt from the JV. We'd be picking up our 30% portion of that debt as well as the EBITDA. I'll let Scott address the EV to EBITDA question.

Christopher Papa: Sure. I'll answer that, the second question first. Yeah, the three-quarters of the term we talked about includes picking up our share of the debt from the JV. We'd be picking up our 30% portion of that debt as well as the EBITDA. I'll let Scott address the EV to EBITDA question.

Customer dedicated. There are multi-tenant, there are fixed commitments. There are transactional agreements. So, so be thinking about it, uh, as very similar to, you know, the broader portfolio. Um, you know, the, the American, uh, wholly owned portfolio will will, will look very similar, um, pre and post and um, you know, that's that's exactly what what eqt was looking for. And that's exactly what we felt like, was the the the right path to see the to see the JV.

Robert Chambers: Hey, Craig. Good morning. If you think about the math around this $1.3 billion enterprise value for the JV, an NOI strip before fee of roughly $110 million, and then with a fee around $17 million to get to a net NOI strip of low nineties, and that gets you to the 7% cap rate that we quoted. Hopefully those parts help answer the question on a yield basis, which you can convert to a multiple. When you think about the fee strip in this business, given the operational intensive nature and the amount of work that goes into it, looks a little bit different than I'd say your traditional industrial business.

Thank you, and we'll take our next question from Mike, Mueller, with JP Morgan. Please go ahead.

Yeah. Hi. Um, I think this kind of a dumb clarification question, but the release says that eqt isn't baked into guidance. But Chris when you were talking about um, the transaction in your comments, you mentioned that uh, you're kind of proud to maintain guidance. While this is kind of going on simultaneously, so I guess. Is it in guidance or is it not guidance?

Scott: Craig, I'd add that, you know, if you look at it on an EV to EBITDA basis, it's, you know, this valuation implies, you know, a couple of hundred basis point increase over where the stock is currently trading.

Christopher Papa: Craig, I'd add that, you know, if you look at it on an EV to EBITDA basis, it's, you know, this valuation implies, you know, a couple of hundred basis point increase over where the stock is currently trading.

Yeah, yeah. Let let me let me start and and Chris can jump in. I mean, so so look, I mean, we're we're sitting here on May 7th, um, you know, and and as we look at the trajectory of the business and we look at, you know, the the fact that the metrics were coming in line to to above our expectations absent, the joint venture, you know, we we would be thinking about um, that that the business trending towards the high

Operator: Thank you. We'll go next to Michael Goldsmith with UBS. Please go ahead, your line is open.

Michael Goldsmith: Good morning. Thanks a lot for taking my questions. Seems like you were active on the renewals of fixed committed contracts during the quarter. Maybe can you talk a little bit about the negotiations with your tenants? You know, what was the feedback from them? What was their ability to absorb pricing or they're asking for concessions? Just trying to get a sense of what you're hearing from your tenant base and how that ties to you know, your overall pricing power. Thank you.

Higher end of our original Guy and, um, you know, now that we have this joint venture that is um, you know, still subject to traditional closing conditions and and we don't have the final date of when the JV will be will close. What what when we look at it on a, on a pro-forma basis? What we can sit here today and tell you is when we factor in the closing of a joint venture assumed during the third quarter, that we'll be able to absorb the impact of that JV and maintain our original guide. So um, you know, as we get a little bit closer to the closing of the JV, we'll be able to provide more specific details around each 1 of the guidance parameters. But the punch line here is we're maintaining our guide inclusive of the impacts of the joint venture in 2026.

Robert Chambers: Yeah. Thanks, Michael. I mean, I think the work that we did in the quarter on fixed commitments is one of the certainly one of the highlights of the quarter. As we mentioned in our prepared remarks, we were able to work through 34% of all the fixed commitment contracts that were month-to-month or had expirations in 2026. We said now for several quarters, just as a reminder that, you know, these contracts tend to be relatively ratable throughout the year, meaning there's not a whole lot of, you know, outsized renewals in one quarter or another. That 34% represents great progress in a single quarter.

And then just to be more specific about the guidance. You know, the original guidance that we had given obviously did not include the JV, but it also did not include any incremental, uh, cost optimization initiatives. So, you know, those, those 2 things, you know, you know going obviously in in in different directions you know, coupled with as Rob said or business performing slightly ahead of expectations uh you know gave us confidence to keep it in that 120 to 130 range from an afo perspective, but we'll come back with more details uh in the second quarter as we get

Robert Chambers: We continue to be very pleased by the conversations that we're having that we think are extremely constructive given the fact that, you know, our customers re-recognize the value of having that fixed commitment structure. You know, despite the fact that, you know, we recognize and acknowledge that there's more capacity in the industry than there has been historically, we've been able to maintain that 59% of our total rent and storage revenue being derived from these fixed commitment contracts. You know, I think the metrics, you know, speak for themselves. It's playing out, probably slightly better than what we had planned in our guide. You saw that our economic occupancy was down slightly while our physical occupancy was flat. That's exactly what we assumed would happen, a slight contraction.

Uh, as as as the JP at the cost optimization and issues material loss.

Thank you. And we'll go next to Alexander goldford with Piper Sandler. Please go ahead.

Hey uh, good morning. Good morning down there. Uh so question as you guys were doing the uh the Strategic review. And I'm I'm guessing that it's not done.

Robert Chambers: It is less of a decrease in terms of economic occupancy than what we had planned. Very, very encouraged to see that. On the pricing side of the equation, our pricing metrics are marginally better than what we had guided to. Storage on a constant currency basis was down slightly year over year. That does tend to be the storage side of the business, does tend to be the side of the business that gets discounted a little bit more than the handling, just given the margin profile. We're making sure we're being thoughtful. We're making sure we're market competitive on the pricing and that we're responding to the current environment. At the same time, you know, we continue to lead with our value proposition.

How does exiting, you know, regions? Uh, you know, there's discussion in the Press, you know that, you know, perhaps it, you know, maybe certain regions overseas to exit or, uh, larger outright sales. Just trying to see is, is the JV is this, it you're done. I mean, you have 2 activists, you know as part of the company. So is this JV done or there are other potential strategic initiatives and work that could include exiting whether it's regions or larger Parts larger portfolios.

Yeah, let let me maybe just take a step back so I can can answer the, the question holistically. I mean, um, you know, since since I took the role in in September, you know, my my 1 of my, my first um priorities was to sit down with the board and and really deliver and really develop what, you know, our key strategic initiatives we're going to be for for 2026 and and top of the list was strengthening the foundation and and de-levering the balance sheet. And so you know with with no 1 that that was a priority. Um, you know, we started a

Robert Chambers: I think, as you know, this environment has played out longer. Really, what customers are seeing is that customer service is the most important decision-making factor in who they partner with. You know, price is important, but if your product isn't showing up on time and in full, and if you can't invest in your customer base, and you can't grow with them, and you don't have the technology solutions, and your only value proposition is price, you eventually return back to the industry leaders. That's exactly what we're seeing, constructive conversation and I think great progress this quarter.

Operator: Thank you. We'll take our next question from Michael Carroll with RBC Capital Markets. Please go ahead. Your line is open.

Michael Carroll: Thanks. Rob, is there a specific mandate for the new joint venture? As in, does Americold need to contribute specific future investments or development opportunities in the JV, or does this need to be agreed upon by both parties to be able to do it, similar to like the McCain development that you talked about in your prepared remarks?

Partnership, uh, with Americold. And so as we as we started down the path of evaluating this option, you know, specifically we we felt like it met all of our objectives. It it, this this option, obviously strengthens our balance sheet, it gives us um the opportunity to pay down, uh, debt materially and, and lower leverage. It, it this, this transaction highlights, the large gap between, uh, public and, and private valuations in the space. Again, this, this these facilities are being contributed 3,300 per pallet position where we, we traded 1,500 per pile position right now. So, um, you know, a significant premium that this supports our, uh, ability to do development with our key, strategic customers in a customer dedicated manner, um, and it allows us to continue to have a meaningful ownership percentage in these facilities and provide the level of continuity to our customers that that we expect and and do it all.

Robert Chambers: Yeah, look, I mean, we wanna scale this venture and, you know, we'll be working to provide, you know, first looks of development opportunities to the joint venture. There's no mandate that if the venture passes on those that we can't do those on our own accord. We'll be providing some first looks related to development projects to the venture. We think that's the best path forward, you know, given the opportunity to do some off balance sheet development to ensure that it, you know, it doesn't. There's less volatility to earnings there. Outside of that, no mandate to contribute other stabilized assets. This is gonna be a great partnership.

With a partner that uh, we really feel um, as the right level of sophistication experience and and is aligned from a, from a values perspective. So this is the right, this is the right deal. Uh, we're confident in that. Um, we certainly, uh, are always open to options that create shareholder value. I I think we're doing, within our priority list several other key initiatives, the portfolio optimization and management with the

Robert Chambers: you know, we think we're confident we found the right partner in EQT, given their level of sophistication in this space and the alignment of our mission and our values. A big step for both parties.

The 19th over to the last 2 years that were were idling and or exiting is having a meaningful impact on our results. The the great things that we're doing to grow this business. Organically, you can see in our occupancy and our pricing. So, you know, I think this puts us on a trajectory to get to our long-term leverage goal, but, but we're always open to continue to evaluate opportunities on a go forward basis.

Alex, if if you think about it from a balance sheet perspective, we talked about in our prepare remarks, that this transaction, we expect to have

Operator: Thank you. We'll take our next question from Nick Thillman with Baird. Please go ahead.

Nick Thillman: Hey, good morning. Maybe you wanted to touch a little bit more on just the joint venture assets being contributed and the profile of them. As we think of it relative to your fixed commitment contracts, is it similar to that 60% of that revenue associated with those assets, is similar in mix? What the average duration of those contracts are on those assets being contributed. Maybe secondly, just a point of clarification on the $110 million of NOI. Does that include the handling and services NOI contribution as well? Thanks.

Uh, an impact of reducing our uh, debt to Eva Dov about 3/4 of a return, you know, this, it's it's it's a meaningful, uh, contribution toward our deleveraging. Uh, but it also allows us to start thinking about things like go for basis on a more targeted basis. So continuing to do more targeted, Capital recycling, uh, plus the, the cost optimization initiatives that are underway. Will continue also move the needle on deleveraging down toward that 6 times or less Target. Um, so I think we can be more uh, surgical on a go forward basis. But uh, you know, certainly we're considering options as we continue to manage the business.

Robert Chambers: Yeah. On the NOI, it does. It's both the storage and handling NOI. I would say the portfolio is very representative of the broader, you know, Americold pool. Again, these sites are geographically diverse. There's some conventional, there's some automation, there are customer dedicated, there are multi-tenant, there are fixed commitments, there are transactional agreements. Be thinking about it as very similar to, you know, the broader portfolio. You know, the Americold wholly-owned portfolio will look very similar pre and post. That's exactly what EQT was looking for, and that's exactly what we felt like was the right path to seed the JV.

Thank you, and we'll take a follow-up question from Mike Mule, J.P. Morgan. Your line is open.

Yeah. Hey real quick uh, in a prior question about jv's uh, the JV and development Rob. I think he said, um, you know, we're going to provide some first looks

Um, to the JV. So is it you have the choice to provide a first look on development to the JV or you kind of have to do all us development first looks to the JV

Hey, hey m.

Given ECT or exclusive partner to look at those uh joint ventures and uh, then there's optionality.

After that. If, if that does not go into the joint venture. But, um, hopefully that answers the question.

Operator: Thank you. We'll take our next question from Michael Mueller with JP Morgan. Please go ahead.

and it's and it's targeted to North America Mike and um,

Michael Mueller: Yeah. Hi, I think this is kind of a dumb clarification question, but the release says that EQT isn't baked into guidance. Chris, when you were talking about the transaction in your comments, you mentioned that you're kind of proud to maintain guidance while this is kind of going on simultaneously. I guess, is it in guidance or is it not guidance?

We'll be focusing on um some potential expansion opportunities in the seed pool as well as um things like uh build the suits. Uh like the project uh raw highlighted on the call.

and and I think, you know, as as we wrap up here, I just, I just want to highlight, uh, again as as, as we move forward, and, and sitting here today, um,

Robert Chambers: Yeah. Let me start and Chris can jump in. I mean, so look, I mean, we're sitting here on 7 May, you know, and as we look at the trajectory of the business and we look at, you know, the fact that the metrics were coming in line to above our expectations. Absent the joint venture, you know, we would be thinking about the business trending towards the higher end of our original guide. You know, now that we have this joint venture that is, you know, still subject to traditional closing conditions and we don't have the final date of when the JV will close.

In may we we we've got very clear priorities. This team is now a track record of demonstrating, our ability on executing against those priorities and delivering, uh, on our God and our financial commitments. And so I thank all of our Associates for for helping us, uh, support that and delivering every day and look forward to continuing, that track record.

And that does bring us the end of our question and answer session. We'd like to thank everybody for joining today's call. We appreciate your time and participation you may now disconnect

Robert Chambers: When we look at it on a pro forma basis, what we can sit here today and tell you is when we factor in the closing of a joint venture assumed during Q3, that we'll be able to absorb the impact of that JV and maintain our original guide. You know, as we get a little bit closer to the closing of the JV, we'll be able to provide more specific details around each one of the guidance parameters. The punchline here is we're maintaining our guide inclusive of the impacts of the joint venture in 2026.

Scott: Just to be more specific about the guidance, you know, the original guidance that we had given obviously did not include the JV, but it also did not include any incremental cost optimization initiatives. You know, those two things, you know, going obviously in different directions, you know, coupled with, as Rob said, our business performing slightly ahead of expectations, you know, gave us confidence to keep it in that 120 to 130 range from an AFFO perspective. We'll come back with more details in Q2 as we get as the JV and the cost optimization initiatives materialize.

Christopher Papa: Just to be more specific about the guidance, you know, the original guidance that we had given obviously did not include the JV, but it also did not include any incremental cost optimization initiatives. You know, those two things, you know, going obviously in different directions, you know, coupled with, as Rob said, our business performing slightly ahead of expectations, you know, gave us confidence to keep it in that 120 to 130 range from an AFFO perspective. We'll come back with more details in Q2 as we get as the JV and the cost optimization initiatives materialize.

Operator: Thank you. We'll go next to Alexander Goldfarb with Piper Sandler. Please go ahead.

Alexander Goldfarb: Hey, good morning. Good morning down there. Question: as you guys were doing the strategic review, and I'm guessing that it's not done, how does exiting regions, there's discussion in the press that perhaps maybe certain regions overseas to exit or larger outright sales. Just trying to see is the JV, is this it and you're done? I mean, you have two activists as part of the company. Is this JV done or there are other potential strategic initiatives in work that could include exiting, whether it's regions or larger parts, larger portfolios?

Robert Chambers: Yeah, let me maybe just take a step back so that I can answer the question holistically. I mean, you know, since I took the role in September, you know, one of my first priorities was to sit down with the board and really develop what, you know, our key strategic initiatives were gonna be for 2026. Top of the list was strengthening the foundation and delevering the balance sheet. You know, with knowing that that was a priority, you know, we started a process right then and there to evaluate multiple different options to get there. We've looked at different geographies, portfolio management, this joint venture opportunity.

Robert Chambers: During that review process, it was very clear that there was, you know, tremendous interest from institutional investors, not just in this asset class, but also to have a continuing partnership with Americold. As we started down the path of evaluating this option, you know, specifically, we felt like it met all of our objectives. This option obviously strengthens our balance sheet. It gives us the opportunity to pay down debt materially and lower leverage. This transaction highlights the large gap between public and private valuations in this space. Again, these facilities are being contributed $3,300 per pallet position, where we trade at $1,500 per pallet position right now. You know, a significant premium.

Robert Chambers: This supports our ability to do development with our key strategic customers in a customer dedicated manner. It allows us to continue to have a meaningful ownership percentage in these facilities and provide the level of continuity to our customers that we expect and do it all with a partner that we really feel has the right level of sophistication, experience, and is aligned from a values perspective. This is the right deal. We're confident in that. We certainly are always open to options that create shareholder value.

Robert Chambers: I think we're doing within our priority list several other key initiatives, the portfolio optimization and management with the 19 sites over the last 2 years that we're idling and/or exiting is having a meaningful impact on our results. The great things that we're doing to grow this business organically, you can see in our occupancy and our pricing. You know, I think this puts us on a trajectory to get to our long-term leverage goal, but we're always open to continue to evaluate opportunities on a go-forward basis.

Scott: Alex, if you think about it from a balance sheet perspective, we talked about in our prepared remarks that this transaction we expect to have an impact of reducing our debt to EBITDA of about three-quarters of return. You know, it's a meaningful contribution toward our deleveraging. It also allows us to start thinking about things on a go-forward basis on a more targeted basis. Continuing to do more targeted capital recycling, plus the cost optimization initiatives that are underway will continue to also move the needle on deleveraging down toward that 6x or less target. So I think we could be more surgical on a go-forward basis. You know, certainly we're considering options as we continue to manage the business.

Christopher Papa: Alex, if you think about it from a balance sheet perspective, we talked about in our prepared remarks that this transaction we expect to have an impact of reducing our debt to EBITDA of about three-quarters of return. You know, it's a meaningful contribution toward our deleveraging. It also allows us to start thinking about things on a go-forward basis on a more targeted basis. Continuing to do more targeted capital recycling, plus the cost optimization initiatives that are underway will continue to also move the needle on deleveraging down toward that 6x or less target. So I think we could be more surgical on a go-forward basis. You know, certainly we're considering options as we continue to manage the business.

Operator: Thank you. We'll take a follow-up question from Michael Mueller, JP Morgan. Your line is open.

Michael Mueller: Yeah. Hey, real quick, on a prior question about JVs, the JV and development. Rob, I think you said, you know, we're gonna provide some first looks to the JV. Is it you have the choice to provide a first look on development to the JV or you kind of have to do all US development first looks to the JV?

Scott: Hey, hey, Mike. Good morning. It's Scott. Yes, we've given EQT our exclusive partner to look at those joint ventures and then there's optionality after that if that does not go into the joint venture. Hopefully that answers the question. It's targeted to North America, Mike, and we'll be focusing on some potential expansion opportunities in the seed pool as well as things like build-to-suits, like the project Rob highlighted on the call.

Scott Henderson: Hey, hey, Mike. Good morning. It's Scott. Yes, we've given EQT our exclusive partner to look at those joint ventures and then there's optionality after that if that does not go into the joint venture. Hopefully that answers the question. It's targeted to North America, Mike, and we'll be focusing on some potential expansion opportunities in the seed pool as well as things like build-to-suits, like the project Rob highlighted on the call.

Robert Chambers: I think, you know, as we wrap up here, I just wanna highlight again, as we move forward and sitting here today, in May, we've got very clear priorities. This team is now a track record of demonstrating our ability on executing against those priorities and delivering on our guide and our financial commitments. I thank all of our associates for helping us support that and delivering every day and look forward to continuing that track record.

Operator: That does bring us to the end of our question and answer session. We'd like to thank everybody for joining today's call. We appreciate your time and participation. You may now disconnect.