Westrock Coffee Co
For the period ended Mar 31, 2026. Filed May 7, 2026.
View on SEC.govAbout 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.
Mar 31, 2026 · Filed May 7, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
19. Related Party Transactions
Note 19. Related Party Transactions
In February 2024, the Company sold and issued convertible notes (see Note 10) to Westrock Group, LLC (an affiliate of Scott Ford, the Company’s Chief Executive Officer and a member of the board of directors of the Company, “Westrock Group”), Wooster Capital, LLC (an affiliate of Joe Ford, chairman of the board of directors) and HF Direct Investments Pool, LLC (a holder of more than 10% of the outstanding Common Shares), each a related party.
In November 2025, the Company sold and issued convertible notes (see Note 10) to HF Direct Investments Pool, LLC (a holder of more than 10% of the outstanding Common Shares) and Jeffrey H. Fox Revocable Trust (an affiliate of Jeffrey H. Fox, a member of the board of directors of the Company), each a related party.
The Condensed Consolidated Financial Statements reflect the following transactions with related parties:
| | | | | | | |
|---|---|---|---|---|---|---|
| (Thousands) · · March 31, 2026 · · December 31, 2025 | ||||||
| Accrued expenses and other current liabilities | | | | | | |
| Westrock Group | | $122 | | $383 | ||
| Wooster Capital | | | 31 | | | 96 |
| HF Direct Investments Pool, LLC | | | 214 | | | 558 |
| Jeffrey H. Fox Revocable Trust | | | 9 | | | 12 |
| Total | | $376 | | $1,049 | ||
| | | | | | | |
|---|---|---|---|---|---|---|
| (Thousands) · · March 31, 2026 · · December 31, 2025 | ||||||
| Convertible notes payable - related party, net: | | | | | | |
| Westrock Group | | $20,000 | | $20,000 | ||
| Wooster Capital | | | 5,000 | | | 5,000 |
| HF Direct Investments Pool, LLC | | | 35,000 | | | 35,000 |
| Jeffrey H. Fox Revocable Trust | | | 1,500 | | | 1,500 |
| Total | | | 61,500 | | | 61,500 |
| Unamortized debt costs | | | (623) | | | (661) |
| Total | | $60,877 | | $60,839 | ||
| | | | | | | |
|---|---|---|---|---|---|---|
| · · Three Months Ended March 31, | ||||||
| (Thousands) · · 2026 · · 2025 | ||||||
| Interest expense: | | | | | | |
| Westrock Group | | $250 | | $250 | ||
| Wooster Capital | | | 63 | | | 63 |
| HF Direct Investments Pool, LLC | | | 437 | | | 312 |
| Jeffrey H. Fox Revocable Trust | | | 19 | | | — |
| Total | | $769 | | $625 | ||
In addition, the Company reimburses Westrock Group for the usage of a corporate aircraft, and its portion of shared administrative expenses. For the three months ended March 31, 2026 and 2025, the Company recognized expenses of $0.1 million and $0.1 million, respectively, for such items, which are recorded in selling, general and administrative expenses in our Condensed Consolidated Statements of Operations. At March 31, 2026 and December 31, 2025, we had$0.1 million payable and $0.1 million payable to Westrock Group, respectively, related to such items.
During the three months ended March 31, 2026, Falcon purchased $9.3 million of green coffee from the Rwandan JV, in which the Company has a 49.9% interest. There wasno such activity during the three months ended March 31, 2025. At March 31, 2026 and December 31, 2025, the Condensed Consolidated Balance Sheet included$2.3 million and $4.8 million in inventory that was purchased from the Rwandan JV. At March 31, 2026 and December 31, 2025, Falcon had$0.0 million and $1.2 million payable to the Rwandan JV, respectively.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.