Westrock Coffee Co. Files Material Definitive Agreement

TL;DR

Westrock Coffee just signed a big deal, details TBD.

AI Summary

On March 15, 2024, Westrock Coffee Company entered into a material definitive agreement. The filing does not provide specific details on the agreement or any associated dollar amounts, but it indicates a significant event for the company.

Why It Matters

This filing signals a significant business development for Westrock Coffee Company, potentially impacting its operations, partnerships, or financial structure.

Risk Assessment

Risk Level: medium — The lack of specific details in the filing regarding the material definitive agreement introduces uncertainty about its implications.

Key Players & Entities

• Westrock Coffee Company (company) — Registrant
• March 15, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — red Shares of common stock, par value $0.01 per share WEST The Nasdaq Stock Mar

Filing Documents

• tm248676d1_8k.htm (8-K) — 40KB
• tm248676d1_ex1-1.htm (EX-1.1) — 287KB
• tm248676d1_ex5-1.htm (EX-5.1) — 9KB
• 0001104659-24-035092.txt ( ) — 622KB
• west-20240315.xsd (EX-101.SCH) — 4KB
• west-20240315_def.xml (EX-101.DEF) — 26KB
• west-20240315_lab.xml (EX-101.LAB) — 36KB
• west-20240315_pre.xml (EX-101.PRE) — 25KB
• tm248676d1_8k_htm.xml (XML) — 6KB

01. Entry

Item 1.01. Entry into a Material Definitive Agreement. On March 15, 2024, Westrock Coffee Company, a Delaware corporation (the " Company "), entered into an Equity Distribution Agreement (the " Equity Distribution Agreement ") with Wells Fargo Securities, LLC ( " Wells Fargo ") and Truist Securities, Inc. (" Truist ," and together with Wells Fargo, the " Agents "), pursuant to which the Company may from time to time offer and sell shares of the Company's common stock, par value $0.01 per share (the " Common Stock "), not to exceed 5,000,000 shares of Common Stock in the aggregate (the " Placement Securities "), through the Agents as part of an "at the market" offering program. The offer and sale of the Placement Securities will be made pursuant to the Company's shelf registration statement on Form S-3 (File No. 333-274827) that was declared effective by the U.S. Securities and Exchange Commission (the " SEC ") on November 17, 2023, and a related prospectus supplement, which the Company filed with the SEC on March 15, 2024. The Company is not obligated to sell any Placement Securities pursuant to the Equity Distribution Agreement. Subject to the terms and conditions of the Equity Distribution Agreement, the Agents have agreed to use commercially reasonable efforts, consistent with their normal trading and sales practices, to sell Placement Securities from time to time in accordance with the Company's placement notice, including any price, time or size limits or other customary parameters or conditions the Company may deem appropriate. Under the Equity Distribution Agreement and permitted by law and deemed to be an "at-the-market offering" as defined in Rule 415 of the Securities Act and the rules and regulations thereunder, including, without limitation, sales made directly on the Nasdaq Global Select Market at market prices prevailing

01

Item 9.01. Financial (d) Exhibits. Exhibit No. Description of Exhibit 1.1 Equity Distribution Agreement, dated March 15, 2024, by and among Westrock Coffee Company, Wells Fargo Securities, LLC and Truist Securities, Inc. 5.1 Opinion of Wachtell, Lipton, Rosen & Katz 23.1 Consent of Wachtell, Lipton, Rosen & Katz (contained in Exhibit 5.1) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WESTROCK COFFEE COMPANY By: /s/ Robert P. McKinney Name: Robert P. McKinney Title: Chief Legal Officer Dated: March 15, 2024

View Full Filing

View this 8-K filing on SEC EDGAR