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AMERICOLD REALTY TRUST

For the period ended Sep 30, 2026. Filed Nov 5, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 5, 2026

COLD$16.01+1.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-08-06.

0001628280-26-054283

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

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-05.

0001628280-26-071167

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

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 277 previous paragraphs and 292 current paragraphs.

171 unchanged; 89 reworded; 29 added; 10 removed; 7 previous and 3 current paragraphs rearranged.

Tables are not compared: 21 previous and 23 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (29)

Current report

Upon closing, the Company contributed 12 cold storage facilities to the EQT JV and retained a 30% equity interest in the EQT JV, while EQT acquired a 70% equity interest in the EQT JV. The Company received proceeds in connection with the transaction, which were used to repay outstanding indebtedness of the Company. The Company continues to serve as the operating manager of the EQT JV and provides day-to-day operational oversight. Additional information regarding the transaction is included in Note 13 - Investments in and Advances to Partially Owned Entities.

Current report

Joint venture related management fee and reimbursed costs revenues are related to management fees that the Company earns related to its property management services provided to the EQT JV. The Company receives reimbursements for any costs incurred related to operating the warehouses which is recognized on a gross basis in Joint venture related management fee and reimbursed costs revenues and the related costs in Joint venture related reimbursed costs.

Current report

Gain on contribution of real estate assets represents gains associated with the initial formation of the EQT JV.

Current report

As of January 1, 2026, the Company's former Third-Party Managed reportable segment has been included in the Warehouse reportable segment. All prior period comparative financial information has been recast to reflect the revised segment structure. The Company's Third-Party Managed sites are included within the same store warehouse pool.

Current report

The following table presents revenues, contribution (NOI), and margins for our Global Warehouse segment for the three months ended September 30, 2026 and 2025.

Current report

(1)As of January 1, 2026, the Company's former Third-Party Managed reportable segment has been included in the Warehouse reportable segment. All prior period comparative financial information has been recast to reflect the revised segment structure.

Current report

(2) These amounts represent the results of sites contributed to the EQT JV upon formation on August 31, 2026.

Current report

The following table presents revenues, contribution (NOI), margins, and certain operating metrics for our global Warehouse segment for the three months ended September 30, 2026 and 2025. The following tables exclude results for sites contributed to the EQT JV.

Current report

Same store rent and storage revenues increased by $7.0 million, on a constant currency basis, primarily due to a 2.1% increase in average economic occupied pallets related to higher end-consumer demand during the three months ended September 30, 2026 compared to the same period in the prior year.

Current report

Joint venture related management fee and reimbursed revenues and costs

Current report

For the three months ended September 30, 2026, the Company recognized $13.1 million of Joint venture related management fee and reimbursed costs revenues and $11.6 million of Joint venture related reimbursed costs related to the operations of the EQT JV. The formation of the EQT JV is discussed further in Note 13 - Investments in and Advances to Partially Owned Entities to these Condensed Consolidated Financial Statements.

Current report

Gain on contribution of real estate assets. During the three months ended September 30, 2026, the Company recognized a Gain on contribution of real estate assets of $721.4 million due to the formation of the EQT JV.

Current report

Loss from investments in partially owned entities. Loss from investments in partially owned entities increased $2.4 million, as compared to the three months ended September 30, 2025. This increase was primarily due to an increase in losses attributable to the Company’s ownership interest in the RSA and EQT JV joint ventures.

Current report

Other, net. Other, net was an expense of $1.2 million for the three months ended September 30, 2026, as compared to an expense of $0.5 million for the three months ended September 30, 2025. The expense during the three months ended September 30, 2026 included a loss on debt extinguishment from the early repayment of the Delayed Draw Tranche A-3 Unsecured Term Loan. Refer to Note 4. Debt to these Condensed Consolidated Financial Statements for additional details.

Current report

Income tax expense for the three months ended September 30, 2026 was $6.5 million, an increase of $12.7 million from an income tax benefit of $6.2 million for the three months ended September 30, 2025. The increase is primarily impacted by the gain recognized in connection with the formation of the EQT JV. During the three months ended September 30, 2026, the Company also recognized a discrete tax expense of $3.7 million, primarily related to a $2.8 million foreign audit settlement and $2.9 million of state tax expense related to the EQT JV formation, partially offset by a $2.0 million deferred tax benefit recognized upon the termination of a pension plan.

Current report

As of January 1, 2026, the Company's former Third-Party Managed reportable segment has been included in the Warehouse reportable segment. All prior period comparative financial information has been recast to reflect the revised segment structure. The Company's Third-Party Managed sites are included within the same store warehouse pool.

Current report

The following table presents revenues, contribution (NOI), and margins for our global Warehouse segment for the nine months ended September 30, 2026 and 2025.

Current report

(1)As of January 1, 2026, the Company's former Third-Party Managed reportable segment has been included in the Warehouse reportable segment. All prior period comparative financial information has been recast to reflect the revised segment structure.

Current report

(2) These amounts represent the results of sites contributed to the EQT JV upon formation on August 31, 2026.

Current report

The following table presents revenues, contribution (NOI), margins, and certain operating metrics for our global warehouse segment for the nine months ended September 30, 2026 and 2025. The following tables exclude results for sites contributed to the EQT JV.

Current report

Same store rent and storage revenues increased by $1.9 million, on a constant currency basis, primarily due to a 0.4% increase in rent and storage revenue per economic occupied pallet associated with favorable pricing and customer mix, partially offset by a 2.8% decrease in same store rent and storage revenue per average physical occupied pallet during the nine months ended September 30, 2026 compared to the same period in the prior year.

Current report

Joint venture related management fee and reimbursed revenues and costs

Current report

For the nine months ended September 30, 2026, the Company recognized $13.1 million of Joint venture related management fee and reimbursed costs revenues and $11.6 million of Joint venture related reimbursed costs related to the operations of the EQT JV. The formation of the EQT JV is discussed further in Note 13 - Investments in and Advances to Partially Owned Entities to these Condensed Consolidated Financial Statements.

Current report

Gain on contribution of real estate assets. During the nine months ended September 30, 2026, the Company recognized a Gain on contribution of real estate assets of $721.4 million, due to the formation of the EQT JV.

Current report

Income tax expense for the nine months ended September 30, 2026 was $22.7 million, an increase of $23.2 million from an income tax benefit of $0.5 million for the nine months ended September 30, 2025. The increase is primarily impacted by the gain recognized in connection with the formation of the EQT JV. During the nine months ended September 30, 2026, the Company also recognized a discrete tax expense of $7.6 million, primarily related to a $2.8 million foreign tax audit settlement, $2.9 million of state tax expense related to the EQT JV and $3.9 million related to a valuation allowance established in the U.S., partially offset by a $2.0 million deferred tax benefit recognized upon the termination of a pension plan.

Current report

In August 2026, the Company completed the formation of the EQT JV and received proceeds in connection with the transaction. In September 2026, the Company used the proceeds to repay in full the outstanding balances of the 2025 Unsecured Term Loan, Tranche A-1 and Delayed Draw Tranche A-3 and to partially repay outstanding borrowings under the Senior Unsecured Revolving Credit Facility. Refer to Note 13 - Investments in and Advances to Partially Owned Entities for additional details regarding the joint venture formation.
Removed paragraphs (10)

Previous report

Under the terms of the agreement, EQT and the Company will hold 70% and 30% equity interests, respectively, in the new venture. At inception, the Company will contribute 12 cold storage facilities to the joint venture and expects to receive proceeds from such transfer, which will be used to pay down outstanding indebtedness of the Company. The transaction is subject to customary closing conditions.

Previous report

During the six months ended June 30, 2025, the Company recorded impairment charges of $5.2 million primarily related to the exit or anticipated exit of certain warehouse operations.

Previous report

Same store rent and storage revenues decreased by $0.3 million, on a constant currency basis, primarily due to a 0.6% decrease in average economic occupied pallets associated with the overall decline in fixed commitment storage contracts during the three months ended June 30, 2026 compared to the same period in the prior year. This decrease includes a 3.4% increase in average physical occupied pallets, the benefit of which was offset by a 3.4% decrease in rent and storage revenues per average physical occupied pallet due to the unfavorable mix of products stored during the period.

Previous report

Income tax expense for the three months ended June 30, 2026 was $22.7 million, an increase of $19.5 million from an income tax expense of $3.2 million for the three months ended June 30, 2025. The increase is primarily related to changes in the blend of pre-tax book income and losses generated year over year by jurisdiction.

Previous report

The following table presents revenues, contribution (NOI), margins, and certain operating metrics for our global warehouse segment for the six months ended June 30, 2026 and 2025.

Previous report

Same store rent and storage revenues decreased by $5.8 million, on a constant currency basis, primarily due to a 1.1% decrease in average economic occupied pallets associated with the overall decline in fixed commitment storage contracts during the six months ended June 30, 2026 compared to the same period in the prior year. This decrease includes a 1.3% increase in average physical occupied pallets, the benefit of which was offset by a 2.5% decrease in rent and storage revenues per average physical occupied pallet due to the unfavorable mix of products stored during the period.

Previous report

Loss from investments in partially owned entities. Loss from investments in partially owned entities decreased $0.8 million compared to the six months ended June 30, 2025 due to the Company’s sale of its equity interest in the SuperFrio joint venture in April 2025, partially offset by an increase in the Company’s share of net losses from the RSA joint venture.

Previous report

Income tax expense for the six months ended June 30, 2026 was $16.2 million, compared to an income tax expense of $5.7 million for the six months ended June 30, 2025. The increase in income tax expense is primarily related to changes in the blend of pre-tax book income and losses generated year over year by jurisdiction, as well as the impact of a valuation allowance established in the U.S.
Reworded paragraphs (89)

Previous wording

Americold Realty Trust, Inc. together with its subsidiaries (“ART”, “Americold”, the “Company”, “us” or “we”) is a Maryland corporation that operates as a real estate investment trust (“REIT”) for U.S. federal income tax purposes. Americold is a global leader in temperature-controlled logistics and real estate, supporting the safe, efficient movement of food worldwide. We connect producers, processors, distributors, and retailers. Leveraging deep industry expertise, advanced technology, and sustainable practices, Americold delivers reliable cold storage and transportation solutions that create lasting value for customers and communities. As of June 30, 2026, the Company operated 224 warehouses globally, totaling approximately 1.4 billion cubic feet, with 179 warehouses in North America, 23 warehouses in Europe, 20 warehouses in Asia-Pacific, and 2 warehouses in South America.

Current wording

Americold Realty Trust, Inc. together with its subsidiaries (“ART”, “Americold”, the “Company”, “us” or “we”) is a Maryland corporation that operates as a real estate investment trust (“REIT”) for U.S. federal income tax purposes. Americold is a global leader in temperature-controlled logistics and real estate, supporting the safe, efficient movement of food worldwide. We connect producers, processors, distributors, and retailers. Leveraging deep industry expertise, advanced technology, and sustainable practices, Americold delivers reliable cold storage and transportation solutions that create lasting value for customers and communities. As of September 30, 2026, the Company operated 208 warehouses globally, totaling approximately 1.2 billion cubic feet, with 163 warehouses in North America, 23 warehouses in Europe, 20 warehouses in Asia-Pacific, and 2 warehouses in South America.

Previous wording

As of June 30, 2026, our business includes two primary business segments: Warehouse and Transportation. We also have a minority interest in one joint venture: RSA Cold Holdings Limited (the “RSA joint venture”), which operates 2 temperature-controlled warehouses in Dubai.

Current wording

As of September 30, 2026, our business includes two primary business segments: Warehouse and Transportation. We also have a minority interest in two joint ventures: RSA Cold Holdings Limited (the “RSA joint venture”), which operates 2 temperature-controlled warehouses in Dubai, and Americold-EQT Cold Storage Partnership, LLC (the “EQT JV”), in which we hold a 30% equity interest, which owns 12 temperature-controlled warehouse facilities in North America.

Previous wording

On May 7, 2026, the Company announced the signing of a joint venture agreement with EQT Partners (“EQT”), one of the world’s largest private equity investors, to create a new North American joint venture focused on the ownership, operation, and development of high-quality cold storage warehouse facilities.

Current wording

On August 31, 2026, the Company completed the formation of Americold-EQT Cold Storage Partnership, LLC (the “EQT JV”) with EQT Partners (“EQT”), a joint venture focused on the ownership, operation, and potential development of high-quality cold storage warehouse facilities in North America.

Previous wording

As of January 1, 2026, the Company revised the operating segment information regularly provided to the Company's Chief Operating Decision Maker (the “CODM”) to combine the Warehouse and the former Third-party managed operating segments. As a result of this change, the Company now has two reportable operating segments: Warehouse and Transportation. All prior period comparative financial information has been recast to reflect the revised segment structure. See Note 10 - Segment Information for additional information of the Company's reportable segments.

Current wording

As of January 1, 2026, the Company revised the operating segment information regularly provided to the Company's Chief Operating Decision Maker (the “CODM”) to combine the Warehouse and the former Third-party managed operating segments. As a result of this change, the Company now has two reportable operating segments: Warehouse and Transportation. All prior period comparative financial information has been recast to reflect the revised segment structure. See Note 10 - Segment Information for additional information about the Company's reportable segments.

Previous wording

As a result of the agreement described above, together with other real estate-related impairments recognized during the period, the Company recorded impairment charges of $309.6 million during the six months ended June 30, 2026, which were recognized within Impairment of long-lived assets on the Condensed Consolidated Statements of Operations.

Current wording

As a result of the agreement described above, together with other real estate-related impairments recognized during the period, the Company recorded impairment charges of$314.2 million during the nine months ended September 30, 2026, which were recognized within Impairment of long-lived assets on the Condensed Consolidated Statements of Operations.

Previous wording

In February 2023, the Company announced Project Orion (“Project Orion”), a multi‑year transformation initiative focused on modernizing technology platforms and business processes to support future growth and operational efficiency. Project Orion includes the implementation of a new cloud‑based enterprise resource planning (“ERP”) system (“Orion – Oracle”) and other transformation initiatives (“Orion – Transformation”). The Orion – Oracle implementation is substantially complete, with the exception of deployment in Europe. The Company recognized $11.1 million and $15.4 million in total costs related to Project Orion during the three months ended June 30, 2026 and 2025, respectively. The total costs related to Project Orion during the six months ended June 30, 2026 and 2025 were $17.0 million and $26.9 million, respectively.

Current wording

In February 2023, the Company announced Project Orion (“Project Orion”), a multi‑year transformation initiative focused on modernizing technology platforms and business processes to support future growth and operational efficiency. Project Orion includes the implementation of a new cloud‑based enterprise resource planning (“ERP”) system (“Orion – Oracle”) and other transformation initiatives (“Orion – Transformation”). The Orion – Oracle implementation is substantially complete, with the exception of finalizing its deployment in Europe. The Company recognized $10.0 million and $13.0 million in total costs related to Project Orion during the three months ended September 30, 2026 and 2025, respectively. The total costs related to Project Orion during the nine months ended September 30, 2026 and 2025 were $27.0 million and $39.9 million, respectively.

Previous wording

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

Current wording

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

Previous wording

•Warehouse segment contribution NOIis calculated as Warehouse segment revenues less its cost of operations excluding any Depreciation and amortization, corporate-level Selling, general, and administrative expense, corporate-level Transactions, strategic initiatives and other costs, net, Impairment of long-lived assets, Net gain from sale of real estate, and all components of Other (expense) income.

Current wording

•Warehouse segment contribution NOIis calculated as Warehouse segment revenues less its cost of operations excluding any Joint venture related reimbursed costs, Depreciation and amortization, corporate-level Selling, general, and administrative expense, corporate-level Transactions, strategic initiatives and other costs, net, Impairment of long-lived assets, Net (gain) loss from sale of real estate, Gain on contribution of real estate assets, and all components of Other (expense) income.

Previous wording

•Transportation segment contribution NOIis calculated as Transportation segment revenues less its cost of operations excluding any Depreciation and amortization, corporate-level Selling, general, and administrative expense, corporate-level Transactions, strategic initiatives and other costs, net, Impairment of long-lived assets, Net gain from sale of real estate, and all components of Other (expense) income.

Current wording

•Transportation segment contribution NOIis calculated as Transportation segment revenues less its cost of operations excluding any Joint venture related reimbursed costs, Depreciation and amortization, corporate-level Selling, general, and administrative expense, corporate-level Transactions, strategic initiatives and other costs, net, Impairment of long-lived assets, Net (gain) loss from sale of real estate, Gain on contribution of real estate assets, and all components of Other (expense) income.

Previous wording

We believe that same store metrics are key performance indicators commonly used in the real estate industry. Evaluating the performance of our real estate portfolio on a same store basis allows investors to evaluate performance in a way that is consistent period to period. We define our “same store” population once annually at the beginning of the current calendar year. Our population includes properties owned or leased for the entirety of two comparable periods with at least twelve consecutive months of normalized operations prior to January 1 of the current calendar year. We define “normalized operations” as properties that have been open for operation or lease, after development, expansion, or significant modification (e.g., rehabilitation subsequent to a natural disaster). Acquired properties are included in the “same store” population if owned by us as of the first business day of the prior calendar year (e.g. January 1, 2025) and are still owned by us as of the end of the current reporting period, unless the property is under development. The “same store” pool is also adjusted to remove properties that are being exited (e.g. non-renewal of warehouse lease or held for sale to third parties), were sold, or entered development subsequent to the beginning of the current calendar year. Changes in ownership structure (e.g., purchase of a previously leased warehouse) does not result in a facility being excluded from the same store population, as management believes that actively managing its real estate is normal course of operations. Additionally, management classifies new developments (both conventional and automated facilities) as a component of the same store pool once the facility is considered fully operational and both inbounding and outbounding product for at least twelve consecutive months prior to January 1 of the current calendar year.

Current wording

We believe that same store metrics are key performance indicators commonly used in the real estate industry. Evaluating the performance of our real estate portfolio on a same store basis allows investors to evaluate performance in a way that is consistent period to period. We define our “same store” population once annually at the beginning of the current calendar year. Our population includes properties owned or leased for the entirety of two comparable periods with at least twelve consecutive months of normalized operations prior to January 1 of the current calendar year. We define “normalized operations” as properties that have been open for operation or lease, after development, expansion, or significant modification (e.g., rehabilitation subsequent to a natural disaster). Acquired properties are included in the “same store” population if owned by us as of the first business day of the prior calendar year (e.g. January 1, 2025) and are still owned by us as of the end of the current reporting period, unless the property is under development. The “same store” pool is also adjusted to remove properties that are being exited (e.g. non-renewal of warehouse lease or held for sale to third parties), were sold, or entered development subsequent to the beginning of the current calendar year. Changes in ownership structure (e.g., purchase of a previously leased warehouse) do not result in a facility being excluded from the same store population as management believes that actively managing its real estate is normal course of operations. However, the sites contributed upon formation of the EQT JV have been excluded from both the same store and non-same store results. Additionally, management classifies new developments (both conventional and automated facilities) as a component of the same store pool once the facility is considered fully operational and both inbounding and outbounding product for at least twelve consecutive months prior to January 1 of the current calendar year.

Previous wording

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

Current wording

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

Previous wording

(3)As of June 30, 2026, the non-same store facility count consists of: 5 sites that are in the recently completed expansion and development phase, 1 facility that we purchased in 2025, 1 recently leased warehouse in Australia, and 5 sites in the process of winding down operations. As of June 30, 2026, there are 2 sites in the development and expansion phase that will be added to the non-same store pool when operations commence.

Current wording

(3)As of September 30, 2026, the non-same store facility count consists of: 4 sites that are in the recently completed expansion and development phase, 1 facility that we purchased in 2025, 1 recently leased warehouse in Australia, 1 site currently under temporary construction, 3 sites held for sale, and 4 sites in the process of winding down operations. As of September 30, 2026, there are 2 sites in the development and expansion phase that will be added to the non-same store pool when operations commence.

Previous wording

Labor covers wages, benefits, workers' compensation, and can vary due to factors like workforce size, customer needs, compensation levels, third-party labor usage, collective bargaining agreements, customer requirements, productivity, labor availability, government policies, medical insurance costs, safety programs, and discretionary bonuses. Additionally, we incur labor charges for warehouses that we managed on behalf of third-party owners, which are recognized on a pass-through basis.

Current wording

Labor covers wages, benefits, and workers' compensation, and can vary due to factors like workforce size, customer needs, compensation levels, third-party labor usage, collective bargaining agreements, customer requirements, productivity, labor availability, government policies, medical insurance costs, safety programs, and discretionary bonuses. Additionally, we incur labor charges for warehouses that we manage on behalf of third-party owners, which are recognized on a pass-through basis.

Previous wording

Transactions, strategic initiatives and other costs, net consists of non-recurring or non-routine costs including costs related to severance, non-routine stock compensation expense associated with certain employee awards and professional and consulting fees for strategic projects, acquisition related costs, terminated site operations and costs related to sites held for sale or idle facilities, Project Orion, and cyber incident related costs, net of insurance recoveries. These costs are not representative of our normal course of operations.

Current wording

Transactions, strategic initiatives and other costs, net consists of non-recurring or non-routine costs including costs related to severance, non-routine stock compensation expense associated with certain employee awards and professional and consulting fees for strategic projects, acquisition and transaction related costs (including costs related to the formation of the EQT JV), terminated site operations and costs related to sites held for sale or idle facilities, Project Orion, and cyber incident related costs, net of insurance recoveries. These costs are not representative of our normal course of operations.

Previous wording

Net gain from sale of real estate represents the gain recognized on the Company’s sale of real estate related assets.

Current wording

Net (gain) loss from sale of real estate represents the gain recognized on the Company’s sale of real estate related assets.

Previous wording

Other, net primarily includes gains related to the termination of certain hedge instruments, interest income, foreign currency remeasurement, gains and losses on other asset disposals including investments in partially owned entities, and other miscellaneous transactions.

Current wording

Other, net primarily includes interest income, foreign currency remeasurement, gains and losses on other asset disposals including investments in partially owned entities, and other miscellaneous transactions.

Previous wording

(5)Includes real estate rent expense of $6.6 million and $7.4 million, on an actual basis, for the three months ended June 30, 2026 and 2025, respectively.

Current wording

(5)Includes real estate rent expense of $6.4 million and $7.4 million, on an actual basis, for the three months ended September 30, 2026 and 2025, respectively.

Previous wording

(6)Includes non-real estate rent expense (equipment lease and rentals) of $1.8 million and $2.4 million, on an actual basis, for the three months ended June 30, 2026 and 2025, respectively. Prior period non-real estate rent expense is recast for the inclusion of Third-Party Managed sites.

Current wording

(6)Includes non-real estate rent expense (equipment lease and rentals) of $1.2 million and $2.7 million, on an actual basis, for the three months ended September 30, 2026 and 2025, respectively. Prior period non-real estate rent expense is recast for the inclusion of Third-Party Managed sites.

Previous wording

On a constant currency basis, our Warehouse segment revenues decreased $5.6 million, or 0.9%, during the three months ended June 30, 2026, as compared to the same period in the prior year. This decrease was driven by the $11.8 million decrease in revenues in our non-same store pool, partially offset by the $6.2 million increase in revenues in our same store pool, both on a constant currency basis. Refer to the discussion in the same store section below for further details on the same store revenues increase. The decrease in revenues in the non-same store pool was primarily attributable to facilities exited, idled, or held for sale or sold subsequent to June 30, 2025, partially offset by incremental revenues associated with recently completed developments and expansions.

Current wording

On a constant currency basis, our Warehouse segment revenues increased $8.5 million, or 1.5%, during the three months ended September 30, 2026, as compared to the same period in the prior year. This increase was driven by the $25.6 million increase in revenues in our same store pool, partially offset by the $17.1 million decrease in revenues in our non-same store pool, both on a constant currency basis. Refer to the discussion in the same store section below for further details on the same store revenues increase. The decrease in revenues in the non-same store pool was primarily attributable to facilities exited, idled, or held for sale or sold subsequent to September 30, 2025. This decrease is partially offset by incremental revenues associated with recently completed developments and expansions.

Previous wording

On a constant currency basis, our Warehouse segment cost of operations decreased $2.9 million, or 0.7%, during the three months ended June 30, 2026, as compared to the same period in the prior year. This is primarily driven by a decrease of $13.4 million in our non-same store pool, partially offset by an increase of $10.5 million in our same store pool, both on a constant currency basis. Refer to the discussion in the same store section below for further details on the same store cost of operations increase. The decrease in the non-same store pool is primarily attributable to the decrease in revenues as described above.

Current wording

On a constant currency basis, our Warehouse segment cost of operations decreased $1.4 million, or 0.4%, during the three months ended September 30, 2026, as compared to the same period in the prior year. This is primarily driven by a decrease of $17.6 million in our non-same store pool, partially offset by an increase of $16.2 million in our same store pool, both on a constant currency basis. Refer to the discussion in the same store section below for further details on the same store cost of operations increase. The decrease in the non-same store pool is primarily attributable to the decrease in revenues as described above.

Previous wording

On a constant currency basis, Warehouse segment NOI decreased $2.7 million, or 1.3% during the three months ended June 30, 2026, as compared to the same period in the prior year. NOI decreased $4.3 million, or 2.2%, for our same store pool, and increased $1.7 million for our non-same store pool, both on a constant currency basis, due to the factors described above for the non-same store pool and in the same store section below.

Current wording

On a constant currency basis, Warehouse segment NOI increased $9.9 million, or 5.8% during the three months ended September 30, 2026, as compared to the same period in the prior year. NOI increased $9.3 million, or 5.5%, for our same store pool, and increased $0.6 million for our non-same store pool, both on a constant currency basis. The increase in the Warehouse segment NOI was primarily driven by the NOI improvement in our same store warehouse pool partially offset by the impact offacilities exited, idled, or held for sale or sold subsequent to September 30, 2025.

Previous wording

The following tables present revenues, contribution (NOI), margins, and certain operating metrics for our same store and non-same store for the three months ended June 30, 2026 and 2025.

Current wording

The following tables present revenues, contribution (NOI), margins, and certain operating metrics for our same store and non-same store for the three months ended September 30, 2026 and 2025. The following tables exclude results for sites contributed to the EQT JV.

Previous wording

Same store services revenues increased by $6.5 million on a constant currency basis, primarily due to an increase in same store warehouse services revenues per throughput pallet of 1.4% and an increase in throughput pallets of 0.6% during the three months ended June 30, 2026, compared to the same period in the prior year.

Current wording

Same store services revenues increased by $18.6 million on a constant currency basis, primarily due to an increase in throughput pallets of 4.1% and an increase in same store warehouse services revenues per throughput pallet of 1.9% during the three months ended September 30, 2026, compared to the same period in the prior year.

Previous wording

Same store costs of operations increased by $10.5 million, on a constant currency basis, primarily driven by higher power and other services costs. The increase in power costs was primarily driven by higher energy prices during the three months ended June 30, 2026, compared to the same period in the prior year. The increase in other services costs was due to higher customer claims and travel expenses recognized during the three months ended June 30, 2026, compared to the same period in the prior year.

Current wording

Same store costs of operations increased by $16.2 million, on a constant currency basis, primarily driven by higher power, labor and other facilities costs. The increase in power costs was primarily driven by higher energy prices during the three months ended September 30, 2026, compared to the same period in the prior year. The increase in labor was due to additional headcount to support the overall higher volumes and new business operations during the three months ended September 30, 2026, compared to the same period in the prior year. The increase in other facilities costs was due to higher facility maintenance expenses and real property taxes recognized during the three months ended September 30, 2026, compared to the same period in the prior year.

Previous wording

On a constant currency basis, Transportation services revenues increased $9.6 million, or 19.9%, as compared to the same period in the prior year. The increase was primarily due to overall higher volumes driven by increased customer expansion in North America and certain regions of Europe. In addition, transportation revenues in Asia‑Pacific increased as a result of a new business in Australia resulting in overall volume increases in the region.

Current wording

On a constant currency basis, Transportation services revenues increased $13.3 million, or 27.8%, as compared to the same period in the prior year. The increase was primarily due to higher volumes driven by increased customer expansion in North America and a new transportation business in Australia, resulting in overall volume increases in the Asia-Pacific region.

Previous wording

On a constant currency basis, Transportation services cost of operations increased $7.6 million, or 19.2%, as compared to the same period in the prior year. The increase was due to the same factors contributing to the increase in revenues mentioned above.

Current wording

On a constant currency basis, Transportation services cost of operations increased $11.7 million, or 29.2%, as compared to the same period in the prior year. The increase was due to the same factors contributing to the increase in revenues mentioned above.

Previous wording

Depreciation and amortization. Depreciation and amortization expense increased $12.5 million, or 13.8%, during the three months ended June 30, 2026 as compared to the same period in the prior year. This increase was substantially driven by the Company’s recently completed developments, expansions, and acquisitions, partially offset by sites that were sold, exited, or otherwise held for sale subsequent to June 30, 2025.

Current wording

Depreciation and amortization. Depreciation and amortization expense increased $17.6 million, or 20.0%, during the three months ended September 30, 2026 as compared to the same period in the prior year. This increase was primarily driven by the Company’s recently completed developments, expansions, and acquisitions, partially offset by sites that were sold, exited, or otherwise held for sale subsequent to September 30, 2025.

Previous wording

Selling, general, and administrative. During the three months ended June 30, 2026, corporate-level selling, general, and administrative expenses decreased $4.0 million, or 6.0%, compared to the same period in the prior year. This decrease was primarily driven by a decrease in labor and other personnel-related costs associated with overall costs reduction initiatives as well as a decrease in software related deferred costs amortization, partially offset by an increase in legal and professional fees.

Current wording

Selling, general, and administrative. During the three months ended September 30, 2026, corporate-level selling, general, and administrative expenses decreased $7.5 million, or 10.6%, compared to the same period in the prior year primarily driven by a decrease in software deferred cost amortization and labor and other personnel-related costs associated with overall cost reduction initiatives.

Previous wording

Transactions, strategic initiatives and other costs, net. During the three months ended June 30, 2026, Transactions, strategic initiatives and other costs, net increased $5.2 million, or 22.6% compared to the same period in the prior year primarily related to incremental transaction related costs associated with the anticipated formation of the joint venture with EQT.

Current wording

Transactions, strategic initiatives and other costs, net. During the three months ended September 30, 2026, Transactions, strategic initiatives and other costs, net increased $3.2 million, or 10.9% compared to the same period in the prior year primarily related to incremental transaction related costs associated with the formation of the EQT JV, partially offset by a decrease in non-capitalizable Project Orion related costs and severance related compensation costs.

Previous wording

Net gain from sale of real estate. During the three months ended June 30, 2026, the Company recorded a net gain from the sale of real estate of $3.3 million, primarily related to the strategic sale of a facility in the United States. During the three months ended June 30, 2025, the Company recorded a net gain from the sale of real estate of $11.8 million, related to the strategic sale of two facilities in the United States and one facility in Europe.

Current wording

Net (gain) loss from sale of real estate. During the three months ended September 30, 2026, the Company recorded a net gain from the sale of real estate of $12.1 million, primarily related to the strategic sale of two facilities in the United States.

Previous wording

Interest expense. Interest expense increased $4.1 million, or 10.6%, as compared to the three months ended June 30, 2025. This was primarily due to an increase in outstanding debt, most notably our 2025 Unsecured Term Loan fully drawn during December of 2025 as well as an increase in interest on the U.S. dollar denominated Revolver due to timing of draws outstanding, partially offset by a decrease in interest due to the repayment of the Private Series A Notes in January of 2026 and a decrease in interest on failed sale-leaseback facilities.

Current wording

Interest expense. Interest expense increased $8.0 million, or 23.7%, as compared to the three months ended September 30, 2025. This was primarily due to interest expense incurred on our 2025 Unsecured Term Loan fully drawn during December of 2025 and repaid in September 2026, as well as interest expense associated with the AUD Term Loan Facility which was fully borrowed in June 2026, increased interest expense on the U.S. dollar denominated Revolver due to timing of draws outstanding, and lower capitalized interest, partially offset by a decrease in interest due to the repayment of the Private Series A Notes in January of 2026.

Previous wording

Comparison of Results for the Six Months Ended June 30, 2026 and 2025

Current wording

Comparison of Results for the Nine Months Ended September 30, 2026 and 2025

Previous wording

(5)Includes real estate rent expense of $13.5 million and $13.9 million, on an actual basis, for the six months ended June 30, 2026 and 2025, respectively.

Current wording

(5)Includes real estate rent expense of $19.9 million and $21.3 million, on an actual basis, for the nine months ended September 30, 2026 and 2025, respectively.

Previous wording

(6)Includes non-real estate rent expense (equipment lease and rentals) of $3.5 million and $4.9 million, on an actual basis, for the six months ended June 30, 2026 and 2025, respectively. Prior period non-real estate rent expense is recast for the inclusion of Third-Party Managed sites.

Current wording

(6)Includes non-real estate rent expense (equipment lease and rentals) of $4.7 million and $7.6 million, on an actual basis, for the nine months ended September 30, 2026 and 2025, respectively. Prior period non-real estate rent expense is recast for the inclusion of Third-Party Managed sites.

Previous wording

On a constant currency basis, our Warehouse segment revenues decreased by $23.1 million, or 1.9%, during the six months ended June 30, 2026, compared to the same period in the prior year. This decrease was driven by a $23.6 million decrease in our non-same store pool, partially offset by a $0.5 million increase in our same store pool, both on a constant currency basis. Refer to the discussion in the same store section below for further details on the same store revenues increase. The decrease in revenues in the non-same store pool was primarily attributable to facilities exited, idled, or held for sale or sold subsequent to June 30, 2025, partially offset by incremental revenues associated with recently completed developments, expansions, and acquisitions.

Current wording

On a constant currency basis, our Warehouse segment revenues decreased by $18.8 million, or 1.2%, during the nine months ended September 30, 2026, compared to the same period in the prior year. This decrease was driven by a $48.8 million decrease in our non-same store pool, partially offset by a $30.0 million increase in our same store pool, both on a constant currency basis. Refer to the discussion in the same store section below for further details on the same store revenues increase. The decrease in revenues in the non-same store pool was primarily attributable to facilities exited, idled, or held for sale or sold subsequent to September 30, 2025.

Previous wording

On a constant currency basis, our Warehouse segment cost of operations decreased by $5.9 million, or 0.7%, during the six months ended June 30, 2026, compared to the same period in the prior year. This was primarily driven by a decrease of $19.7 million in our non-same store pool, partially offset by an increase of $13.8 million in our same store pool, both on a constant currency basis. The decrease in the non-same store pool was primarily related to the decision to close certain facilities in the non-same store portfolio, which resulted in lower operating expenses during the six months ended June 30, 2026 compared to the same period in the prior year.

Current wording

On a constant currency basis, our Warehouse segment cost of operations decreased by $9.4 million, or 0.9%, during the nine months ended September 30, 2026, compared to the same period in the prior year. This was primarily driven by a decrease of $41.3 million in our non-same store pool, partially offset by an increase of $31.9 million in our same store pool, both on a constant currency basis. The decrease in the non-same store pool was primarily related to the factors described above.

Previous wording

On a constant currency basis, Warehouse segment NOI decreased 4.3% during the six months ended June 30, 2026, compared to the same period in the prior year. This was primarily due to a decrease in NOI in our same store pool of $13.3 million and a decrease in NOI in our non-same store pool of $3.9 million, both on a constant currency basis, due to the factors discussed above for non-same store and below related to the same store warehouse performance.

Current wording

On a constant currency basis, Warehouse segment NOI decreased 1.8% during the nine months ended September 30, 2026, compared to the same period in the prior year. This was primarily due to a decrease in NOI in our non-same store pool of $7.5 million, on a constant currency basis, due to the factors discussed above.

Previous wording

The following tables present revenues, contribution (NOI), margins, and certain operating metrics for our same store and non-same store for the six months ended June 30, 2026 and 2025.

Current wording

The following tables present revenues, contribution (NOI), margins, and certain operating metrics for our same store and non-same store for the nine months ended September 30, 2026 and 2025. The following tables exclude results for sites contributed to the EQT JV.

Previous wording

Same store services revenues increased by $6.3 million on a constant currency basis, primarily due to general rate increases during the period. Specifically, our constant currency same store services revenues per throughput pallet increased 1.3% during the six months ended June 30, 2026, compared to the same period in the prior year. This was partially offset by a decrease in throughput of 0.3%.

Current wording

Same store services revenues increased by $28.2 million on a constant currency basis, primarily due to general rate increases during the period. Specifically, our constant currency same store services revenues per throughput pallet increased 1.4% during the nine months ended September 30, 2026, compared to the same period in the prior year. This also includes the impact of an overall increase in throughput of 1.8%.

Previous wording

Same store costs of operations increased by $13.8 million on a constant currency basis, primarily driven by higher power and labor costs during the period. The increase in power costs was mainly driven by higher energy prices during the six months ended June 30, 2026, compared to the same period in the prior year. The increase in labor was due to higher contract labor costs during the six months ended June 30, 2026, compared to the same period in the prior year.

Current wording

Same store costs of operations increased by $31.9 million on a constant currency basis, primarily driven by higher power and labor costs during the period. The increase in power costs was mainly driven by higher energy prices during the nine months ended September 30, 2026, compared to the same period in the prior year. The increase in labor was due toadditional headcount to support the overall higher volumes and new business operations during the nine months ended September 30, 2026, compared to the same period in the prior year. The increase in overall cost also includes increased facility maintenance charges recognized during the nine months ended September 30, 2026.

Showing the first 40 of 89 pairs. Open the source sections for the rest.

Rearranged current paragraphs (3)

Current report — wording carried from elsewhere

Impairment of long-lived assets. During the three months ended September 30, 2026, Impairment of long-lived assets increased $4.5 million, primarily associated with real estate related impairments.

Current report — wording carried from elsewhere

Net (gain) loss from sale of real estate. During the nine months ended September 30, 2026, the Company recorded a net gain from the sale of real estate of $17.6 million primarily related to the strategic sale of facilities in the Company’s warehouse portfolio.

Current report — wording carried from elsewhere

Tranche A-2 consists of a C$350 million term loan, an increase from the previous amount of C$250 million.
Rearranged previous paragraphs (7)

Previous report — wording carried elsewhere

As of January 1, 2026, the Company's former Third-Party Managed reportable segment has been included in the Warehouse reportable segment. All prior period comparative financial information has been recast to reflect the revised segment structure.

Previous report — wording carried elsewhere

The following table presents revenues, contribution (NOI), margins, and certain operating metrics for our global Warehouse segment for the three months ended June 30, 2026 and 2025.

Previous report — wording carried elsewhere

As of January 1, 2026, the Company's former Third-Party Managed reportable segment has been included in the Warehouse reportable segment. All prior period comparative financial information has been recast to reflect the revised segment structure.

Previous report — wording carried elsewhere

Impairment of long-lived assets. During the six months ended June 30, 2026, Impairment of long-lived assets increased $304.3 million, primarily associated with a mutual agreement with a customer to wind-down operations at the Company’s Plainville, CT and Lancaster, PA retail automated facilities.

Previous report — wording carried elsewhere

Net gain from sale of real estate. During the six months ended June 30, 2026, the Company recorded a net gain from the sale of real estate of $5.5 million primarily related to the strategic sale of two facilities in the United States. During the six months ended June 30, 2025, the Company recorded a net gain from the sale of real estate of $11.8 million related to the strategic sale of two facilities in the United States and one facility in Europe.

Previous report — wording carried elsewhere

Other, net. Other, net was a benefit of $14.3 million for the six months ended June 30, 2026, as compared to a benefit of $7.1 million for the six months ended June 30, 2025. The benefit during the six months ended June 30, 2026 included a $5.9 million gain from the termination of interest rate swap agreements further described in Note

Previous report — wording carried elsewhere

5 - Derivative Financial Instruments and a $5.2 million foreign currency remeasurement gain from the repayment of the Company’s A$153.5 million intercompany loan on January 28, 2026. The benefit during the six months ended June 30, 2025 included a $2.4 million gain from the sale of the SuperFrio joint venture.