Portfolio of Major Legal Projects by Walt Metz

1. WALT METZ
LEGAL PROJECTS
PORTFOLIO
WALTER R. METZ, JR., Esq.
7325 Laurel Oak Drive
Suwanee, Georgia 30024
(770) 888-3720
waltmetz@live.com
http://www.linkedin.com/in/waltmetz 1

2. Walt Metz Background
Walt Metz is an accomplished, executive level in-house
counsel, with functional expertise in legal affairs management, transportation law, real
estate, commercial and tort litigation, transportation agreements, customer
agreements, general contracts, financing transactions, M & A, risk management and
corporate secretary duties. Walt's experience applies across a wide range of industries,
including transportation, trucking, real estate, warehousing, and retail. This includes
service with three public companies and a five year tenure (2005-2010) as the Vice
President, General Counsel & Secretary for Americold Realty Trust/AmeriCold
Logistics, North America’s largest provider of temperature controlled warehousing,
food distribution and transportation logistics services, with extensive real estate
holdings and REIT status. Specific accomplishments at Americold and other
permanent and transition positions include:
►Supervised the contractual, closing and implementation functions for $190M
multiple warehouse facilities acquisition;
►Coordinated the drafting, due diligence and implementation process for $1B
refinancing involving several mortgage pools;
►Coordinated the internal due diligence process for stock acquisition of company;
►Provided internal legal assistance for an ATM stock offering;
►Served as member of the Steering Committee for a joint defense group defending a
major e-commerce patent infringement suit; and
►Analyzed the need to change a trucking company’s internal liability claims handling
processes and the case evaluation and reporting criteria used by outside counsel in
liability cases and implemented the needed changes;
The first four listed items above were publicly disclosed and are the subject of
this legal projects portfolio.
Walt is available for a new in-house legal opportunity. Walt’s
complete professional profile can be accessed at:
http://www.linkedin.com/in/waltmetz 2

3. SECTION I
PROJECTS COMPLETED DURING WALT
METZ’S TENURE AS GENERAL COUNSEL
FOR AMERICOLD REALTY TRUST/
AMERICOLD LOGISTICS, LLC
2005-2010
“Walt is a conscientious and dedicated attorney. It has
been a pleasure to work with Walt throughout his
tenure at AmeriCold.” March 17, 2010
Jonathan Eady, Partner, Arnall Golden Gregory LLP
---Was with outside law firm when working with Walt
at AmeriCold Logistics
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4. AUGUST 2006 PURCHASE
OF
CONAGRA’S
TEMPERATURE
CONTROLLED
WAREHOUSES
“I have worked opposite Walt on very large, complex business
transactions and am impressed with his diligence, integrity,
courtesy and win-win approach to getting the deal done. He has a
can-do, problem-solver attitude and the skill to back it up.” October
27, 2010
Lee Hamann, Attorney, McGrath North Mullin & Kratz, PC LLO
Was with a law firm when working with Walt at Americold Realty
Trust and AmeriCold Logistics, LLC 4

5. 5

6. DECEMBER 2006
$1 BILLION MORTGAGE
BACKED FINANCING
“I came to Americold as CEO after The Yucaipa Companies acquired a
minority interest, but had operating control. Previously, I was a Partner at
Yucaipa. At the time, Americold outsourced all legal work, and it was decided
that we required dedicated staff counsel. Walt was selected for that position
from amongst several candidates. In this position, Walt reported to me and
developed a comprehensive in-house legal operation. He worked with
diligence on many projects. Primarily, his legal efforts centered on the full
portfolio of business issues: contracts, environmental, employment.
Americold employed 7,000 in 98 locations nationwide and generated
revenues in excess of $700 million. Walt represented the firm well in all
manner of work. Walt also worked with the owner group (Vornado, Crescent
and Yuciapa) on projects brought forth by the sponsors. Of note, was a major
bank refinancing completed in 2007. His experience at Americold both
utilized and enhanced his professional experience.” August 28, 2010
Tony Schnug, CEO, Americold
--Was Walt’s boss during most of his tenure at Americold Realty Trust and
AmeriCold Logistics, LLC
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7. 7

8. 2008 STOCK
PURCHASE OF
AMERICOLD
REALTY TRUST
BY THE YUCAIPA
COMPANIES

9. 9

10. SECTION II
PROJECT COMPLETED
DURING WALT METZ’S
TENURE AS
VP/ASSISTANT GENERAL
COUNSEL FOR OLD
DOMINION FREIGHT
LINE IN 2011
10

11. AT THE MARKET
STOCK OFFERING
“I had the opportunity to work with Walt on an equity transaction with a very short
timeline. Although Walt had only been with Old Dominion for about a week, he
immediately became involved with the internal and external transaction team and
helped get the transaction completed in a timely manner. His careful attention to
detail and thoughtful approach was certainly appreciated.” June 24, 2011
Ross Parr, Was Member, Womble Carlyle Sandridge & Rice, PLLC
was outside counsel to Walt at Old Dominion Freight Line, Inc.
“I worked opposite Walt Metz on a public offering by his client, where
Scudder Law Firm was counsel for the underwriter and Walt was the lead
in-house attorney for the issuer. Walt was tireless in his efforts to
negotiate the best possible terms for his client. He was diligent,
resourceful, and tenacious when making, supporting, and defending his
client's point of view. He has a strong work ethic and was always ready to
work as hard as anyone else on the team. Moreover, his broad and deep
knowledge of the transportation industry, combined with his ability to
separate the important from the unimportant, streamlined numerous
issues, which was critical in a fast-moving process. He also maintained a
rigorous sense of value, insisting on a process and result that respected
both quality and cost. Walt's skill set would be valuable for a broad range
of companies in the transportation and logistics supply chain.”
Mark Scudder, Partner, Scudder Law Firm
Scudder Law Firm was counsel for the underwriter and Walt was the lead
in-house attorney for the issuer

12. 12

13. SECTION III
MOST
RECENT
PROJECTS
13

14. Gordon Trucking, Inc.
“For a lawyer, Walt's actually a pretty reasonable guy.
Walt and I worked together on our biggest financing
project to date. He held his ground vs. an opposing
counsel who was very insistent. His counsel was
wise, and his attention to detail assured that we got
all the issues addressed.”
---Bob Goldberg, Executive Vice President and CFO,
Gordon Trucking, Inc.
“I worked with Walt on the opposite side of several
transactions as he represented a mutual
transportation client. I found Walt to be extremely
detailed oriented and represented his client as GC
with the highest level of integrity. Walt took the time
to fully understand the nature of the transactions,
listened carefully to the concerns and needs of the
lender, and made appropriate adjustments and
recommendations as needed. I would recommend
Walt highly.”
---Christopher Algeo, Vice President and Senior 14
Relationship Manager, Key Bank.

15. WOW Logistics
“I recently had an opportunity to work with Walt
on a couple of projects. I was extremely
impressed with his aptitude, knowledge of
warehouse law, and attention to detail. My
company was in the process of hiring a new
general counsel and I was up against a deadline.
He went out of his way to provide feedback and
guidance, so I could bring the matter to a speedy
and successful closure. I would highly
recommend Walt to anyone that needed an
attorney for matters concerning third party
warehousing or transportation.” October 1, 2012
---Jamie Wally, CLP, V.P. of Sales and Marketing,
WOW Logistics.
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16. SECTION IV
OTHER
ACCOMPLISHMENTS
AND DAY TO DAY
FUNCTIONAL SKILLS
16

17. OTHER
ACCOMPLISHMENTS
■ Started New Company Legal Department
■ Implemented Post Acquisition Transition Plan
■ Completed Structural & Procedural Changes for
Refinancing
■ Assisted in Obtained Revolving Credit Facilities
■ Created New Contract Process
■ Implemented Contract Storage & Retrieval System
■ Reviewed/Drafted All Major Company Contracts
■ Supervised All Major Company Litigation and Claims
■ Revised Company Claims Handling Process
■ Revised Structure for Outside Counsel Reporting
■ Resolved Two Major Customer Contract Disputes
■ Obtained Early Dismissals of Two Major Class Action
Suits
■ Provided Litigation Advice for $1 Million Claim
Recovery
■ Supervised Major Patent Infringement Litigation
■ Recognized Author on Current Law Topics 17
■ Past Leader of Top National Lawyer’s Committee

18. Day to Day
Functional Skills
■ Corporate Secretary ■ Contract Reviews
■ General Practice ■ Customer Agreements
■ Employment Law ■ Trans. Agreements
■ Transportation Law ■ Risk Management
■ Warehousing Law ■ Dispute Resolution
■ Commercial Leases ■ Commercial Litigation
■ Commercial Loans ■ Trans. Litigation
■ M&A ■ Tort Litigation
■ Real Estate Transactions ■ Patent Lit. Mangmnt.
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