Westrock Coffee Co
For the period ended Dec 31, 2024. Filed Mar 12, 2025.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Mar 12, 2025
WEST$8.88+1.0%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits and Financial Statement Schedules
Financial Statements
See Index to Consolidated Financial Statements in Part II, Item 8 in this Annual Report on Form 10-K.
Financial Statement Schedules
Except as noted below, Financial Statement Schedules are omitted because they are not required or are not applicable, or the required information is provided in the consolidated financial statements or related notes in Part II, Item 8 in this Annual Report on Form 10-K.
Schedule I – Condensed Financial Information of the Registrant (Parent Company) as of December 31, 2024 and 2023, and for each of the three years in the period ended December 31, 2024 appearing on pages S-1, S-2, S-3 and S-4 of this report.
Index to Exhibits
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| ExhibitNumber · Exhibit Description · Form · File No. · Exhibit · FilingDate · FiledHerewith | ||||||||||||
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| 2.1 | | Transaction Agreement, dated as of April 4, 2022, by and among Riverview Acquisition Corp., Westrock Coffee Holdings, LLC, Origin Merger Sub I, Inc. and Origin Merger Sub II, LLC | | S-4 | | 333-264464 | | 2.1 | | August 3, 2022 | | |
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| 3.1 | | Certificate of Incorporation of Westrock Coffee Company | | 10-Q | | 001-41485 | | 3.1 | | August 29, 2022 | | |
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| 3.2 | | Bylaws of Westrock Coffee Company | | 10-Q | | 001-41485 | | 3.2 | | August 29, 2022 | | |
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| 4.1 | | Specimen Common Stock Certificate of Westrock Coffee Company | | S-4 | | 333-264464 | | 4.5 | | August 3, 2022 | | |
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| 4.2 | | Specimen Warrant Certificate of Westrock Coffee Company | | S-4 | | 333-264464 | | 4.6 | | August 3, 2022 | | |
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| 4.3 | | Amended and Restated Investor Rights Agreement, dated as of June 29, 2023, by and among Westrock Coffee Company, Westrock Group, LLC, BBH Capital Partners V, L.P., BBH Capital Partners V-A, L.P., BBH CPV WCC Co-Investment LLC, Riverview Sponsor Partners, LLC and HF Direct Investments Pool, LLC | | 8-K | | 001-41485 | | 4.2 | | June 30, 2023 | | |
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| 4.4 | | First Amendment, dated November 5, 2024, to the Amended and Restated Investor Rights Agreement, dated as of June 29, 2023, by and among Westrock Coffee Company, Westrock Group, LLC, BBH Capital Partners V, L.P., BBH Capital Partners V-A, L. P., BBH CPV WCC Co-Investment LLC, 2023-2 R Brad Martin Grantor Retained Annuity Trust, R. Brad Martin and HF Direct Investments Pool, LLC | | 8-K | | 001-41485 | | 4.1 | | November 7, 2024 | | |
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| 4.5 | | Form of Convertible Note of Westrock Coffee Company, dated February 15, 2024 | | 8-K | | 001-41485 | | 4.1 | | February 15, 2024 | | |
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| 4.6 | | Description of the Registrant’s Securities Registered under Section 12 of the Securities Exchange Act of 1934 | | | | | | | | | | * |
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| 10.1 | | Registration Rights Agreement, dated as of April 4, 2022, by and among Westrock Coffee Holdings, LLC and the other parties thereto | | S-4 | | 333-264464 | | 10.1 | | August 3, 2022 | | |
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| 10.2 | | Sponsor Support Agreement, dated as of April 4, 2022, by and among Westrock Coffee Holdings, LLC, Riverview Acquisition Corp., and Riverview Sponsor Partners, LLC | | S-4 | | 333-264464 | | 10.4 | | August 3, 2022 | | |
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| 10.3# | | Form of Indemnification Agreement | | S-4 | | 333-264464 | | 10.6 | | August 3, 2022 | | |
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| 10.4 | | Credit Agreement, dated as of August 29, 2022, among Westrock Beverage Solutions, LLC, as the borrower, Westrock Coffee Company, Wells Fargo Bank, N.A., as administrative agent, collateral agent, and swingline lender, Wells Fargo Securities, LLC, as sustainability structuring agent, and each issuing bank and lender party thereto. | | 10-Q | | 001-41485 | | 10.3 | | August 29, 2022 | | |
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| 10.5 | | Incremental Assumption Agreement and Amendment No. 1, dated as of February 14, 2023, among Westrock Beverage Solutions, LLC, as borrower, Westrock Coffee Company, as holdings, the other guarantors party thereto, the Amendment No. 1 delayed draw term loan lenders, the lenders party thereto and Wells Fargo Bank, N.A., as administrative agent. | | 8-K | | 001-41485 | | 10.1 | | February 14, 2023 | | |
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| 10.6 | | Amendment No. 2, dated as of June 30, 2023, among Westrock Beverage Solutions, LLC, as the borrower, the lenders party thereto and Wells Fargo Bank, N.A., as administrative agent. | | 8-K | | 001-41485 | | 10.2 | | June 30, 2023 | | |
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| 10.7 | | Amendment No. 3, dated as of February 15, 2024, among Westrock Beverage Solutions, LLC, as the borrower, the lenders party thereto and Wells Fargo Bank, N.A., as administrative agent | | 8-K | | 001-41485 | | 10.1 | | February 15, 2024 | | |
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| 10.8 | | Incremental Assumption Agreement and Amendment No. 4, dated as of January 15, 2025, among Westrock Beverage Solutions, LLC, as the borrower, Westrock Coffee Company, as holdings, the other guarantors party thereto, the incremental revolving facility lender, the lenders and issuing banks party thereto and Wells Fargo Bank, N.A., as administrative agent and collateral agent | | 8-K | | 001-41485 | | 10.1 | | January 15, 2025 | | |
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| 10.9# | | Employment Agreement, dated August 26, 2022, by and between Westrock Coffee Company and Scott T. Ford | | 10-Q | | 001-41485 | | 10.4 | | August 29, 2022 | | |
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| 10.10# | | Employment Agreement, dated August 26, 2022, by and between Westrock Coffee Company and T. Christopher Pledger | | 10-Q | | 001-41485 | | 10.5 | | August 29, 2022 | | |
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| 10.11# | | Employment Agreement, dated August 26, 2022, by and between Westrock Coffee Company and William A. Ford | | 10-Q | | 001-41485 | | 10.6 | | August 29, 2022 | | |
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| 10.12# | | Employment Agreement, dated August 26, 2022, by and between Westrock Coffee Company and Robert P. McKinney | | 10-K | | 001-41485 | | 10.9 | | March 21, 2023 | | |
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| 10.13# | | Employment Agreement, dated August 26, 2022, by and between Westrock Coffee Company and John Blake Schuhmacher | | 10-K | | 001-41485 | | 10.10 | | March 21, 2023 | | |
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| 10.14# | | Westrock Coffee Company 2022 Equity Incentive Plan | | 10-Q | | 001-41485 | | 10.7 | | August 29, 2022 | | |
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| 10.15# | | Form of Restricted Stock Unit Award Agreement | | 10-Q | | 001-41485 | | 10.8 | | November 14, 2022 | | |
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| 10.16# | | Form of Restricted Stock Unit Award Agreement | | 10-Q | | 001-41485 | | 10.3 | | May 9, 2024 | | |
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| 10.17# | | Westrock Coffee Company Annual Cash Incentive Plan | | 10-Q | | 001-41485 | | 10.8 | | August 29, 2022 | | |
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| 10.18# | | Amended and Restated Westrock Coffee Company 2020 Stock Option Incentive Plan | | 10-Q | | 001-41485 | | 10.9 | | August 29, 2022 | | |
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| 10.19# | | Westrock Coffee Holdings, LLC Form of Option Award Agreement | | S-4 | | 333-264464 | | 10.19 | | August 3, 2022 | | |
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| 10.20# | | Westrock Coffee Holdings, LLC Form of Restricted Unit Award Agreement | | S-4 | | 333-264464 | | 10.20 | | August 3, 2022 | | |
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| 10.21# | | Westrock Coffee Company Deferred Compensation Plan for Non-Employee Directors | | | | | | | | | | * |
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| 10.22 | | Dealer Manager Agreement, dated as of August 28, 2024, by and among Westrock Coffee Company, Stifel, Nicolaus & Company, Incorporated, as dealer manager | | S-4 | | 333-281807 | | 10.20 | | August 28, 2024 | | |
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| 10.23 | | Tender and Support Agreement, dated as of August 28, 2024, by and among Westrock Coffee Company and the warrant holders party thereto | | S-4 | | 333-281807 | | 10.21 | | August 28, 2024 | | |
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| 19 | | Westrock Coffee Company Insider Trading and Information Policy | | | | | | | | | | * |
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| 21 | | List of Subsidiaries of Westrock Coffee Company | | | | | | | | | | * |
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| 23 | | Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm | | | | | | | | | | * |
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| 31.1 | | Chief Executive Officer—Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | | | | | | | | | | * |
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| 31.2 | | Chief Financial Officer—Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | | | | | | | | | | * |
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| 32.1 | | Chief Executive Officer—Certification pursuant to Rule13a-14(b) or Rule 15d-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | | | | | | | | | | ** |
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| 32.2 | | Chief Financial Officer—Certification pursuant to Rule 13a-14(b) or Rule 15d-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | | | | | | | | | | ** |
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| 97 | | Westrock Coffee Company Compensation Recovery Policy (“Clawback Policy”) | | 10-K | | 001-41485 | | 97 | | March 15, 2024 | | |
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| 101.INS | | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | | | | | | | | | | * |
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| 101.SCH | | XBRL Taxonomy Extension Schema Document. | | | | | | | | | | * |
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| 101.CAL | | XBRL Taxonomy Calculation Linkbase Document. | | | | | | | | | | * |
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| 101.DEF | | XBRL Definition Linkbase Document. | | | | | | | | | | * |
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| 101.LAB | | XBRL Taxonomy Label Linkbase Document. | | | | | | | | | | * |
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| 101.PRE | | XBRL Taxonomy Presentation Linkbase Document. | | | | | | | | | | * |
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| 104 | | Cover Page Interactive Data File – The Cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | | | | | | | | | | |
- Filed herewith.
** Furnished herewith.
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