SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported) December 23, 1997 - ---------------------------------------------------------------- AMERICOLD CORPORATION (Exact name of registrant as specified in its charter) OREGON 33-12173 93-0295215 - ------------------------------------------------------------------------------- (State or other jurisdiction (Commission File (I.R.S. Employer of Incorporation) Number) Identification Number) 7007 S.W. Cardinal Lane, Suite 135, Portland, Oregon 97224 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (503) 624-8585 Item 4. Changes in Registrant's Certifying Accountant. On December 23, 1997, Americold Corporation (the "Company") replaced KPMG Peat Marwick LLP ("KPMG") and engaged Deloitte & Touche LLP ("D&T") as its principal accountant to audit the Company's financial statements as a result of the acquisition of the Company by Vornado Realty Trust ("Vornado") on October 31, 1997. D&T is the principal accountant for Vornado. KPMG's reports on the Company's financial statements for each of the past two fiscal years did not contain an adverse opinion or a disclaimer of opinion, nor was either report qualified or modified as to uncertainty, audit scope or accounting principles. During the Company's two most recent fiscal years and the subsequent interim period preceding the date of the change in principal accountant, there were no disagreements with KPMG on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. The decision to change accountants was neither recommended nor approved by the Board of Directors of the Company or any committee thereof. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. AMERICOLD CORPORATION By: /s/ Joel M. Smith --------------------------- Joel M. Smith, Senior Vice President and Chief Financial Officer Date: December 31, 1997 EXHIBIT INDEX Exhibit Page No. - ------- -------- (16) Letter from KPMG Peat Marwick to the 4 Company concerning the Company's disclosure of its change in certifying accountant