Under the terms of the agreement, Americold indirectly contributed 12 temperature-controlled warehouse facilities located across the United States to the new joint venture entity, Americold-EQT Cold Storage Partnership, LLC, with an aggregate value in excess of $1.3 billion at inception. The facilities comprise approximately 124 million cubic feet of temperature-controlled capacity with over 400,000 combined pallet positions. EQT acquired a 70 percent equity interest in the joint venture entity, while Americold retained a 30 percent interest and continues to serve as day-to-day manager of the platform. The joint venture is governed by a six-person board, with three directors appointed by Americold's JV member and three appointed by EQT's JV member. The joint venture is intended to be treated as a partnership for U.S. federal, and to the extent permissible, state and local income tax purposes.

In conjunction with closing, Americold received approximately $1.1 billion in net cash proceeds from the transaction, which the company stated it intends to use to repay outstanding debt, in order to strengthen its balance sheet, reduce leverage, and enhance financial flexibility. In connection with the closing, the joint venture obtained mortgage financing of up to $863,500,000 secured by the real properties owned by the joint venture, of which $845,500,000 was drawn at closing. The joint venture agreement contains an income support arrangement under which Americold may be required to make contingent payments to the joint venture entity during the 10-year period following execution of the agreement if specified performance thresholds are not achieved; Americold's maximum net exposure under this arrangement is capped at up to $70 million over the term, with any payments subject to reimbursement to the extent cumulative performance exceeds agreed-upon thresholds. The agreement also includes a contractual repurchase mechanism relating to a specified property that may be exercised by either joint venture member under certain circumstances. Separately, on August 29, 2026, the parties entered into a First Amendment to the Contribution Agreement under which certain customer contracts that were originally contemplated to be assigned to joint venture subsidiaries will instead be addressed through license agreements between joint venture subsidiaries and Americold subsidiaries that are party to those contracts.

Rob Chambers, Americold's Chief Executive Officer, said in the closing press release dated August 31, 2026 that the transaction represents an important milestone for Americold and demonstrates strong execution against one of its five key priorities, adding that in addition to generating substantial proceeds that further strengthen the balance sheet and reduce leverage, the company has established a long-term capital and development partnership with EQT, and that together they have created a platform with the scale, expertise, and financial capacity to pursue future opportunities as the cold storage industry continues to evolve. In the company's first-quarter 2026 earnings release issued the same day the deal was announced, Chambers said the joint venture with EQT, described as a world-class real estate investor, showed meaningful progress towards the company's goal to strengthen the balance sheet and highlighted the quality and attractiveness of its mission-critical assets and operating platform. Beyond the initial 12-facility contribution, Americold and EQT stated they intend for the joint venture to serve as a long-term platform for additional ownership, development, and strategic growth opportunities in the North American cold storage sector, combining Americold's operating capabilities and customer relationships with EQT's infrastructure investment expertise and capital resources.

Kirkland & Ellis LLP acted as legal counsel to Americold, and Simpson Thacher & Bartlett LLP acted as legal counsel to EQT, according to the advisors section of the closing press release.

The transaction was structured as a contribution of assets to a newly formed joint venture rather than a conventional merger or stock and cash acquisition of a public target, so there is no per-share exchange ratio, acquisition premium, or EV/EBITDA multiple disclosed in the filings. No synergy dollar targets, phase-in timelines, or EPS accretion/dilution estimates have been disclosed in connection with the transaction. The company's 2026 financial guidance disclosed in the Q1 2026 supplemental materials was stated to be presented prior to giving effect to the joint venture, but no updated guidance reflecting the closed joint venture has been identified in the filings reviewed. No termination fee has been disclosed in the portions of the agreement summarized in the filings.