[Cautionary Note Regarding Forward-Looking Statements](index=2&type=section&id=CAUTIONARY%20NOTE%20REGARDING%20FORWARD-LOOKING%20STATEMENTS) This section warns against undue reliance on forward-looking statements, which are subject to significant risks and uncertainties [Nature of Forward-Looking Statements](index=2&type=section&id=Nature%20of%20Forward-Looking%20Statements) Defines forward-looking statements as non-historical facts, including future operations and financial expectations, with no obligation to update - Forward-looking statements are predictions about future events based on current expectations and assumptions, subject to significant risks and uncertainties[3](index=3&type=chunk) - Key areas for forward-looking statements include expectations regarding the Conway, Arkansas facility, capital expenditures, the joint venture with Select Milk, future liquidity, and remediation of material weaknesses in internal control over financial reporting[3](index=3&type=chunk) [Important Factors and Risks](index=2&type=section&id=Important%20Factors%20and%20Risks) Identifies numerous factors that could cause actual results to differ materially from forward-looking statements, including financial, operational, and external risks - Risks include potential future net losses, volatility in raw material costs (green coffee, tea, packaging), and inability to pass these costs to customers[4](index=4&type=chunk) - Operational risks encompass supply chain disruptions, inability to secure raw materials, and disruptions at production/distribution facilities[4](index=4&type=chunk) - Financial and strategic risks include inability to secure additional capital, failure to remediate material weaknesses in internal control over financial reporting, and risks associated with future acquisitions[4](index=4&type=chunk) - External factors like deteriorating macroeconomic conditions, climate change, global conflicts, inflation, and interest rate environment could significantly impact results[8](index=8&type=chunk) [Part I. Financial Information](index=5&type=section&id=Part%20I.%20Financial%20Information) Presents the company's unaudited condensed consolidated financial statements and management's discussion and analysis [Item 1. Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) Provides unaudited condensed consolidated financial statements and detailed notes for Westrock Coffee Company [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Details the company's financial position, showing a slight increase in total assets and liabilities, and a decrease in equity | (Thousands) | March 31, 2024 | December 31, 2023 | Change | | :--------------------------------------- | :------------- | :---------------- | :----- | | **ASSETS** | | | | | Cash and cash equivalents | $12,571 | $37,196 | $(24,625) | | Total current assets | $273,225 | $313,050 | $(39,825) | | Property, plant and equipment, net | $400,839 | $344,038 | $56,801 | | Total Assets | $983,256 | $971,514 | $11,742 | | **LIABILITIES, CONVERTIBLE PREFERRED SHARES AND SHAREHOLDERS' EQUITY** | | | | | Total current liabilities | $220,288 | $239,635 | $(19,347) | | Long-term debt, net | $224,090 | $223,092 | $998 | | Convertible notes payable - related party, net | $49,654 | $— | $49,654 | | Total liabilities | $617,443 | $583,558 | $33,885 | | Series A Convertible Preferred Shares | $274,129 | $274,216 | $(87) | | Total shareholders' equity | $91,684 | $113,740 | $(22,056) | | Total Liabilities, Convertible Preferred Shares and Shareholders' Equity | $983,256 | $971,514 | $11,742 | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Reports a significant increase in net loss for Q1 2024 due to lower sales, higher expenses, and increased interest | (Thousands, except per share data) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change | | :--------------------------------- | :-------------------------------- | :-------------------------------- | :----- | | Net sales | $192,500 | $205,442 | $(12,942) | | Costs of sales | $155,226 | $171,144 | $(15,918) | | Gross profit | $37,274 | $34,298 | $2,976 | | Selling, general and administrative expense | $44,440 | $34,122 | $10,318 | | Loss from operations | $(10,132) | $(7,364) | $(2,768) | | Interest expense | $7,579 | $6,029 | $1,550 | | Net loss | $(23,673) | $(4,326) | $(19,347) | | Net loss attributable to common shareholders | $(23,586) | $(4,770) | $(18,816) | | Basic Loss per common share | $(0.27) | $(0.06) | $(0.21) | | Diluted Loss per common share | $(0.27) | $(0.13) | $(0.14) | [Condensed Consolidated Statements of Comprehensive Income (Loss)](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income%20(Loss)) Shows a substantial increase in comprehensive loss for Q1 2024, driven by the higher net loss | (Thousands) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | :----- | | Net loss | $(23,673) | $(4,326) | $(19,347) | | Unrealized gain (loss) on derivative instruments | $186 | $2,240 | $(2,054) | | Foreign currency translation adjustment | $30 | $(18) | $48 | | Total other comprehensive income (loss) | $216 | $2,222 | $(2,006) | | Comprehensive loss | $(23,457) | $(2,104) | $(21,353) | | Comprehensive loss attributable to common shareholders | $(23,370) | $(2,548) | $(20,822) | [Condensed Consolidated Statements of Shareholders' Equity](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Shareholders'%20Equity) Reflects a decrease in total shareholders' equity primarily due to the net loss incurred during the period | (Thousands) | Balance at December 31, 2023 | Net income (loss) | Accretion of Series A Convertible Preferred Shares | Other comprehensive income (loss) | Equity-based compensation | Net share settlement of equity awards | Balance at March 31, 2024 | | :-------------------------------- | :--------------------------- | :------------------ | :----------------------------------------- | :-------------------------------- | :------------------------ | :---------------------------------- | :-------------------------- | | Common Stock (Amount) | $880 | — | — | — | $3 | — | $883 | | Additional Paid-in Capital | $471,666 | — | $87 | — | $2,452 | $(1,141) | $473,064 | | Accumulated Deficit | $(362,624) | $(23,673) | — | — | — | — | $(386,297) | | Accumulated Other Comprehensive Income | $3,818 | — | — | $216 | — | — | $4,034 | | Total Shareholders' Equity | $113,740 | $(23,673) | $87 | $216 | $2,455 | $(1,141) | $91,684 | [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Details cash flow changes, including a shift to positive operating cash flow but a net decrease in cash due to investing activities | (Thousands) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | :----- | | Net cash provided by (used in) operating activities | $7,979 | $(25,131) | $33,110 | | Net cash used in investing activities | $(68,936) | $(22,028) | $(46,908) | | Net cash provided by financing activities | $36,973 | $46,379 | $(9,406) | | Net decrease in cash and cash equivalents and restricted cash | $(24,064) | $(835) | $(23,229) | | Cash and cash equivalents and restricted cash at end of period | $13,776 | $25,570 | $(11,794) | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Provides essential explanations and context for the financial statements, covering policies, revenue, acquisitions, and specific accounts [1. Organization and Description of Business](index=11&type=section&id=1.%20Organization%20and%20Description%20of%20Business) Describes Westrock Coffee as an integrated coffee, tea, and ingredients provider operating in two segments - Westrock Coffee Company is an integrated solutions provider for coffee, tea, flavors, extracts, and ingredients, serving retail, food service, convenience, CPG, and hospitality industries globally[16](index=16&type=chunk) - The company operates in two segments: Beverage Solutions (product innovation, value-added solutions) and Sustainable Sourcing & Traceability (proprietary technology, traceable supply chain, green coffee commodity sales)[17](index=17&type=chunk)[18](index=18&type=chunk) [2. Basis of Presentation and Consolidation](index=11&type=section&id=2.%20Basis%20of%20Presentation%20and%20Consolidation) Explains the financial statements' preparation under U.S. GAAP and the consolidation of subsidiaries, including a recent acquisition - Financial statements are prepared under U.S. GAAP and consolidate wholly-owned/controlled subsidiaries[19](index=19&type=chunk) - On April 3, 2023, Westrock acquired the remaining **15%** of Falcon Coffees Limited for **$3.2 million** (cash and common stock), making it a wholly-owned subsidiary, accounted for as an equity transaction[20](index=20&type=chunk) [3. Summary of Significant Accounting Policies](index=13&type=section&id=3.%20Summary%20of%20Significant%20Accounting%20Policies) Outlines key accounting policies, estimates, going concern evaluation, and recently adopted or issued accounting pronouncements - The company relies on estimates for various financial statement items, including credit losses, useful lives of assets, fair values of contracts, warrant liabilities, equity-based compensation, and income taxes, with actual results potentially differing[23](index=23&type=chunk) - Management believes current cash flow from operations and available borrowings will be sufficient for the next 12 months, but acknowledges net losses and potential liquidity restrictions if profitability targets or Conway Facility projections are not met; remediation plans include raising capital, delaying capital expenditures, or reducing operating expenses[24](index=24&type=chunk) - The company adopted ASU 2022-04 (Supplier Finance Programs) retrospectively effective January 1, 2023, requiring enhanced disclosures without affecting recognition or measurement[34](index=34&type=chunk) - New ASUs 2023-07 (Segment Reporting) and 2023-09 (Income Tax Disclosures) are being evaluated for their impact on consolidated financial statements, with effective dates in fiscal years beginning after December 2023 and 2024, respectively[35](index=35&type=chunk)[37](index=37&type=chunk) - Obligations under the supply chain finance program totaled **$78.7 million** at March 31, 2024, and **$78.1 million** at December 31, 2023, recorded outside of accounts payable due to extended payment terms[28](index=28&type=chunk) [4. Revenue](index=18&type=section&id=4.%20Revenue) Details revenue recognition policies and disaggregates net sales by product type and geographic area, showing overall decline - Revenue is recognized upon shipment or delivery, with variable consideration (discounts, rebates) reducing net revenues[39](index=39&type=chunk)[41](index=41&type=chunk)[47](index=47&type=chunk) - Sales from commodity contracts (forward sales of green coffee) are accounted for as derivatives at fair value under ASC 815, with unrealized gains/losses recorded in costs of sales[44](index=44&type=chunk)[45](index=45&type=chunk) Revenue by Type and Geographic Area | (Thousands) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change | | :-------------------------- | :-------------------------------- | :-------------------------------- | :----- | | **Revenue by Type** | | | | | Coffee & tea | $118,768 | $146,349 | $(27,581) | | Flavors, extracts & ingredients | $38,416 | $33,862 | $4,554 | | Green coffee | $34,441 | $24,233 | $10,208 | | Net sales | $192,500 | $205,442 | $(12,942) | | **Revenue by Geographic Area** | | | | | United States | $160,134 | $185,561 | $(25,427) | | All other countries | $32,366 | $19,881 | $12,485 | | Net sales | $192,500 | $205,442 | $(12,942) | [5. Acquisitions](index=22&type=section&id=5.%20Acquisitions) Reports the acquisition of Bixby Roasting Co. for $2.6 million, resulting in $2.0 million in goodwill for Beverage Solutions - On February 28, 2023, Westrock acquired Bixby Roasting Co. for **$2.6 million**, including cash and common shares[54](index=54&type=chunk) - The acquisition resulted in approximately **$2.0 million** of goodwill, deductible for tax purposes, within the Beverage Solutions segment, aimed at expanding product marketing and development[54](index=54&type=chunk) [6. Inventories](index=22&type=section&id=6.%20Inventories) Shows a decrease in total inventories, primarily green coffee, with all green coffee for resale in the SS&T segment Inventories Breakdown | (Thousands) | March 31, 2024 | December 31, 2023 | Change | | :---------------- | :------------- | :---------------- | :----- | | Raw materials | $78,720 | $78,882 | $(162) | | Finished goods | $30,074 | $26,857 | $3,217 | | Green coffee | $31,560 | $44,182 | $(12,622) | | Total inventories | $140,354 | $149,921 | $(9,567) | - All green coffee held for resale is included within the Sustainable Sourcing & Traceability segment[55](index=55&type=chunk) [7. Property, Plant and Equipment, Net](index=23&type=section&id=7.%20Property,%20Plant%20and%20Equipment,%20Net) Indicates a significant increase in net property, plant, and equipment, driven by construction in progress and equipment deposits Property, Plant and Equipment, Net | (Thousands) | March 31, 2024 | December 31, 2023 | Change | | :-------------------------------------- | :------------- | :---------------- | :----- | | Land | $8,756 | $8,778 | $(22) | | Buildings | $45,975 | $35,911 | $10,064 | | Construction in progress and equipment deposits | $251,852 | $208,308 | $43,544 | | Property, plant and equipment, net | $400,839 | $344,038 | $56,801 | - Depreciation expense for the three months ended March 31, 2024, was **$5.5 million**, up from **$3.9 million** in the prior year period[58](index=58&type=chunk) [8. Goodwill](index=23&type=section&id=8.%20Goodwill) Reports stable goodwill at $116.1 million, with all attributed to the Beverage Solutions segment Goodwill Carrying Amount | (Thousands) | March 31, 2024 | December 31, 2023 | | :------------------------ | :------------- | :---------------- | | Goodwill | $192,994 | $192,994 | | Accumulated impairment loss | $(76,883) | $(76,883) | | Net Goodwill | $116,111 | $116,111 | - All goodwill is within the Beverage Solutions segment[59](index=59&type=chunk) [9. Intangible Assets, Net](index=24&type=section&id=9.%20Intangible%20Assets,%20Net) Shows a slight decrease in net intangible assets due to amortization, with a weighted average useful life of 20 years Intangible Assets, Net | (Thousands) | March 31, 2024 (Net) | December 31, 2023 (Net) | Change | | :---------------------- | :------------------- | :---------------------- | :----- | | Customer relationships | $120,233 | $122,161 | $(1,928) | | Favorable lease asset | $309 | $377 | $(68) | | Software | $408 | $407 | $1 | | Intangible assets, net | $120,950 | $122,945 | $(1,995) | - Amortization expense for intangible assets was **$2.0 million** for both Q1 2024 and Q1 2023[60](index=60&type=chunk) [10. Leases](index=24&type=section&id=10.%20Leases) Details operating lease assets and liabilities, increased lease costs, and a lease termination related to the Conway facility Operating Lease Assets and Liabilities | (Thousands) | March 31, 2024 | December 31, 2023 | Change | | :-------------------------------- | :------------- | :---------------- | :----- | | Operating lease right-of-use assets | $64,000 | $67,601 | $(3,601) | | Operating lease liabilities - current | $4,650 | $4,809 | $(159) | | Operating lease liabilities - noncurrent | $60,400 | $63,554 | $(3,154) | - Total lease costs (operating and short-term) increased from **$1.455 million** in Q1 2023 to **$3.024 million** in Q1 2024[65](index=65&type=chunk) - The company terminated a lease for a North Little Rock distribution center, effective June 30, 2024, after completing its Conway, Arkansas distribution center[63](index=63&type=chunk)[64](index=64&type=chunk) [11. Debt](index=26&type=section&id=11.%20Debt) Reports an increase in total debt due to new convertible notes and term loan draws, alongside amended credit agreement covenants Debt Breakdown | (Thousands) | March 31, 2024 | December 31, 2023 | Change | | :-------------------------------------- | :------------- | :---------------- | :----- | | Term loan facility | $161,875 | $164,063 | $(2,188) | | Delayed draw term loan facility | $50,000 | $— | $50,000 | | Revolving credit facility | $— | $65,000 | $(65,000) | | Convertible notes payable | $72,000 | $— | $72,000 | | Total debt | $324,326 | $278,975 | $45,351 | | Long-term debt, net | $224,090 | $223,092 | $998 | - The Credit Agreement was amended in February 2024, modifying the covenant relief period (ending April 1, 2026, or earlier) and introducing new financial covenants including secured net leverage ratio (**4.50:1.00 to 6.25:1.00**), interest coverage ratio (at least **1.50:1.00**), minimum liquidity (**$15 million**), and an anti-cash hoarding covenant (**$20 million** unrestricted cash limit)[71](index=71&type=chunk)[74](index=74&type=chunk) - The company issued **$72.0 million** in **5.00%** convertible senior notes due 2029 in February 2024, with **$50.0 million** from related parties[77](index=77&type=chunk) - Falcon's working capital trade finance facility was renewed and reduced from **$70.0 million** to **$55.0 million**, with **$27.8 million** outstanding at March 31, 2024[84](index=84&type=chunk) [12. Series A Preferred Shares](index=30&type=section&id=12.%20Series%20A%20Preferred%20Shares) Describes outstanding Series A Preferred Shares, their conversion and redemption features, and estimated redemption value - There are **23,511,922** Series A Preferred Shares outstanding with an initial liquidation preference of **$11.50** per share[87](index=87&type=chunk)[89](index=89&type=chunk) - Holders can convert to common shares at a rate based on liquidation preference divided by conversion price (**$11.50** per share)[90](index=90&type=chunk) - After February 26, 2028, holders can require redemption, or the company can redeem, at a price based on liquidation preference or common share value, with an estimated aggregate redemption payment of at least **$270.4 million**[91](index=91&type=chunk)[92](index=92&type=chunk) [13. Common Stock Warrants](index=32&type=section&id=13.%20Common%20Stock%20Warrants) Details outstanding common stock warrants, their liability classification, fair value re-measurement, and recognized gains - As of March 31, 2024, there are **19,144,120** common stock warrants outstanding (**17.1 million** public, **2.0 million** private), exercisable at **$11.50** per share and expiring August 26, 2027[94](index=94&type=chunk)[95](index=95&type=chunk) - Warrants are classified as liabilities and re-measured at fair value each reporting period, with changes recognized in the Condensed Consolidated Statements of Operations[99](index=99&type=chunk) - The company recognized less than **$0.1 million** in gains from the change in fair value of warrant liabilities for Q1 2024, compared to **$5.5 million** in gains for Q1 2023[100](index=100&type=chunk) [14. Derivatives](index=34&type=section&id=14.%20Derivatives) Explains the company's use of commodity derivatives for hedging and fair value accounting, reporting realized and unrealized gains - The company uses forward, futures, and options contracts for commodities, recorded at fair value[101](index=101&type=chunk) - Coffee futures contracts are designated as cash flow hedges in the Beverage Solutions segment to manage green coffee price exposure[107](index=107&type=chunk) - Forward sales and purchase contracts in the Sustainable Sourcing & Traceability segment are not designated as hedges but are accounted for at fair value[110](index=110&type=chunk) Net Realized and Unrealized Gains (Losses) on Derivatives | (Thousands) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change | | :---------------------------------------------------- | :-------------------------------- | :-------------------------------- | :----- | | Net realized gains (losses) on coffee derivatives (cash flow hedges) | $92 | $(721) | $813 | | Net unrealized gains (losses) on forward sales and purchase contracts | $2,340 | $(1,028) | $3,368 | [15. Fair Value Measurements](index=37&type=section&id=15.%20Fair%20Value%20Measurements) Categorizes financial instruments by fair value hierarchy, detailing Level 1, 2, and 3 assets and liabilities, including private warrants - Financial instruments are categorized into Level 1 (quoted prices in active markets), Level 2 (observable inputs other than Level 1), and Level 3 (unobservable inputs)[115](index=115&type=chunk)[117](index=117&type=chunk) Fair Value Measurements by Level | (Thousands) | Level 1 (March 31, 2024) | Level 2 (March 31, 2024) | Level 3 (March 31, 2024) | Total (March 31, 2024) | | :-------------------------------------- | :----------------------- | :----------------------- | :----------------------- | :----------------------- | | **Assets:** | | | | | | Green coffee associated with forward contracts | $— | $27,017 | $— | $27,017 | | Coffee futures contracts | $2,772 | $— | $— | $2,772 | | Forward purchase and sales contracts | $— | $12,652 | $— | $12,652 | | **Liabilities:** | | | | | | Forward purchase and sales contracts | $— | $4,229 | $— | $4,229 | | Westrock Public Warrants | $39,372 | $— | $— | $39,372 | | Westrock Private Warrants | $— | $— | $5,389 | $5,389 | - Westrock Private Warrants are Level 3 fair value measurements, valued using a binomial lattice model, with expected volatility (**33.40%** at March 31, 2024) being the most significant unobservable input[118](index=118&type=chunk) [16. Accumulated Other Comprehensive Income (Loss)](index=42&type=section&id=16.%20Accumulated%20Other%20Comprehensive%20Income%20(Loss)) Shows an increase in accumulated other comprehensive income, driven by unrealized derivative gains and foreign currency adjustments Accumulated Other Comprehensive Income (Loss) | (Thousands) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change | | :---------------------------------------------------- | :-------------------------------- | :-------------------------------- | :----- | | Unrealized gain (loss) on derivative instruments (before reclassifications) | $337 | $2,354 | $(2,017) | | Amounts reclassified from accumulated comprehensive income (derivative instruments) | $(92) | $721 | $(813) | | Foreign currency translation adjustment (before reclassifications) | $30 | $(18) | $48 | | Accumulated other comprehensive income (loss) at end of period | $4,034 | $(3,881) | $7,915 | [17. Equity-Based Compensation](index=42&type=section&id=17.%20Equity-Based%20Compensation) Reports RSU grants, their fair value, vesting periods, and remaining shares available under the 2022 Equity Plan - **1.3 million** RSUs were granted in Q1 2024 (fair value **$12.3 million**), compared to **1.1 million** RSUs in Q1 2023 (fair value **$13.0 million**)[123](index=123&type=chunk) - Vesting period for 2024 RSUs is **four years**; for prior RSUs, it was **three years**[123](index=123&type=chunk) - As of March 31, 2024, **2.7 million** shares are available for future issuance under the 2022 Equity Plan[123](index=123&type=chunk) [18. Earnings per Share](index=44&type=section&id=18.%20Earnings%20per%20Share) Details EPS computation using the two-class method, showing a significant increase in basic and diluted loss per share - EPS is computed using the two-class method, treating Series A Preferred Shares and RSUs as participating securities[126](index=126&type=chunk) Earnings per Share Data | (Thousands, except per share data) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change | | :--------------------------------- | :-------------------------------- | :-------------------------------- | :----- | | Net loss attributable to common shareholders | $(23,586) | $(4,770) | $(18,816) | | Basic earnings (loss) per common share | $(0.27) | $(0.06) | $(0.21) | | Diluted loss per common share | $(0.27) | $(0.13) | $(0.14) | - Potentially dilutive securities (warrants, restricted stock, options, if-converted securities) were excluded from diluted EPS calculation for both periods due to their anti-dilutive effect[128](index=128&type=chunk)[129](index=129&type=chunk) [19. Segment Information](index=44&type=section&id=19.%20Segment%20Information) Presents segment performance by Adjusted EBITDA and net sales, showing overall EBITDA growth despite sales decline - The company's two operating segments are Beverage Solutions and Sustainable Sourcing & Traceability, with performance evaluated using Adjusted EBITDA[131](index=131&type=chunk) Segment Net Sales and Adjusted EBITDA | (Thousands) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :----- | | **Net Sales** | | | | | Beverage Solutions | $158,059 | $181,209 | $(23,150) | | Sustainable Sourcing & Traceability | $36,320 | $25,391 | $10,929 | | Total Net Sales | $192,500 | $205,442 | $(12,942) | | **Adjusted EBITDA** | | | | | Beverage Solutions | $10,800 | $8,421 | $2,379 | | Sustainable Sourcing & Traceability | $342 | $32 | $310 | | Total Adjusted EBITDA | $11,142 | $8,453 | $2,689 | | **Adjusted EBITDA Margin** | | | | | Beverage Solutions | 6.8% | 4.6% | 2.2% | | Sustainable Sourcing & Traceability | 1.0% | 0.1% | 0.9% | | Total Adjusted EBITDA Margin | 5.8% | 4.1% | 1.7% | - Beverage Solutions net sales decreased by **12.8%** due to a **23.8%** decrease in roast and ground coffee volumes, partially offset by a **41.5%** increase in flavors, extracts, and ingredients volumes[170](index=170&type=chunk) - Sustainable Sourcing & Traceability net sales increased by **42.1%** due to a **100.9%** increase in sales volume, partially offset by a **27.9%** decrease in average sales price per pound[171](index=171&type=chunk) [20. Commitments and Contingencies](index=47&type=section&id=20.%20Commitments%20and%20Contingencies) Addresses legal claims and future purchase obligations, with management expecting no material adverse effect from litigation - Management believes current legal proceedings will not materially affect financial position, results, or cash flow[134](index=134&type=chunk) - Future purchase obligations for inventory over the next 12 months totaled **$160.1 million** as of March 31, 2024[135](index=135&type=chunk) - The company had a **$3.4 million** obligation to repurchase inventory associated with repurchase agreements as of March 31, 2024[136](index=136&type=chunk) [21. Related Party Transactions](index=47&type=section&id=21.%20Related%20Party%20Transactions) Details related party transactions, including convertible notes issuance and shared administrative expenses - In February 2024, the company sold **$50.0 million** in Convertible Notes to related parties, including Westrock Group, Wooster Capital, and HF Direct Investments Pool[137](index=137&type=chunk)[138](index=138&type=chunk) - Interest expense from related party Convertible Notes was **$312 thousand** for Q1 2024[138](index=138&type=chunk) - Expenses for corporate aircraft usage and shared administrative expenses with Westrock Group were **$0.3 million** for Q1 2024 and Q1 2023; Management services agreement expenses with Westrock Group ceased in Q1 2024 (vs. **$0.6 million** in Q1 2023)[139](index=139&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=50&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial performance, condition, and changes for the three months ended March 31, 2024 [Overview](index=50&type=section&id=Overview) Describes Westrock Coffee as a global integrated solutions provider, emphasizing its transparent supply chain and ESG focus - Westrock Coffee Company is an integrated solutions provider for coffee, tea, flavors, extracts, and ingredients, serving various industries globally[141](index=141&type=chunk) - The company's platform is built on four pillars: transparent supply chain, innovative beverage solutions, high-quality products, and scaled international presence, with a strong focus on responsible sourcing and ESG[142](index=142&type=chunk) - Business segments are Beverage Solutions (value-added products) and Sustainable Sourcing & Traceability (digitally traceable supply chain, green coffee sales)[143](index=143&type=chunk)[144](index=144&type=chunk)[145](index=145&type=chunk) [Key Business Metrics](index=50&type=section&id=Key%20Business%20Metrics) Explains the use of Adjusted EBITDA as a key non-GAAP metric for performance evaluation and strategic decision-making - Adjusted EBITDA is a key non-GAAP metric used to evaluate performance, identify trends, and make operational/financial decisions[146](index=146&type=chunk)[147](index=147&type=chunk)[149](index=149&type=chunk) - Adjusted EBITDA is defined as net loss before interest, taxes, depreciation, amortization, equity-based compensation, transaction/restructuring costs, warrant fair value changes, mark-to-market adjustments, facility start-up costs, and other infrequent items[150](index=150&type=chunk) Adjusted EBITDA Reconciliation | (Thousands) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | :----- | | Net loss | $(23,673) | $(4,326) | $(19,347) | | EBITDA | $(2,731) | $3,218 | $(5,949) | | Adjusted EBITDA | $11,142 | $8,453 | $2,689 | | Beverage Solutions Adjusted EBITDA | $10,800 | $8,421 | $2,379 | | Sustainable Sourcing & Traceability Adjusted EBITDA | $342 | $32 | $310 | [Significant Developments](index=53&type=section&id=Significant%20Developments) Highlights a joint venture LOI, convertible notes private placement, credit agreement amendment, and an ATM common stock offering program - The company entered a non-binding LOI with Select Milk Producers for a joint venture to build an extended shelf life/aseptic bottle line facility in Texas, with first product shipments expected in **Q1 2026**[153](index=153&type=chunk) - A **$72.0 million** private placement of **5.00%** convertible senior notes due 2029 was completed, with **$50.0 million** from related parties[154](index=154&type=chunk)[155](index=155&type=chunk) - The Credit Agreement was amended (Third Amendment) to modify the covenant relief period (ending April 1, 2026, or earlier) and adjust financial covenants, including secured net leverage, interest coverage, minimum liquidity, and an anti-cash hoarding covenant[157](index=157&type=chunk)[158](index=158&type=chunk) - An "at the market" common stock offering program was established to sell up to **5,000,000** common shares, providing additional financial flexibility; no sales were made under this program in Q1 2024[161](index=161&type=chunk)[208](index=208&type=chunk) [Results of Operations](index=56&type=section&id=Results%20of%20Operations) Analyzes Q1 2024 financial results, noting decreased net sales, increased gross profit, and a substantial rise in net loss Condensed Consolidated Statements of Operations | (Thousands) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | :----- | | Net sales | $192,500 | $205,442 | $(12,942) | | Costs of sales | $155,226 | $171,144 | $(15,918) | | Gross profit | $37,274 | $34,298 | $2,976 | | Selling, general and administrative expense | $44,440 | $34,122 | $10,318 | | Transaction, restructuring and integration expense | $2,964 | $6,644 | $(3,680) | | Loss from operations | $(10,132) | $(7,364) | $(2,768) | | Interest expense | $7,579 | $6,029 | $1,550 | | Net loss | $(23,673) | $(4,326) | $(19,347) | - Beverage Solutions net sales decreased by **12.8%** due to lower coffee and tea volumes, while SS&T net sales increased by **42.1%** due to higher green coffee sales volume[170](index=170&type=chunk)[171](index=171&type=chunk) - Selling, general and administrative expenses increased by **$10.2 million** in Beverage Solutions, primarily due to a **$7.9 million** increase in Conway facility start-up costs[175](index=175&type=chunk) - Interest expense increased by **$1.55 million**, driven by higher interest rates on term loans and **$2.0 million** in interest on the supply chain finance program, partially offset by **$2.8 million** in capitalized interest for the Conway facility[177](index=177&type=chunk) [Critical Accounting Estimates](index=61&type=section&id=Critical%20Accounting%20Estimates) The company's financial statements involve significant judgments, estimates, and assumptions, particularly concerning credit losses, asset useful lives, fair values of contracts, warrant liabilities, equity-based compensation, contingencies, and income taxes - Significant judgments and estimates are made for items like allowance for credit losses, useful lives of property, plant and equipment, fair values of forward contracts, warrant liabilities, equity-based compensation, and income taxes[181](index=181&type=chunk) - Actual results may differ from estimates, potentially having a material adverse effect on results of operations and financial condition[182](index=182&type=chunk) - No material changes to critical accounting estimates occurred as of March 31, 2024[183](index=183&type=chunk) [Liquidity and Capital Resources](index=61&type=section&id=Liquidity%20and%20Capital%20Resources) Outlines liquidity sources, capital needs, recent financing activities, and potential impacts of preferred share redemptions - Principal liquidity sources are cash on hand, operating cash flow, and Credit Agreement borrowings; needs include operating expenses, debt service, and capital expenditures[184](index=184&type=chunk) - The company's ability to generate operating cash flow depends on sales generation and cost management, with potential risks from failing to meet financial targets or delays in the Conway Facility[185](index=185&type=chunk) - In Q1 2024, the company borrowed **$50.0 million** from the Delayed Draw Term Loan Facility and issued **$72.0 million** in Convertible Notes to fund growth strategies[156](index=156&type=chunk)[197](index=197&type=chunk) - The company has an "at the market" common stock offering program for up to **5,000,000** shares for financial flexibility but did not make sales in Q1 2024[208](index=208&type=chunk) - The company does not include potential cash proceeds from warrant exercises in its liquidity planning due to uncertainty[214](index=214&type=chunk) - Redemptions of Series A Preferred Shares after February 26, 2028, could require an aggregate payment of at least **$270.4 million**, potentially impacting the company's financial condition and ability to execute its business strategy[216](index=216&type=chunk)[217](index=217&type=chunk) Capital Expenditures | (Thousands) | Three months ended March 31, 2024 | Three months ended March 31, 2023 | Change | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :----- | | **Capital Expenditures** | | | | | Growth | $67,344 | $17,766 | $49,578 | | Maintenance | $622 | $311 | $311 | | Customer Beverage Equipment | $288 | $566 | $(278) | | Other | $660 | $982 | $(322) | | Total Capital Expenditures | $68,914 | $19,625 | $49,289 | [Recent Accounting Pronouncements](index=72&type=section&id=Recent%20Accounting%20Pronouncements) This section refers to Note 3, "Summary of Significant Accounting Policies," for a detailed discussion of recently adopted and issued accounting pronouncements - Refer to Note 3 for details on recent accounting pronouncements[228](index=228&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=73&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) There have been no material changes to the market risks previously discussed in the company's Annual Report on Form 10-K filed on March 15, 2024 - No material changes to market risks were reported compared to the Annual Report on Form 10-K[229](index=229&type=chunk) [Item 4. Controls and Procedures](index=73&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were not effective as of March 31, 2024, due to identified material weaknesses in internal control over financial reporting, specifically related to risk assessment, period-end financial reporting, and segregation of duties [Evaluation of Disclosure Controls and Procedures](index=73&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) Disclosure controls were ineffective due to material weaknesses, yet financial statements are believed to be fairly presented - Disclosure controls and procedures were deemed not effective as of March 31, 2024, due to material weaknesses in internal control over financial reporting[231](index=231&type=chunk) - Despite the material weaknesses, management believes the condensed consolidated financial statements fairly present the company's financial condition, results of operations, and cash flows in accordance with U.S. GAAP[232](index=232&type=chunk) [Material Weaknesses in Internal Control Over Financial Reporting](index=73&type=section&id=Material%20Weaknesses%20in%20Internal%20Control%20Over%20Financial%20Reporting) Identifies material weaknesses in risk assessment, period-end financial reporting, and segregation of duties - Material weaknesses exist due to ineffective design and maintenance of controls in response to risks of material misstatement[234](index=234&type=chunk) - Specific weaknesses include ineffective controls over the period-end financial reporting process (leading to immaterial adjustments and material adjustments to cash flow presentation and operating lease assets/liabilities) and inadequate segregation of duties for journal entries and account reconciliations[234](index=234&type=chunk)[236](index=236&type=chunk) [Remediation Activities](index=75&type=section&id=Remediation%20Activities) Details ongoing remediation efforts, including personnel hires, process formalization, and successful IT control remediation - Remediation efforts include hiring key personnel (Chief Accounting Officer, IT compliance, internal controls, Chief Information Officer) with relevant expertise[239](index=239&type=chunk)[244](index=244&type=chunk) - The company formalized its risk assessment process and engaged a third party to assist in designing and implementing controls for period-end financial reporting and segregation of duties[239](index=239&type=chunk) - The material weakness related to IT general computer controls was remediated by March 31, 2024, through enhanced policies, procedures, and training for IT change management, user access, computer operations, and program development[242](index=242&type=chunk)[244](index=244&type=chunk) [Changes in Internal Control Over Financial Reporting](index=77&type=section&id=Changes%20in%20Internal%20Control%20Over%20Financial%20Reporting) Reports no material changes in internal control over financial reporting during the quarter ended March 31, 2024 - No material changes in internal control over financial reporting occurred during Q1 2024[243](index=243&type=chunk) [Part II. Other Information](index=79&type=section&id=Part%20II.%20Other%20Information) Provides additional information not covered in Part I, including legal proceedings, risk factors, and equity sales [Item 1. Legal Proceedings](index=79&type=section&id=Item%201.%20Legal%20Proceedings) Discusses ongoing legal claims, with management expecting no material adverse effect on the company's financials - The company is subject to various legal claims and proceedings in the normal course of business[246](index=246&type=chunk) - Management believes the resolution of these matters will not materially adversely affect the company's financial position, results of operations, or liquidity[246](index=246&type=chunk) [Item 1A. Risk Factors](index=79&type=section&id=Item%201A.%20Risk%20Factors) States no material changes to the risk factors previously disclosed in the Annual Report on Form 10-K - No material changes to risk factors were reported compared to the Annual Report on Form 10-K[247](index=247&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=79&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Reports no unregistered sales of equity securities or use of proceeds for the period - No unregistered sales of equity securities or use of proceeds occurred[248](index=248&type=chunk) [Item 3. Defaults Upon Senior Securities](index=79&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) States no defaults upon senior securities occurred during the reporting period - No defaults upon senior securities occurred[249](index=249&type=chunk) [Item 4. Mine Safety Disclosures](index=79&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Confirms that Mine Safety Disclosures are not applicable to the company's operations - Mine Safety Disclosures are not applicable[250](index=250&type=chunk) [Item 5. Other Information](index=79&type=section&id=Item%205.%20Other%20Information) Discloses the CFO's Rule 10b5-1 trading arrangement for common stock sales - CFO T. Christopher Pledger entered a Rule 10b5-1 trading arrangement on March 18, 2024, to sell up to **30,000** shares of common stock[252](index=252&type=chunk) - The trading period for the CFO's plan is from 90 days after the plan date until March 31, 2025[252](index=252&type=chunk) [Item 6. Exhibits](index=80&type=section&id=Item%206.%20Exhibits) Lists all exhibits filed with the Form 10-Q, including organizational documents, debt agreements, equity award agreements, certifications, and XBRL interactive data files - The exhibits include the Certificate of Incorporation, Bylaws, Form of Convertible Note, Amendment No. 3 to the Credit Agreement, Deferred Compensation Plan, Form of Restricted Stock Unit Award Agreement, CEO/CFO Certifications (302 and 906), and XBRL Instance Document and Taxonomy files[255](index=255&type=chunk)[258](index=258&type=chunk) [Signatures](index=83&type=section&id=Signatures) Confirms the report's official signing by the Chief Financial Officer and Chief Accounting Officer - The report is signed by T. Christopher Pledger, Chief Financial Officer, and Blake Schuhmacher, Senior Vice President – Chief Accounting Officer, on May 9, 2024[261](index=261&type=chunk)

Financial Performance - Consolidated net sales for Q1 2024 were $192.5 million, a decrease of $12.9 million or 6.3% compared to Q1 2023[5] - The net loss for Q1 2024 was $23.7 million, compared to a net loss of $4.3 million in Q1 2023[5] - Net loss attributable to common shareholders was $23,586 in Q1 2024, compared to a loss of $4,770 in Q1 2023, representing a significant increase in losses[17] - Total operating expenses rose to $47,406 in Q1 2024, compared to $41,662 in Q1 2023, reflecting a 13.2% increase[17] Adjusted EBITDA - Adjusted EBITDA for Q1 2024 was $11.1 million, an increase of $2.7 million or 31.8% year-over-year[5] - Adjusted EBITDA for Q1 2024 was $11,142, an increase of 31.7% from $8,453 in Q1 2023[20] - The company reaffirmed its 2024 Adjusted EBITDA guidance of $60 million to $80 million[6] - Preliminary guidance for 2025 Adjusted EBITDA is set at over $115 million, contingent on continued customer onboarding[7] Segment Performance - The Beverage Solutions segment generated $158.1 million in net sales and $10.8 million in Adjusted EBITDA for Q1 2024, down from $181.2 million and $8.4 million, respectively, in Q1 2023[5] - Beverage Solutions segment net sales decreased to $158,059 in Q1 2024, down 12.8% from $181,209 in Q1 2023[22] - The SS&T segment contributed $34.4 million in net sales and $0.3 million in Adjusted EBITDA for Q1 2024, compared to $24.2 million and break-even in Q1 2023[5] - Sustainable Sourcing & Traceability segment net sales increased to $34,441, up 42.3% from $24,233 in Q1 2023[22] Assets and Liabilities - Total assets as of March 31, 2024, were $983.3 million, an increase from $971.5 million at the end of 2023[15] - Total liabilities increased to $617.4 million as of March 31, 2024, compared to $583.6 million at the end of 2023[15] Cash Flow and Expenditures - Cash and cash equivalents at the end of Q1 2024 were $13,776, down from $25,570 at the end of Q1 2023, indicating a decrease of 46.1%[19] - The company incurred $68,914 in capital expenditures during Q1 2024, significantly higher than $19,625 in Q1 2023[19] - Interest expense increased to $7,579 in Q1 2024, compared to $6,029 in Q1 2023, marking a rise of 25.7%[20] Commercialization - The first commercial products from the Conway, AR facility were delivered on April 16, 2024, with further commercialization expected in the second half of the year[4]

(Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-41485 WESTROCK COFFEE COMPANY (Exact Name of Registrant as Specified in its Charter) Delaware (State or other jur ...

Westrock Coffee Company (NASDAQ:WEST) Q4 2023 Earnings Conference Call March 12, 2024 4:30 PM ET Company Participants Melissa Calandruccio - Investor Relations Scott Ford - Co-Founder and CEO Chris Pledger - CFO Conference Call Participants Todd Brooks - The Benchmark Company Ben Bienvenu - Stephens Inc Matt Smith - Stifel Sarang Vora - Telsey Group Operator Thank you for standing by and welcome to Westrock Coffee Company's Fourth Quarter 2023 Earnings Conference Call. At this time, all participants are in ...

Westrock Coffee Company (NASDAQ:WEST) Q3 2023 Earnings Conference Call November 9, 2023 4:30 PM ET Company Participants Clay Crumbliss - ICR, IR Scott Ford - Co-Founder and CEO Chris Pledger - CFO Conference Call Participants Jack Hardin - Stephens, Inc. Todd Brooks - Benchmark Company Matt Smith - Stifel Joseph Feldman - Telsey Advisory Group Operator Hello, and welcome to the Westrock Coffee Company's Third Quarter 2023 Earnings Conference call. My name is Tanya, and I'll be coordinating your call today. ...

Financial Performance - Net sales for the three months ended September 30, 2023, were $219.6 million, a decrease of 4.8% compared to $230.3 million in the same period of 2022[17]. - Gross profit for the three months ended September 30, 2023, was $35.1 million, down from $41.1 million in the same period of 2022, reflecting a gross margin of 15.9%[17]. - The company reported a net income of $16.6 million for the three months ended September 30, 2023, compared to a net loss of $13.0 million in the same period of 2022[17]. - Comprehensive income for the three months ended September 30, 2023, was $19.9 million, compared to a comprehensive loss of $15.8 million in the same period of 2022[18]. - Net income for the three months ended September 30, 2023, was $16.6 million, compared to a net loss of $13.0 million in the same period of 2022[184]. - Adjusted EBITDA for the total reportable segments was $11,595,000 for Q3 2023, down from $17,913,000 in Q3 2022[158]. - Adjusted EBITDA for the three months ended September 30, 2023, was $11.6 million, down from $17.9 million in the same period of 2022, representing a decrease of approximately 35.5%[176]. - The company reported a net loss for the nine months ended September 30, 2023, of $14.5 million, compared to a net loss of $23.5 million for the same period in 2022[176]. Assets and Liabilities - Total assets increased to $891.1 million as of September 30, 2023, up from $746.2 million at the end of 2022[16]. - Total liabilities rose to $490.6 million as of September 30, 2023, compared to $459.5 million at December 31, 2022[16]. - The company’s cash and cash equivalents increased to $44.4 million as of September 30, 2023, from $16.8 million at December 31, 2022[16]. - As of September 30, 2023, Westrock Coffee Company reported a total equity of $126.177 million, with an accumulated deficit of $342.573 million[22]. - The company’s total cash and cash equivalents and restricted cash decreased to $48,815,000 from $95,546,000 year-over-year, a decline of 49%[27]. - Total debt as of September 30, 2023, was $270.7 million, up from $219.7 million at the end of 2022, with a term loan facility of $166.3 million and a revolving credit facility of $45.0 million[105][106]. Shareholder Information - The weighted-average number of shares outstanding for basic earnings per share was 83.4 million for the three months ended September 30, 2023, compared to 49.8 million in the same period of 2022[17]. - Total common shares outstanding increased to 88,039 thousand shares as of September 30, 2023, up from 73,034 thousand shares at the same time last year[22]. - The issuance of common shares related to stock options exercised contributed $786 thousand to additional paid-in capital during the quarter[22]. - The company raised $117.767 million through the issuance of common shares, net of issuance costs, in the latest quarter[22]. - The company issued 12,868,151 common shares at the closing of the De-SPAC merger transaction, receiving $49.8 million in cash proceeds after transaction expenses[62]. - The company completed the HF Investment and PIPE Investments, raising a total of $100.0 million through the issuance of 10.0 million common shares[180]. Expenses - Selling, general and administrative expenses increased to $37.1 million for the three months ended September 30, 2023, from $31.2 million in the same period of 2022[17]. - The company incurred acquisition, restructuring, and integration expenses of $3.1 million for the three months ended September 30, 2023[17]. - The company incurred $121,545,000 in capital expenditures for property, plant, and equipment, significantly higher than $22,966,000 in the previous year, marking a 429% increase[24]. - The company incurred interest expense of $21,216,000 for the nine months ended September 30, 2023[159]. - The company recognized $3.1 million in acquisition, restructuring, and integration expenses for the three months ended September 30, 2023, compared to $4.0 million in the same period of 2022[176]. Revenue Segments - The company’s revenue from coffee and tea for the three months ended September 30, 2023, was $131.8 million, down from $146.7 million in 2022[88]. - The company’s revenue from flavors, extracts, and ingredients increased to $44.3 million for the three months ended September 30, 2023, compared to $26.1 million in 2022[88]. - Total net sales for the Beverage Solutions segment reached $176,818,000, while the Sustainable Sourcing & Traceability segment generated $44,098,000 in sales for the three months ended September 30, 2023[158]. - The Beverage Solutions segment reported net sales of $547.7 million, an increase of approximately 11.2% from $492.7 million in the prior year, driven by a $40.6 million increase in flavors, extracts, and ingredients[199]. - The SS&T segment experienced a significant decline in net sales, totaling $102.0 million, a decrease of 30.8% compared to $147.4 million in the previous year, primarily due to a 32% drop in sales volume[200]. Cash Flow and Financing - Cash flows used in operating activities totaled $75,131,000 for the nine months ended September 30, 2023, compared to $59,534,000 in the prior year, indicating a 26% increase in cash outflow[24]. - Net cash provided by financing activities was $223,147,000, compared to $152,190,000 in the prior year, showing a 47% increase[24]. - The company recognized negative cash flows from operations of $75.1 million for the nine-month period ended September 30, 2023, driven by current overall market and industry conditions[43]. - The company had outstanding borrowings of $42.5 million under a $70 million working capital trade finance facility, with a maturity of one year from inception[115]. Taxation - The effective income tax rate for the nine months ended September 30, 2023, was 18.7%, compared to 13.0% for the same period in 2022, primarily due to an increase in the valuation allowance against domestic deferred tax assets[57]. - Income tax benefit for the three months ended September 30, 2023, was $5.2 million, resulting in an effective tax rate of (45.7%) compared to a benefit of $0.4 million and an effective rate of 3.2% in 2022[196]. - The effective tax rate for the nine months ended September 30, 2023, was (18.7%), with an income tax benefit of $3.3 million, compared to a 13.0% effective tax rate and a $3.5 million benefit in 2022[208]. Acquisitions - The company completed the acquisition of the remaining 15% of Falcon Coffees Limited for $3.2 million, enhancing its Sustainable Sourcing & Traceability segment[36]. - The company completed the acquisition of Bixby Roasting Co. for total consideration of $2.6 million, including 39,778 Common Shares and approximately $2.2 million in cash[89]. - Kohana Coffee was acquired for a total consideration of $39.1 million, including $15.7 million in cash and 1,852,608 common shares[90][91]. - The acquisition allows the company to enhance the development and distribution of ready-to-drink products, targeting retail and CPG industries[90][94]. Derivative and Hedging Activities - The notional amount for coffee futures contracts designated for cash flow hedging was 16.5 million pounds as of September 30, 2023[131]. - The company recognized net realized losses of approximately $3.1 million for the three months ended September 30, 2023, related to cash flow hedges[132]. - The fair value of green coffee associated with forward contracts was $38,169,000 as of September 30, 2023, down from $39,928,000 at December 31, 2022[139]. - The change in fair value of warrant liabilities resulted in a gain of $25.1 million for the three months ended September 30, 2023, compared to a loss of $5.2 million in the prior year[195]. Other Comprehensive Income - The total accumulated other comprehensive income (loss) was $(1.297) million as of September 30, 2023[22]. - The accumulated other comprehensive income (loss) at the end of the period was $(1,297,000) as of September 30, 2023, compared to $1,923,000 at the end of the same period in 2022[145].

Westrock Coffee Company, LLC (NASDAQ:WEST) Q2 2023 Earnings Conference Call August 9, 2023 4:30 PM ET Company Participants Clay Crumbliss - ICR, Investor Relations Scott Ford - Co-Founder and Chief Executive Officer Chris Pledger - Chief Financial Officer Conference Call Participants Ben Bienvenu - Stephens Inc. Matt Smith - Stifel Sarang Vora - Telsey Advisory Group Todd Brooks - Benchmark Company Operator Hello and welcome to the Westrock Coffee Company’s Second Quarter 2023 Earnings Conference Call. My n ...

Table of Contents For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _____. Commission File Number: 001-41485 WESTROCK COFFEE COMPANY UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Exact Name of Registrant as Specified in Its Charter) Delaware 80-0977200 (St ...

Westrock Coffee Company, LLC (NASDAQ:WEST) Q1 2023 Earnings Conference Call May 11, 2023 6:00 PM ET Company Participants Clay Crumbliss - ICR, IR Scott Ford - Co-Founder and CEO Chris Pledger - Chief Financial Officer Conference Call Participants Ben Bienvenu - Stephens Matt Smith - Stifel Joseph Feldman - Telsey Advisory Operator Hello. And welcome to the Westrock Coffee Company’s First Quarter 2023 Earnings Conference Call. My name is Jose and I will be coordinating your call today. Following prepared rem ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _____. Commission File Number: 001-41485 WESTROCK COFFEE COMPANY (Exact Name of Registrant as Specified in Its Charter) (State or Other Jurisd ...