0001558370-22-014048 | 10-Q | XBRL Viewer

Subsequent Events	6 Months Ended
Jun. 30, 2022
Subsequent Events
Subsequent Events	Note 18. Subsequent Events On August 26, 2022, in accordance with the Transaction Agreement, the Company completed its previously announced de-SPAC merger transaction with Riverview. The Company issued 6,618,151 million shares of Common Stock to shareholders of Riverview, receiving $66.3 million of the cash held in the trust account of Riverview. The 6,618,151 million shares include 1,910,000 shares issued to PIPE investors who elected to satisfy their PIPE commitments through the purchase of Riverview Class A Shares on the public market, as permitted under the terms of their subscription agreements. As a part of the Transaction, Westrock converted from a Delaware limited liability company to a Delaware corporation and the Company changed its corporate name from “Westrock Coffee Holdings, LLC” to “Westrock Coffee Company.” Substantially concurrently with the closing of the Transaction, the Company has received $230.9 million in gross proceeds (which amount includes the contribution to the Company of the Subordinated Notes and the Convertible Note, defined below) from PIPE Financing and has entered into a credit agreement among the Company, WBS, as the borrower, Wells Fargo Bank, N.A. as administrative agent, as collateral agent, and as swingline leader, Wells Fargo Securities, LLC, as sustainability structuring agent, and each issuing bank and lender party thereto, that includes (a) the Revolving Credit Facility in an initial aggregate principal amount of $175.0 million, under which there were no outstanding borrowings as of August 29, 2022, and (b) the Term Loan Facility in an initial aggregate principal amount of $175.0 million. Proceeds from the Transaction and the Term Loan Facility were used, in part, to retire borrowings under the Company’s existing term loan agreement and asset-based lending facility. The Revolving Credit Facility and the Term Loan Facility will mature on August 29, 2027. In connection with the Transaction, on July 14, 2022, and as discussed within Note 10, pursuant to the terms of the subscription agreement entered into between the Company and Wooster, in which Wooster agreed to subscribe for and purchase, and the Company agreed to issue and sell to Wooster, prior to and substantially concurrently with the closing of the Transaction, an aggregate of 2,150,000 shares of Common Stock at a purchase price of $10.00 per share, for aggregate gross proceeds of $21,500,000 to the Company, Wooster pre-funded $11.7 million of its commitment (the “Wooster Pre-fund”) and in exchange thereof was issued a subordinated convertible note by the Company (the “Convertible Note”). The Convertible Note had a principal amount of $11.7 million, a maturity of one year and an interest rate of 8% per annum which was payable quarterly on the last business day of each quarter. On August 26, 2022, in connection with the closing of the Transaction, the Convertible Note automatically converted, in accordance with its terms, into 1,170,000 shares of Common Stock.

Subsequent Events

6 Months Ended

Jun. 30, 2022

Note 18. Subsequent Events

On August 26, 2022, in accordance with the Transaction Agreement, the Company completed its previously announced de-SPAC merger transaction with Riverview. The Company issued 6,618,151 million shares of Common Stock to shareholders of Riverview, receiving $66.3 million of the cash held in the trust account of Riverview. The 6,618,151 million shares include 1,910,000 shares issued to PIPE investors who elected to satisfy their PIPE commitments through the purchase of Riverview Class A Shares on the public market, as permitted under the terms of their subscription agreements. As a part of the Transaction, Westrock converted from a Delaware limited liability company to a Delaware corporation and the Company changed its corporate name from “Westrock Coffee Holdings, LLC” to “Westrock Coffee Company.” Substantially concurrently with the closing of the Transaction, the Company has received $230.9 million in gross proceeds (which amount includes the contribution to the Company of the Subordinated Notes and the Convertible Note, defined below) from PIPE Financing and has entered into a credit agreement among the Company, WBS, as the borrower, Wells Fargo Bank, N.A. as administrative agent, as collateral agent, and as swingline leader, Wells Fargo Securities, LLC, as sustainability structuring agent, and each issuing bank and lender party thereto, that includes (a) the Revolving Credit Facility in an initial aggregate principal amount of $175.0 million, under which there were no outstanding borrowings as of August 29, 2022, and (b) the Term Loan Facility in an initial aggregate principal amount of $175.0 million. Proceeds from the Transaction and the Term Loan Facility were used, in part, to retire borrowings under the Company’s existing term loan agreement and asset-based lending facility. The Revolving Credit Facility and the Term Loan Facility will mature on August 29, 2027.

In connection with the Transaction, on July 14, 2022, and as discussed within Note 10, pursuant to the terms of the subscription agreement entered into between the Company and Wooster, in which Wooster agreed to subscribe for and purchase, and the Company agreed to issue and sell to Wooster, prior to and substantially concurrently with the closing of the Transaction, an aggregate of 2,150,000 shares of Common Stock at a purchase price of $10.00 per share, for aggregate gross proceeds of $21,500,000 to the Company, Wooster pre-funded $11.7 million of its commitment (the “Wooster Pre-fund”) and in exchange thereof was issued a subordinated convertible note by the Company (the “Convertible Note”). The Convertible Note had a principal amount of $11.7 million, a maturity of one year and an interest rate of 8% per annum which was payable quarterly on the last business day of each quarter. On August 26, 2022, in connection with the closing of the Transaction, the Convertible Note automatically converted, in accordance with its terms, into 1,170,000 shares of Common Stock.

Organization and Description of Business	6 Months Ended
Jun. 30, 2022
Organization and Description of Business
Organization and Description of Business	WESTROCK COFFEE COMPANY (f/k/a Westrock Coffee Holdings, LLC) NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Note 1. Organization and Description of Business Westrock Coffee Company (f/k/a Westrock Coffee Holdings, LLC) (the “Company,” “Westrock,” “we,” “us,” or “our”), a Delaware corporation is a leading integrated coffee, tea, flavors, extracts, and ingredients solutions provider in the United States, providing coffee sourcing, supply chain management, product development, roasting, packaging, and distribution services to the retail, food service and restaurant, convenience store and travel center, non-commercial account, CPG, and hospitality industries around the world. The Company has an 85% ownership interest in Falcon Coffees Limited, which operates our trading business and is reported within our Sustainable Sourcing & Traceability segment. Equity interests not owned by us are reflected as non-controlling interests. In the Condensed Consolidated Statements of Operations, we allocate net income (loss) attributable to non-controlling interest to arrive at net income (loss) attributable to unitholders based on their proportionate share. The Company operates seven manufacturing facilities, three of which are located in Concord, North Carolina, two in North Little Rock, Arkansas, one in Kigali, Rwanda, and one in Johor Bahru, Malaysia. On August 26, 2022, in accordance with the transaction agreement, dated April 4, 2022, by and among the Company, Riverview Acquisition Corp., a special purpose acquisition vehicle and a Delaware corporation (“Riverview”), and the other parties thereto (as amended, modified or supplemented, the “Transaction Agreement”), the Company completed its previously announced de-SPAC merger transaction (the “Transaction”) with Riverview. In connection with the closing of the Transaction, the Company converted from a Delaware limited liability company to a Delaware corporation and changed its corporate name from “Westrock Coffee Holdings, LLC” to “Westrock Coffee Company” (the “Conversion”). Substantially concurrently with the closing of the Transaction, the Company has received $230.9 million in gross proceeds (which amount includes contribution to the Company of certain notes) from common stock PIPE investments at $10.00 per share (the “PIPE Financing”), $66.3 million from the trust account of Riverview, and has entered into a credit agreement (the “Credit Agreement”) among the Company, Westrock Beverage Solutions, LLC (f/k/a Westrock Coffee Company, LLC), a Delaware limited liability company and wholly owned subsidiary of the Company (“WBS”), as the borrower, Wells Fargo Bank, N.A. as administrative agent, as collateral agent, and as swingline leader, Wells Fargo Securities, LLC as sustainability structuring agent, and each issuing bank and lender party thereto, that includes (a) a senior secured first lien revolving credit facility in an initial aggregate principal amount of $175.0 million (the “Revolving Credit Facility”) and (b) a senior secured first lien term loan facility in an initial aggregate principal amount of $175.0 million (the “Term Loan Facility”). Proceeds from Transaction and new Term Loan Facility of $175.0 million were used to pay off and terminate our then existing term loan and asset-based lending agreements, and to pay expenses related to the Transaction and Credit Agreement. Following these payments, the Company had net proceeds of approximately $87.0 million and has $175.0 million of available borrowing capacity under our Revolving Credit Facility. See Note 18 for additional disclosures related to the Transaction.

Organization and Description of Business

6 Months Ended

Jun. 30, 2022

Organization and Description of Business

Organization and Description of Business

WESTROCK COFFEE COMPANY

(f/k/a Westrock Coffee Holdings, LLC)

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1. Organization and Description of Business

Westrock Coffee Company (f/k/a Westrock Coffee Holdings, LLC) (the “Company,” “Westrock,” “we,” “us,” or “our”), a Delaware corporation is a leading integrated coffee, tea, flavors, extracts, and ingredients solutions provider in the United States, providing coffee sourcing, supply chain management, product development, roasting, packaging, and distribution services to the retail, food service and restaurant, convenience store and travel center, non-commercial account, CPG, and hospitality industries around the world.

The Company has an 85% ownership interest in Falcon Coffees Limited, which operates our trading business and is reported within our Sustainable Sourcing & Traceability segment. Equity interests not owned by us are reflected as non-controlling interests. In the Condensed Consolidated Statements of Operations, we allocate net income (loss) attributable to non-controlling interest to arrive at net income (loss) attributable to unitholders based on their proportionate share.

The Company operates seven manufacturing facilities, three of which are located in Concord, North Carolina, two in North Little Rock, Arkansas, one in Kigali, Rwanda, and one in Johor Bahru, Malaysia.

On August 26, 2022, in accordance with the transaction agreement, dated April 4, 2022, by and among the Company, Riverview Acquisition Corp., a special purpose acquisition vehicle and a Delaware corporation (“Riverview”), and the other parties thereto (as amended, modified or supplemented, the “Transaction Agreement”), the Company completed its previously announced de-SPAC merger transaction (the “Transaction”) with Riverview. In connection with the closing of the Transaction, the Company converted from a Delaware limited liability company to a Delaware corporation and changed its corporate name from “Westrock Coffee Holdings, LLC” to “Westrock Coffee Company” (the “Conversion”).

Substantially concurrently with the closing of the Transaction, the Company has received $230.9 million in gross proceeds (which amount includes contribution to the Company of certain notes) from common stock PIPE investments at $10.00 per share (the “PIPE Financing”), $66.3 million from the trust account of Riverview, and has entered into a credit agreement (the “Credit Agreement”) among the Company, Westrock Beverage Solutions, LLC (f/k/a Westrock Coffee Company, LLC), a Delaware limited liability company and wholly owned subsidiary of the Company (“WBS”), as the borrower, Wells Fargo Bank, N.A. as administrative agent, as collateral agent, and as swingline leader, Wells Fargo Securities, LLC as sustainability structuring agent, and each issuing bank and lender party thereto, that includes (a) a senior secured first lien revolving credit facility in an initial aggregate principal amount of $175.0 million (the “Revolving Credit Facility”) and (b) a senior secured first lien term loan facility in an initial aggregate principal amount of $175.0 million (the “Term Loan Facility”). Proceeds from Transaction and new Term Loan Facility of $175.0 million were used to pay off and terminate our then existing term loan and asset-based lending agreements, and to pay expenses related to the Transaction and Credit Agreement. Following these payments, the Company had net proceeds of approximately $87.0 million and has $175.0 million of available borrowing capacity under our Revolving Credit Facility. See Note 18 for additional disclosures related to the Transaction.

Related Party Transactions

6 Months Ended

Jun. 30, 2022

Related Party Transactions

Related Party Transactions

Note 17. Related Party Transactions

The Company transacts with certain entities or persons that have ownership in the Company, and/or for which our co-founder and Chief Executive Officer Scott Ford, our co-founder and Chairman, Joe Ford, or close family members of the Fords, have ownership interests in. As such, these persons and entities are deemed related parties.

In connection with the acquisition of S&D on February 28, 2020, certain affiliates of BBH were issued CEP Units, at which time BBH became a related party.

The consolidated financial statements reflect the following transactions with related parties:


(Thousands)	June 30, 2022		December 31, 2021
Short-term related party debt:
Brown Brothers Harriman¹	$	—	$	34,199

Subordinated related party debt:
Wooster Capital²		9,800		9,800
Jo Ellen Ford¹		3,500		3,500
Total	$	13,300	$	13,300


	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands)	2022		2021		2022		2021
Interest expense, net:
Brown Brothers Harriman¹	$	—	$	287	$	541	$	578
Wooster Capital²		149		147		296		297
Jo Ellen Ford¹		53		52		106		106
Westrock Finance, LLC²		—		97		—		192
Total	$	202	$	583	$	943	$	1,173

1 – Related through common ownership

2 – Related through common ownership and management

In connection with the acquisition of S&D in February 2020, the Company entered into a Management Services Agreement with Westrock Group, LLC (“Westrock Group”), which expires February 2023. Under the terms of the agreement Westrock Group will be paid $10.0 million in return for financial, managerial, operational, and strategic services. The associated expense is recorded within selling, general and administrative expense in our Condensed Consolidated Statements of Operations. The Company recognized $0.8 million and $1.7 million of such expenses during the three and six months ended, respectively, for both June 30, 2022 and 2021. In addition, the Company reimburses Westrock Group for the usage of a corporate aircraft, and its portion of shared office space. For the three and six months ended June 30, 2022, the Company incurred expenses of $0.2 million and $0.5 million, respectively, for such items, which are recorded in selling, general and administrative expenses on our Condensed Consolidated Statements of Operations. For the three and six months ended June 30, 2021, the Company incurred expenses of $0.2 million and $0.3

million, respectively, for such items. At June 30, 2022 and December 31, 2021, we had payables to Westrock Group of $0.5 million and $0.2 million, respectively, reported within accrued expenses and other current liabilities on our Condensed Consolidated Balance Sheets.

Revenue - Disaggregated Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Revenue
Net sales	$ 223,413	$ 171,144	$ 409,841	$ 326,475
Coffee & tea
Revenue
Net sales	140,614	108,725	262,296	211,609
Flavors, extracts & ingredients
Revenue
Net sales	29,397	24,607	55,063	47,335
Other
Revenue
Net sales	854	1,073	1,867	2,724
Green coffee
Revenue
Net sales	$ 52,548	$ 36,739	$ 90,615	$ 64,807

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130543-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Revenue - Contract Balances (Details) - USD ($)	Jun. 30, 2022	Dec. 31, 2021
Revenue
Capitalized contract costs	$ 0	$ 0
Revenue
Revenue
Receivables from contracts with customers	$ 98,100,000	$ 89,000,000.0

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2022

Fair Value Measurements

Summarizes the fair value of financial instruments


	June 30, 2022
(Thousands)	Level 1		Level 2		Level 3		Total
Assets:
Green coffee associated with forward contracts	$	—	$	55,952	$	—	$	55,952
Forward sales contracts		—		14,990		—		14,990
Coffee options		702		—		—		702
Total	$	702	$	70,942	$	—	$	71,644

Liabilities:
Coffee futures contracts	$	829	$	—	$	—	$	829
Forward purchase contracts		—		6,754		—		6,754
Total	$	829	$	6,754	$	—	$	7,583


	December 31, 2021
(Thousands)	Level 1		Level 2		Level 3		Total
Assets:
Green coffee associated with forward contracts	$	—	$	47,845	$	—	$	47,845
Coffee futures contracts		172		—		—		172
Forward sales contracts		—		13,593		—		13,593
Total	$	172	$	61,438	$	—	$	61,610

Liabilities:
Forward purchase contracts	$	—	$	14,021	$	—	$	14,021
Total	$	—	$	14,021	$	—	$	14,021

- Definition

Tabular disclosure of financial instruments measured at fair value, including those classified in shareholders' equity measured on a recurring or nonrecurring basis. Disclosures include, but are not limited to, fair value measurements recorded and the reasons for the measurements, level within the fair value hierarchy in which the fair value measurements are categorized and transfers between levels 1 and 2. Nonrecurring fair value measurements are those that are required or permitted in the statement of financial position in particular circumstances.

+ References + Details

Leases - Schedule of future minimum lease payments under non-cancellable operating leases (Details) $ in Thousands	Jun. 30, 2022 USD ($)
Leases
Remainder of 2022	$ 1,633
2023	3,121
2024	2,743
2025	2,075
2026	1,439
Thereafter	3,125
Total future minimum lease payments	14,136
Less: imputed interest	(2,881)
Present value of minimum lease payments	$ 11,255

Intangible Assets, Net

6 Months Ended

Jun. 30, 2022

Intangible Assets, Net

Intangible Assets, Net

Note 8. Intangible Assets, Net

The following table summarizes intangible assets, net as of June 30, 2022 and December 31, 2021:


	June 30, 2022
			Accumulated
(Thousands)	Cost		Amortization		Net
Customer relationships	$	137,500	$	(15,388)	$	122,112
Favorable lease asset		220		(101)		119
Software		805		(471)		334
Intangible assets, net	$	138,525	$	(15,960)	$	122,565


	December 31, 2021
			Accumulated
(Thousands)	Cost		Amortization		Net
Customer relationships	$	137,500	$	(12,091)	$	125,409
Favorable lease asset		220		(79)		141
Software		758		(394)		364
Intangible assets, net	$	138,478	$	(12,564)	$	125,914

Amortization expense of intangible assets was $1.7 million and $3.4 million for the three and six months ended June 30, 2022, respectively, and amortization expense of intangible assets was $1.7 million and $3.3 million for the three and six months ended June 30, 2021, respectively. As of June 30, 2022, the weighted average useful life for definite-lived intangibles is approximately 20 years.

Accumulated Other Comprehensive Income

6 Months Ended

Jun. 30, 2022

Accumulated Other Comprehensive Income.

Accumulated Other Comprehensive Income

Note 13. Accumulated Other Comprehensive Income

Changes in accumulated other comprehensive loss, net of tax by component is as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands)	2022		2021		2022		2021
Cash flow hedge changes in fair value gain (loss):
Balance at beginning of period	$	6,899	$	2,565	$	11,759	$	3,581
Other comprehensive income (loss) before reclassifications		(531)		7,289		(2,800)		6,545
Amounts reclassified from accumulated comprehensive income		(2,701)		(1,302)		(6,831)		(1,900)
Tax effect		807		(1,461)		2,346		(1,135)
Net accumulated other comprehensive income		4,474		7,091		4,474		7,091
Less: Other comprehensive income attributable to noncontrolling interests		—		—		—		—
Balance at end of period		4,474		7,091		4,474		7,091
Foreign currency translation gain
Balance at beginning of period		259		153		259		239
Other comprehensive income (loss) before reclassifications		(9)		21		(9)		(65)
Amounts reclassified from accumulated comprehensive income		—		—		—		—
Tax effect		—		—		—		—
Net other comprehensive income		250		174		250		174
Less: Other comprehensive income attributable to noncontrolling interests		—		—		—		—
Balance at end of period		250		174		250		174
Accumulated other comprehensive income at end of period	$	4,724	$	7,265	$	4,724	$	7,265

Property, Plant and Equipment, Net

6 Months Ended

Jun. 30, 2022

Property, Plant and Equipment, Net.

Property, Plant and Equipment, Net

Note 6. Property, Plant and Equipment, Net

The following table summarizes property, plant and equipment, net:


(Thousands)	Depreciable Lives	June 30, 2022		December 31, 2021
Land		$	9,123	$	9,150
Buildings	10-40 years		44,082		43,895
Leasehold improvements¹			786		613
Plant equipment	3-15 years		89,951		88,155
Vehicles and transportation equipment	3-5 years		799		876
IT systems	3-7 years		2,454		2,453
Furniture and fixtures	3-10 years		2,929		2,746
Customer beverage equipment²	3-5 years		23,184		24,341
Lease right-of-use assets³			10		—
Construction in progress and equipment deposits			18,066		8,025
			191,384		180,254
Less: accumulated depreciation			(59,582)		(52,641)
Property, plant and equipment, net		$	131,802	$	127,613

1 - Leasehold improvements are amortized over the shorter of their estimated useful lives or the related lease life.

2 - Customer beverage equipment consists of brewers held on site at customer locations.

3 - Lease right-of-use assets are amortized over the shorter of the useful life of the asset or the lease term.

Depreciation expense for the three and six months ended June 30, 2022 was $4.3 million and $8.5 million, respectively, and depreciation expense for the three and six months ended June 30, 2021 was $4.4 million and $9.0 million, respectively. Assets classified as construction in progress and equipment deposits are not depreciated, as they are not ready for production use. All assets classified as construction in progress and equipment deposits at June 30, 2022 are expected to be in production use.

Segment Information - Selected Financial Data (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Segment Information
Net sales	$ 223,413	$ 171,144	$ 409,841	$ 326,475
Adjusted EBITDA	13,293	11,183	24,687	19,492
Interest expense, net	8,813	8,261	16,861	15,669
Income tax benefit	(1,499)	(502)	(3,083)	(1,443)
Depreciation and amortization	5,952	6,071	11,966	12,314
Acquisition, restructuring and integration expense	2,304	926	4,787	1,943
Management and consulting fees	866	1,595	2,201	3,200
Equity-based compensation	308	306	479	612
Mark-to-market adjustments	1,395	(2)	250	(1,975)
Loss (gain) on disposal of property, plant and equipment	184	(25)	289	243
Other	(789)	621	(1,461)	1,121
Net loss	(5,819)	(6,068)	(10,524)	(12,192)
Total assets	661,446	562,763	661,446	562,763	$ 593,020
Operating Segments \| Beverage Solutions.
Segment Information
Net sales	170,865	134,405	319,226	261,668
Adjusted EBITDA	12,471	10,330	22,891	18,462
Total assets	546,449	493,686	546,449	493,686
Operating Segments \| Sustainable, Sourcing and Traceability
Segment Information
Net sales	58,459	41,322	106,232	74,021
Adjusted EBITDA	822	853	1,796	1,030
Total assets	114,997	69,077	114,997	69,077
Intersegment Eliminations
Segment Information
Net sales	$ (5,911)	$ (4,583)	$ (15,617)	$ (9,214)

Derivatives

6 Months Ended

Jun. 30, 2022

Derivatives

Derivatives

Note 11. Derivatives

We record all derivatives, whether designated in a hedging relationship or not, at fair value on the Condensed Consolidated Balance Sheets. We use various types of derivative instruments including, but not limited to, forward contracts, futures contracts, and options contracts for certain commodities. Forward and futures contracts are agreements to buy or sell a quantity of a commodity at a predetermined future date, and at a predetermined rate or price. Forward contracts are traded over the counter whereas future contracts are traded on an exchange. Option contracts are agreements to facilitate a potential transaction involving the commodity at a preset price and date.

The accounting for gains and losses that result from changes in the fair values of derivative instruments depends on whether the derivatives have been designated and qualify as hedging instruments and the types of hedging relationships. Derivatives can be designated as fair value hedges, cash flow hedges or hedges of net investments in foreign operations. The changes in the fair values of derivatives that have not been designated and for which hedge accounting is not applied, are recorded in the same line item in our Condensed Consolidated Statements of Operations as the changes in the fair value of the hedged items attributable to the risk being hedged. The changes in fair values of derivatives that have been designated and qualify as cash flow hedges are recorded in accumulated other comprehensive income (“AOCI”) and are reclassified into the line item in the Condensed Consolidated Statements of Operations in which the hedged items are recorded in the same period the hedged items affect earnings.

For derivatives that will be accounted for as hedging instruments, we formally designate and document, at inception, the financial instrument as a hedge of a specific underlying exposure, the risk management objective and the strategy for undertaking the hedge transaction. In addition, we formally assess both at the inception and at least quarterly thereafter, whether the financial instruments used in hedging transactions are highly effective at offsetting changes in either the fair values or cash flows of the related underlying exposures.

We use cash flow hedges to minimize the variability in cash flows of assets or liabilities or forecasted transactions caused by fluctuations in commodity prices. The changes in fair values of hedges that are determined to be ineffective are immediately reclassified from AOCI into earnings. We did not discontinue any cash flow hedging relationships during the six months ended June 30, 2022 or 2021.

Within our Beverage Solutions segment, we have entered into coffee futures and options contracts to hedge our exposure to price fluctuations on green coffee associated with certain price-to-be-fixed purchase contracts, which generally range from three to twelve months in length. These derivative instruments have been designated and qualified as a part of our commodity cash flow hedging program. The objective of this hedging program is to reduce the variability of cash flows associated with future purchases of green coffee.

The notional amount for the coffee futures contracts that were designated and qualified for our commodity cash flow hedging program was 1.5 million pounds and 7.9 million pounds as of June 30, 2022 and December 31, 2021, respectively. During the three and six months ended June 30, 2022, the Company purchased coffee futures contracts and coffee options contracts under our cash flow hedging program with aggregate notional amounts of 6.9 million pounds and 48.2 million pounds, respectively. During the three and six months ended June 30, 2021, the Company purchased coffee futures contracts and coffee options contracts under our cash flow hedging program with aggregate notional amounts of 21.3 million pounds and 48.6 million pounds, respectively.

Approximately $2.7 million and $6.8 million of net realized gains, representing the effective portion of the cash flow hedge, were subsequently reclassified from AOCI to earnings and recognized in costs of sales in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2022, respectively. Approximately $1.3 million and $1.9 million of net realized gains, representing the effective portion of the cash flow hedge, were subsequently reclassified from AOCI to earnings and recognized in costs of sales in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021, respectively. As of June 30, 2022, the estimated amount of net gains reported in AOCI that is expected to be reclassified to the Condensed Consolidated Statements of Operations within the next twelve months is $2.1 million.

Within our Sustainable Sourcing & Traceability segment, the Company’s forward sales and forward purchase contracts are for physical delivery of green coffee in a future period. While the Company considers these contracts to be effective economic hedges, the Company does not designate or account for forward sales or forward purchase contracts as hedges as defined under current accounting standards. See Note 4 for a description of the treatment of realized and unrealized gains and losses on forward sales and forward purchase contracts.

The fair value of our derivative assets and liabilities included in the Condensed Consolidated Balance Sheets are set forth below:


(Thousands)	Balance Sheet Location	June 30, 2022		December 31, 2021
Derivative assets designated as cash flow hedging instruments:
Coffee futures contracts¹	Derivative assets	$	—	$	172
Coffee options	Derivative assets		702		—
Total		$	702	$	172

Derivative assets not designated as cash flow hedging instruments:
Forward sales contracts	Derivative assets	$	14,990	$	13,593
Total			14,990		13,593
Total derivative assets		$	15,692	$	13,765

Derivative liabilities designated as cash flow hedging instruments:
Coffee futures contracts¹	Derivative liabilities	$	829	$	—
Coffee options	Derivative liabilities		—		—
Total		$	829	$	—

Derivative liabilities not designated as cash flow hedging instruments:
Forward purchase contracts	Derivative liabilities	$	6,754	$	14,021
Total			6,754		14,021
Total derivative liabilities		$	7,583	$	14,021

1 - The fair value of coffee futures excludes amounts related to margin accounts.

The following table presents the pre-tax net gains and losses for our derivative instruments:


		Three Months Ended June 30,				Six Months Ended June 30,
(Thousands)	Statement of Operations Location	2022		2021		2022		2021
Derivative assets designated as cash flow hedging instruments:
Net realized gains (losses) on coffee derivatives	Costs of sales	$	2,701	$	1,302	$	6,831	$	1,900

Derivative assets and liabilities not designated as cash flow hedging instruments:
Net unrealized gains (losses) on forward sales and purchase contracts	Costs of sales	$	291	$	(3,038)	$	7,237	$	(581)

Derivatives - Other (Details) lb in Millions, $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
Derivatives - Other (Details) lb in Millions, $ in Millions	Jun. 30, 2022 USD ($) lb	Jun. 30, 2021 USD ($) lb	Jun. 30, 2022 USD ($) lb	Jun. 30, 2021 USD ($) lb	Dec. 31, 2021 lb
Derivatives
Net gains reported in AOCI expected to be reclassified \| $			$ 2.1
Cash flow hedging
Derivatives
Gain (loss) reclassified from accumulated other comprehensive income \| $		$ 1.3		$ 1.9
Net gains reported in AOCI expected to be reclassified \| $	$ 2.7		$ 6.8
Coffee futures contracts \| Cash flow hedging
Derivatives
Notional amount of derivative purchased \| lb	6.9	21.3
Coffee futures contracts \| Designated as hedges \| Cash flow hedging
Derivatives
Derivative notional amount \| lb			1.5		7.9
Coffee options \| Cash flow hedging
Derivatives
Notional amount of derivative purchased \| lb			48.2	48.6

Derivatives - Pre-tax net gains and losses (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Derivatives
Net unrealized gains (losses)	$ (2,425)	$ 4,526	$ (7,285)	$ 3,510
Designated as hedges \| Cash flow hedging \| Coffee derivatives \| Cost of sales
Derivatives
Net realized gains (losses)	2,701	1,302	6,831	1,900
Not designated as hedges \| Cash flow hedging \| Forward sales and purchase contracts \| Cost of sales
Derivatives
Net unrealized gains (losses)	$ 291	$ (3,038)	$ 7,237	$ (581)

Derivatives - Fair value of assets and liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Derivatives
Fair value of derivative assets	$ 15,692	$ 13,765
Fair value of derivative liabilities	7,583	14,021
Designated as hedges
Derivatives
Fair value of derivative assets	702	172
Fair value of derivative liabilities	829
Designated as hedges \| Coffee futures contracts \| Derivative assets
Derivatives
Fair value of derivative assets		172
Designated as hedges \| Coffee futures contracts \| Derivative liabilities
Derivatives
Fair value of derivative liabilities	829
Designated as hedges \| Coffee options \| Derivative assets
Derivatives
Fair value of derivative assets	702
Not designated as hedges
Derivatives
Fair value of derivative assets	14,990	13,593
Fair value of derivative liabilities	6,754	14,021
Not designated as hedges \| Forward sales contracts \| Derivative assets
Derivatives
Fair value of derivative assets	14,990	13,593
Not designated as hedges \| Forward purchase contracts \| Derivative liabilities
Derivatives
Fair value of derivative liabilities	$ 6,754	$ 14,021

Fair Value Measurements (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Fair Value Measurements
Assets	$ 71,644	$ 61,610
Liabilities	7,583	14,021
Green coffee associated with forward contracts
Fair Value Measurements
Assets	55,952	47,845
Forward sales contracts
Fair Value Measurements
Assets	14,990	13,593
Coffee futures contracts
Fair Value Measurements
Assets		172
Liabilities	829
Forward purchase contracts
Fair Value Measurements
Liabilities	6,754	14,021
Coffee options
Fair Value Measurements
Assets	702
Level 1
Fair Value Measurements
Assets	702	172
Liabilities	829
Level 1 \| Coffee futures contracts
Fair Value Measurements
Assets		172
Liabilities	829
Level 1 \| Coffee options
Fair Value Measurements
Assets	702
Level 2
Fair Value Measurements
Assets	70,942	61,438
Liabilities	6,754	14,021
Level 2 \| Green coffee associated with forward contracts
Fair Value Measurements
Assets	55,952	47,845
Level 2 \| Forward sales contracts
Fair Value Measurements
Assets	14,990	13,593
Level 2 \| Forward purchase contracts
Fair Value Measurements
Liabilities	$ 6,754	$ 14,021

Subsequent Events (Details) - Subsequent Event - USD ($)	Aug. 26, 2022	Jul. 14, 2022	Aug. 29, 2022
Wooster Capital
Subsequent Events
Number of shares issued		2,150,000
Purchase price (in dollars per share)		$ 10.00
Proceeds from issuance of common stock		$ 21,500,000
Pre-funded commitment		11,700,000
Wooster Capital \| Convertible Debt
Subsequent Events
Face amount		$ 11,700,000
Debt term		1 year
Interest rate (as a percent)		8.00%
Debt converted into shares	1,170,000
Riverview
Subsequent Events
Number of shares issued	6,618,151
Number of shares issued, value	$ 66,300,000
Riverview \| Common Stock PIPE Commitments
Subsequent Events
Number of shares issued	1,910,000
Riverview \| New Company
Subsequent Events
Amount received	$ 66,300,000
Riverview \| New Company \| Wells Fargo \| Term loan
Subsequent Events
Face amount	175,000,000.0
Riverview \| New Company \| Wells Fargo \| Revolving loan commitment
Subsequent Events
Outstanding borrowing			$ 0
Amount received	87,000,000.0
Face amount	175,000,000.0
Riverview \| New Company \| Common Stock PIPE Commitments
Subsequent Events
Amount received	$ 230,900,000

Revenue - Revenue from Forward Contracts (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Derivatives
Net unrealized gains (losses)	$ (2,425)	$ 4,526	$ (7,285)	$ 3,510
Forward sales contracts
Derivatives
Net unrealized gains (losses)	300	(3,000)	7,200	(600)
Revenue	$ 52,400	$ 36,500	$ 90,500	$ 63,900

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 235
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-05(b)(2))
-URI https://asc.fasb.org/extlink&oid=120399901&loc=d3e537907-122884

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 22: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(1))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

+ Details

Leases - Schedule of weighted average discount rate and remaining lease term (Details)	Jun. 30, 2022
Leases
Weighted-average discount rate	8.50%
Weighted-average remaining lease term	5 years 2 months 12 days

Goodwill (Tables)

6 Months Ended

Jun. 30, 2022

Goodwill.

Schedule of carrying goodwill


	Beverage
(Thousands)	Solutions		Total
Goodwill	$	173,936	$	173,936
Accumulated impairment loss		(76,883)		(76,883)
Balance at June 30, 2022, net	$	97,053	$	97,053

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1A
-URI https://asc.fasb.org/extlink&oid=121556970&loc=SL108378252-109267

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 2
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13854-109267

Reference 11: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 55
-Paragraph 24
-URI https://asc.fasb.org/extlink&oid=122137925&loc=d3e14258-109268

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

+ Details

Leases

6 Months Ended

Jun. 30, 2022

Leases

Leases

Note 9. Leases

We have operating leases for manufacturing and production facilities, warehouse facilities, vehicles and machinery and equipment. The remaining non-cancelable terms on our leases range from 1 year to 22 years, some of which may include options to extend the leases generally between 1 and 10 years, and some of which may include options to terminate the leases within 1 year. We do not have any leases with material residual value guarantees or restrictive covenants.

The following table summarizes the amount of right-of-use lease assets and lease liabilities included in each respective line item on the Company’s Condensed Consolidated Balance Sheets:


(Thousands)	Balance Sheet Location	June 30, 2022
Right-of-use operating lease assets	Other long-term assets	$	11,260
Operating lease liabilities - current	Accrued expenses and other current liabilities		2,382
Operating lease liabilities - noncurrent	Other long-term liabilities		8,873

Depending on the nature of the lease, lease costs are classified within costs of sales or selling, general and administrative expense on the Company’s Condensed Consolidated Statements of Operations. The components of lease costs are as follow:


(Thousands)	Three Months Ended June 30, 2022		Six Months Ended June 30, 2022
Operating lease cost	$	842	$	1,771
Short-term lease cost		224		478
Total	$	1,066	$	2,249

The following table presents information about the Company’s weighted average discount rate and remaining lease term:


	June 30, 2022
Weighted-average discount rate		8.5%
Weighted-average remaining lease term		5.2 years

Supplemental cash flow information about the Company’s leases is as follows:


(Thousands)	Six Months Ended June 30, 2022
Operating cash flows from operating leases	$	806

Finance lease assets are recorded in property, plant and equipment, net with the corresponding lease liabilities included in accrued expenses and other current liabilities and long-term debt, net on the Condensed Consolidated Balance Sheets. There were no material finance leases as of June 30, 2022.

Future minimum lease payments under non-cancellable operating leases as of June 30, 2022 are as follows:


(Thousands)
Remainder of 2022	$	1,633
2023		3,121
2024		2,743
2025		2,075
2026		1,439
Thereafter		3,125
Total future minimum lease payments		14,136
Less: imputed interest		(2,881)
Present value of minimum lease payments	$	11,255

Disclosures related to periods prior to adoption of ASC 842

Rent expense for operating lease agreements under the previous lease guidance was $1.1 million and $2.2 million for the three and six months ended June 30, 2021, respectively.

As previously reported in our audited Consolidated Financial Statements for year ended December 31, 2021, the minimum future lease payments under the previous lease guidance as of December 31, 2021 were as follows:


(Thousands)
2022	$	4,334
2023		4,332
2024		4,174
2025		3,286
2026		2,377
Thereafter		4,373
Total	$	22,876

Revenue (Tables)

6 Months Ended

Jun. 30, 2022

Revenue

Schedule of disaggregation of revenues from sales to external customers


	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands)	2022		2021		2022		2021
Coffee & tea	$	140,614	$	108,725	$	262,296	$	211,609
Flavors, extracts & ingredients		29,397		24,607		55,063		47,335
Other		854		1,073		1,867		2,724
Green coffee		52,548		36,739		90,615		64,807
Net sales	$	223,413	$	171,144	$	409,841	$	326,475

Leases - Schedule of minimum future lease payments under the previous lease guidance (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2021	Dec. 31, 2021
Leases
Rent expense	$ 1,100	$ 2,200
Operating leases
2022			$ 4,334
2023			4,332
2024			4,174
2025			3,286
2026			2,377
Thereafter			4,373
Total			$ 22,876

Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2022

Summary of Significant Accounting Policies

Schedule of activity in allowance of credit losses


	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands)	2022		2021		2022		2021
Balance at beginning of period	$	3,011	$	4,005	$	3,749	$	3,977
Charged to selling, general and administrative expense		25		56		922		100
Write-offs		(644)		(395)		(2,279)		(411)
Total	$	2,392	$	3,666	$	2,392	$	3,666

Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2022	Aug. 29, 2022
Document Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2022
Document Transition Report	false
Entity File Number	001-41485
Entity Registrant Name	WESTROCK COFFEE COMPANY
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	80-0977200
Entity Address, Address Line One	100 River Bluff Drive, Suite 210
Entity Address, City or Town	Little Rock
Entity Address State Or Province	AR
Entity Address, Postal Zip Code	72202
City Area Code	501
Local Phone Number	320-4880
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		73,033,991
Entity Central Index Key	0001806347
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
Amendment Flag	false
Common Stock
Document Information
Title of 12(b) Security	Shares of common stock, par value $0.01 per share
Trading Symbol	WEST
Security Exchange Name	NASDAQ
Public Warrants
Document Information
Title of 12(b) Security	Warrants, each whole warrant exercisable for one share of common stock, par value $0.01 per share
Trading Symbol	WESTW
Security Exchange Name	NASDAQ

Revenue

6 Months Ended

Jun. 30, 2022

Revenue

Revenue

Note 4. Revenue

Revenue from Contracts with Customers (ASC 606)

We measure revenue based on the consideration specified in the client arrangement, and revenue is recognized when the performance obligations in the client arrangement are satisfied in accordance with ASC 606, Revenue from Contracts with Customers (“ASC 606”). Our principal source of revenue is from the procurement, trade, manufacture, and distribution of coffee, tea, flavors, extracts and ingredients to customers in the United States, Europe, and Asia.

The transaction price of a contract, net of discounts and expected returns, is allocated to each distinct performance obligation based on the relative standalone selling price of the obligation and is recognized as revenue when the performance obligation is satisfied. The standalone selling price is the estimated price we would charge for the good or service in a separate transaction with similar customers in similar circumstances. Identifying distinct performance obligations and determining the standalone selling price for each performance obligation within a contract requires management judgment.

Substantially all our client contracts require that we be compensated for services performed to date. This is upon shipment of goods or upon delivery to the customer, depending on contractual terms. Shipping and handling costs paid by the customer to us are included in revenue and costs incurred by us for shipping and handling activities that are performed after a customer obtains control of the product are accounted for as fulfillment costs. In addition, we exclude from net revenue and cost of sales taxes assessed by governmental authorities on revenue-producing transactions. Although we occasionally accept returns of products from our customers, historically returns have not been material.

Revenue from Forward Contracts (ASC 815)

A portion of the Company’s revenues relate to the physical delivery and settlement of forward sales contracts for green coffee that are accounted for under ASC 815. These forward sales contracts meet the definition of a derivative under ASC 815 as they have an underlying, notional amount, no initial net investment and can be net settled since the commodity is readily converted to cash. The Company does not apply the normal purchase and normal sale exception under ASC 815 to these contracts.

Revenues from forward sales contracts are recognized for the contractually stated amount when the contracts are settled. Settlement generally occurs upon shipment or delivery of the product when title and risks and rewards of ownership transfers to the customer. Prior to settlement, these forward sales contracts are recognized at fair value with the unrealized gains or losses recorded within costs of sales in our Condensed Consolidated Statements of Operations. For the three and six months ended June 30, 2022, we recorded $0.3 million and $7.2 million of net unrealized gains, respectively, within costs of sales. For the three and six months ended June 30, 2021, we recorded $3.0 million and $0.6 million of net unrealized losses, respectively, within costs of sales.

For the three and six months ended June 30, 2022, the Company recognized $52.4 million and $90.5 million in revenues under ASC 815, respectively, and for the three and six months ended June 30, 2021, the Company recognized $36.5 million and $63.9 million in revenues under ASC 815, respectively, which are reported within the Company’s Sustainable Sourcing & Traceability segment.

Contract Estimates

The nature of the Company’s contracts give rise to variable consideration including cash discounts, volume-based rebates, point of sale promotions, and other promotional discounts to certain customers. For all promotional programs and discounts, the Company estimates the rebate or discount that will be granted to the customer and records an accrual upon invoicing. These estimated rebates or discounts are included in the transaction price of the Company’s contracts with customers as a reduction to net revenues and are included as accrued sales incentives in accrued expenses and other current liabilities in the Condensed Consolidated Balance Sheets. Accrued sales incentives were $1.7 million and $1.9 million at June 30, 2022 and December 31, 2021.

We do not disclose the value of unsatisfied performance obligations for contracts (i) with an original expected length of one year or less or (ii) for which the Company recognizes revenue at the amount in which it has the right to invoice as the product is delivered.

Contract Balances

Contract balances relate primarily to advances received from the Company’s customers before revenue is recognized. The Company does not have any material contract liabilities as of June 30, 2022 or December 31, 2021. Receivables from contracts with customers are included in accounts receivable, net on the Company’s Condensed Consolidated Balance Sheets. At June 30, 2022 and December 31, 2021, accounts receivable, net included $98.1 million and $89.0 million in receivables from contracts with customers, respectively.

Contract acquisition costs for obtaining contracts that are deemed recoverable are capitalized as contract costs. Such costs result from the payment of sales incentives and are amortized over the contract life. As of June 30, 2022 and December 31, 2021, no costs were capitalized as all arrangements were less than a year.

Disaggregated Revenue

In general, the Company’s business segmentation is aligned according to the nature and economic characteristics of its products and customer relationships and provides meaningful disaggregation of each business segment’s results of operations.

Further disaggregation of revenues from sales to external customers by type are presented below:


	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands)	2022		2021		2022		2021
Coffee & tea	$	140,614	$	108,725	$	262,296	$	211,609
Flavors, extracts & ingredients		29,397		24,607		55,063		47,335
Other		854		1,073		1,867		2,724
Green coffee		52,548		36,739		90,615		64,807
Net sales	$	223,413	$	171,144	$	409,841	$	326,475

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

+ Details

Segment Information (Tables)

6 Months Ended

Jun. 30, 2022

Segment Information

Summary of selected financial data related to our segments


	Three Months Ended June 30, 2022
			Sustainable				Total of
	Beverage		Sourcing &		Intersegment		Reportable
(Thousands)	Solutions		Traceability		Revenues		Segments
Net sales	$	170,865	$	58,459	$	(5,911)	$	223,413

Adjusted EBITDA		12,471		822		n/a		13,293
Less:
Interest expense								8,813
Income tax benefit								(1,499)
Depreciation and amortization								5,952
Acquisition, restructuring and integration expense								2,304
Management and consulting fees								866
Equity-based compensation								308
Mark-to-market adjustments								1,395
Loss on disposal of property, plant and equipment								184
Other								789
Net loss							$	(5,819)

Total assets		546,449		114,997		n/a		661,446


	Three Months Ended June 30, 2021
			Sustainable				Total of
	Beverage		Sourcing &		Intersegment		Reportable
(Thousands)	Solutions		Traceability		Revenues		Segments
Net sales	$	134,405	$	41,322	$	(4,583)	$	171,144

Adjusted EBITDA		10,330		853		n/a		11,183
Less:
Interest expense								8,261
Income tax benefit								(502)
Depreciation and amortization								6,071
Acquisition, restructuring and integration expense								926
Management and consulting fees								1,595
Equity-based compensation								306
Mark-to-market adjustments								(2)
Gain on disposal of property, plant and equipment								(25)
Other								621
Net loss							$	(6,068)

Total assets		493,686		69,077		n/a		562,763


	Six Months Ended June 30, 2022
			Sustainable				Total of
	Beverage		Sourcing &		Intersegment		Reportable
(Thousands)	Solutions		Traceability		Revenues		Segments
Net sales	$	319,226	$	106,232	$	(15,617)	$	409,841

Adjusted EBITDA		22,891		1,796		n/a		24,687
Less:
Interest expense, net								16,861
Income tax benefit								(3,083)
Depreciation and amortization								11,966
Acquisition, restructuring and integration expense								4,787
Management and consulting fees								2,201
Equity-based compensation								479
Mark-to-market adjustments								250
Loss on disposal of property, plant and equipment								289
Other								1,461
Net loss							$	(10,524)

Total assets		546,449		114,997		n/a		661,446


	Six Months Ended June 30, 2021
			Sustainable				Total of
	Beverage		Sourcing &		Intersegment		Reportable
(Thousands)	Solutions		Traceability		Revenues		Segments
Net sales	$	261,668	$	74,021	$	(9,214)	$	326,475

Adjusted EBITDA		18,462		1,030		n/a		19,492
Less:
Interest expense, net								15,669
Income tax benefit								(1,443)
Depreciation and amortization								12,314
Acquisition, restructuring and integration expense								1,943
Management and consulting fees								3,200
Equity-based compensation								612
Mark-to-market adjustments								(1,975)
Loss on disposal of property, plant and equipment								243
Other								1,121
Net loss							$	(12,192)

Total assets		493,686		69,077		n/a		562,763

Summary of net sales information by geographic area


	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands)	2022		2021		2022		2021
United States	$	181,526	$	141,487	$	334,541	$	276,882
All other countries		41,887		29,657		75,300		49,593
Net sales	$	223,413	$	171,144	$	409,841	$	326,475

Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Property, Plant and Equipment, Net
Property, plant and equipment, gross	$ 191,384		$ 191,384		$ 180,254
Less: accumulated depreciation	(59,582)		(59,582)		(52,641)
Property, plant and equipment, net	131,802		131,802		127,613
Depreciation expense	4,300	$ 4,400	8,500	$ 9,000
Land
Property, Plant and Equipment, Net
Property, plant and equipment, gross	9,123		9,123		9,150
Building
Property, Plant and Equipment, Net
Property, plant and equipment, gross	44,082		44,082		43,895
Leasehold improvements
Property, Plant and Equipment, Net
Property, plant and equipment, gross	786		786		613
Plant equipment
Property, Plant and Equipment, Net
Property, plant and equipment, gross	89,951		89,951		88,155
Vehicles and transportation equipment
Property, Plant and Equipment, Net
Property, plant and equipment, gross	799		799		876
IT systems
Property, Plant and Equipment, Net
Property, plant and equipment, gross	2,454		2,454		2,453
Furniture and fixtures
Property, Plant and Equipment, Net
Property, plant and equipment, gross	2,929		2,929		2,746
Customer beverage equipment
Property, Plant and Equipment, Net
Property, plant and equipment, gross	23,184		23,184		24,341
Lease right-of-use assets
Property, Plant and Equipment, Net
Property, plant and equipment, gross	10		10
Construction in progress and equipment deposits
Property, Plant and Equipment, Net
Property, plant and equipment, gross	$ 18,066		$ 18,066		$ 8,025
Minimum \| Building
Property, Plant and Equipment, Net
Useful life			10 years
Minimum \| Plant equipment
Property, Plant and Equipment, Net
Useful life			3 years
Minimum \| Vehicles and transportation equipment
Property, Plant and Equipment, Net
Useful life			3 years
Minimum \| IT systems
Property, Plant and Equipment, Net
Useful life			3 years
Minimum \| Furniture and fixtures
Property, Plant and Equipment, Net
Useful life			3 years
Minimum \| Customer beverage equipment
Property, Plant and Equipment, Net
Useful life			3 years
Maximum \| Building
Property, Plant and Equipment, Net
Useful life			40 years
Maximum \| Plant equipment
Property, Plant and Equipment, Net
Useful life			15 years
Maximum \| Vehicles and transportation equipment
Property, Plant and Equipment, Net
Useful life			5 years
Maximum \| IT systems
Property, Plant and Equipment, Net
Useful life			7 years
Maximum \| Furniture and fixtures
Property, Plant and Equipment, Net
Useful life			10 years
Maximum \| Customer beverage equipment
Property, Plant and Equipment, Net
Useful life			5 years

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Net loss	$ (5,819)	$ (6,068)	$ (10,524)	$ (12,192)
Other comprehensive income (loss), net of tax:
Unrealized (loss) gain on derivative instruments	(2,425)	4,526	(7,285)	3,510
Foreign currency translation adjustment	(9)	21	(9)	(65)
Total other comprehensive (loss) income	(2,434)	4,547	(7,294)	3,445
Comprehensive loss	(8,253)	(1,521)	(17,818)	(8,747)
Comprehensive (loss) income attributable to non-controlling interests	(106)	26	65	336
Comprehensive loss attributable to unitholders	(8,147)	(1,547)	(17,883)	(9,083)
Accumulating preferred dividends	(7,145)	(6,109)	(13,882)	(11,848)
Comprehensive loss attributable to common unitholders	$ (15,292)	$ (7,656)	$ (31,765)	$ (20,931)

Goodwill

6 Months Ended

Jun. 30, 2022

Goodwill.

Goodwill

Note 7. Goodwill

The following table reflects the carrying amount of goodwill:


	Beverage
(Thousands)	Solutions		Total
Goodwill	$	173,936	$	173,936
Accumulated impairment loss		(76,883)		(76,883)
Balance at June 30, 2022, net	$	97,053	$	97,053

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Cash flows from operating activities:
Net loss	$ (10,524)	$ (12,192)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	11,966	12,314
Equity-based compensation	479	612
Paid-in-Kind interest added to debt principal	294	991
Allowance for credit losses	922	100
Amortization of deferred financing fees included in interest expense	1,046	903
Loss (gain) on disposal of property, plant and equipment	289	243
Mark-to-market adjustments	250	(1,975)
Foreign currency transactions	91	48
Change in deferred income taxes	(3,083)	(1,454)
Change in operating assets and liabilities:
Accounts receivable	(11,137)	(5,017)
Inventories	(53,663)	(7,564)
Derivative assets and liabilities	(10,743)	4,289
Prepaid expense and other assets	(14,257)	(2,000)
Accounts payable	37,278	9,463
Accrued liabilities and other	3,818	457
Net cash used in operating activities	(46,974)	(782)
Cash flows from investing activities:
Additions to property and equipment	(15,163)	(8,556)
Additions to intangible assets	(48)	(253)
Proceeds from sale of property and equipment	2,248	1,354
Net cash used in investing activities	(12,963)	(7,455)
Cash flows from financing activities:
Payments on debt	(51,665)	(46,453)
Proceeds from debt	107,423	54,888
Payment of debt issuance costs		(597)
Net unit settlement	(477)	(162)
Net cash provided by financing activities	55,281	7,676
Effect of exchange rate changes on cash	(29)	112
Net decrease in cash and cash equivalents and restricted cash	(4,685)	(449)
Cash and cash equivalents and restricted cash at beginning of period	22,870	18,652
Cash and cash equivalents and restricted cash at end of period	18,185	18,203
Supplemental non-cash investing and financing activities:
Property, plant and equipment acquired but not yet paid	372	2,160
Accumulating preferred dividends	$ 13,882	$ 11,848

Debt

6 Months Ended

Jun. 30, 2022

Debt

Debt

Note 10. Debt

Our long-term debt was as follows:


(Thousands)	June 30, 2022		December 31, 2021
Term loan	$	232,961	$	235,668
ABL facility		72,842		51,890
International trade finance lines		67,871		4,510
International notes payable		3,516		3,126
Other loans		7		25
Total debt		377,197		295,219
Unamortized debt costs		(4,125)		(4,910)
Current maturities of long-term debt		(8,157)		(8,735)
Short-term debt		(67,871)		(4,510)
Long-term debt, net	$	297,044	$	277,064

Prior Term Loan Facility

On February 28, 2020, WBS, as borrower, borrowed $240.0 million of term loans from various financial institutions pursuant to a loan and security agreement (the “Prior Term Loan Agreement”) (such term loans, the “Prior Term Loan Facility”). The Prior Term Loan Facility, which was secured by substantially all the assets of WBS, accrued interest quarterly, at the borrower’s option, at the LIBOR or Prime Rate plus an Applicable Margin, as such terms were defined in the Prior Term Loan Agreement, that corresponded to our total leverage ratio at the end of each quarter. All outstanding loans during the period presented accrued interest at the LIBOR Rate, and the interest rate on the Prior Term Loan Facility was 9.75% on June 30, 2022.

The outstanding Prior Term Loan Facility also carried a Payment-in-Kind (“PIK”) interest rate of 0.25% that accrued to the outstanding balance quarterly as long as the Run-Rate EBITDA, as such term is defined in the Prior Term Loan Agreement, was under certain defined thresholds. For the three and six months ended June 30, 2022, $0.1 million and $0.3 million of PIK interest was accrued, respectively. For the three and six months ended June 30, 2021, $0.4 million and $1.0 million of PIK interest was accrued, respectively.

Principal payments on the Prior Term Loan Facility were due quarterly, in the amount of 0.625% of the original principal beginning June 30, 2021, 0.9375% of the original principal beginning June 30, 2023, and 1.25% of the original principal balance beginning June 30, 2024 through maturity.

We incurred $5.6 million of financing fees in connection with the issuance of the Prior Term Loan Facility. The financing fees were being amortized using the straight-line method, which is approximate to the effective interest method, over a period of five years, which represents the term to maturity of the Prior Term Loan Facility.

On July 13, 2022, the Company entered into Amendment No. 6 to the Prior Term Loan Agreement (the “Sixth Term Loan Amendment”) to permit the Wooster Pre-fund, as defined in Note 18. The Sixth Term Loan Amendment included the following modifications: (i) permitting the incurrence of subordinated debt from Wooster in the form of the Convertible Note, as defined in Note 18; (ii) extending the PIK interest period to December 31, 2022; (iii) amending the definitions of EBITDA, Fixed Charge Coverage Ratio and Total Debt (which excludes the Convertible Note); and (iv) amending the level of the Minimum Liquidity covenant that the Company is required to comply with. The definition of EBITDA was modified to increase the cap on add-backs for the quarter ended June 30, 2022 and the quarter ended September 30, 2022 from 15% of EBITDA to 20% of EBITDA. The Wooster Pre-fund, together with the Sixth Term Loan Amendment, allowed the Company to meet increased capital expenditure and working capital needs of the business and to remain in compliance with its financial covenants as of June 30, 2022.

In connection with the closing of the Transaction, all outstanding Prior Term Loan Facility balances were repaid, and the associated Prior Term Loan Agreement was terminated. See Note 18 for additional disclosures related to the new credit agreement.

Prior ABL Facility

On February 28, 2020, WBS, as borrower, entered into a credit agreement with Bank of America as administrative agent (the “Prior ABL Credit Agreement”) that created an asset-based loan of $90.0 million (the “Prior ABL Facility”). Proceeds from the Prior ABL Facility could be used for any lawful corporate purposes, including working capital. Depending on the loan type, interest accrued, at the borrower’s option, at the LIBOR or Base Rate plus an Applicable Margin, as such terms were defined in the Prior ABL Credit Agreement. The Applicable Margin ranged from 1.50% to 3.00% for LIBOR Rate loans and 0.50% to 2.00% for Base Rate loans.

We incurred related financing fees of $2.6 million which were capitalized and reported within other long-term assets on our Condensed Consolidated Balance Sheets and were being amortized using the straight-line method over the duration of the amended Prior ABL Facility.

As of June 30, 2022, our total availability under the Prior ABL Facility was $14.5 million, which was based on our borrowing base (accounts receivables and inventory as of May 31, 2022). As of June 30, 2022, we had $72.8 million of outstanding borrowings under the Prior ABL Facility and $2.7 million of outstanding letters of credit. The Prior ABL Facility carried a commitment fee on any of the unused commitment of 0.375% per annum. The weighted average effective interest rate on our outstanding borrowings was 5.8% on June 30, 2022.

On July 13, 2022, the Company entered into Amendment No. 4 to the Prior ABL Credit Agreement, which included the following modifications: (i) permitting the incurrence of the Wooster Pre-fund, as defined in Note 18, and (ii) amending the definitions of EBITDA, Fixed Charge Coverage Ratio and Total Debt (which excludes the Convertible Note, as defined in Note 18). The definition of EBITDA was modified to increase the cap on add-backs for the quarter ended June 30, 2022 and the quarter ended September 30, 2022 from 15% of EBITDA to 20% of EBITDA.

In connection with the closing of the Transaction, all outstanding Prior ABL Facility balances were repaid, and the associated Prior ABL Credit Agreement was terminated. Outstanding letters of credit will be replaced by letters of credit under the new credit agreement entered into in connection with the Transaction. See Note 18 for additional disclosures related to the new credit agreement.

Covenant Compliance

The respective loan and security agreements, as amended, governing the Prior ABL Facility and the Prior Term Loan Facility each contain a number of covenants and restrictions, including covenants that limit our and certain of our subsidiaries’ ability, subject to certain exceptions and qualifications, to (i) pay dividends or make distributions, repurchase equity securities, prepay subordinated debt or make certain investments, (ii) incur additional debt or issue certain disqualified stock or preferred stock, (iii) create or incur liens on assets securing indebtedness, (iv) merge or consolidate with another company or sell all or substantially all of our assets taken as a whole, (v) enter into transactions with affiliates, and (vi) sell assets. The covenants and restrictions are substantially similar across both credit facilities. As of June 30, 2022, and the Closing, we were in compliance with covenants under both the Prior Term Loan Facility and Prior ABL Facility. As of August 29, 2022, upon termination of the Prior Term Loan Facility and Prior ABL Facility, the Company is no longer subject to the covenants and restrictions under these agreements.

Under the terms of the Credit Agreement entered into on August 29, 2022, beginning on September 30, 2022, the Company will be subject to a number of covenants and restrictions, including a maximum net leverage ratio and minimum interest coverage ratio, each as defined in the Credit Agreement.

International Debt and Lending Facilities

At June 30, 2022, Westrock Coffee International, LLC, an Arkansas limited liability company and wholly owned subsidiary of the Company, through its subsidiary Falcon Coffees Limited (“Falcon”) had a $1.6 million promissory note payable with responsAbility SICAV (Lux), split into two tranches. Proceeds from the note are restricted for the sole purpose of financing Falcon’s trading activities. The note was amended in January 2022 to adjust the maturity of certain tranches, and to re-set interest rates. Borrowings on the note bear interest at a fixed rate of 9.5% for both the $0.9 million

tranche and the $0.7 million tranche maturing on September 30, 2022 and December 31, 2022, respectively. Westrock Coffee International, LLC, through its subsidiary Rwanda Trading Company, maintains two mortgage-backed lending facilities with a local bank in Rwanda: a short-term trade finance facility with a balance of $8.9 million at June 30, 2022 and a long-term note payable with a balance of $1.9 million at June 30, 2022.

Falcon maintains a working capital trade finance facility with multiple financial institutions, which prior to March 16, 2022, was agented by Brown Brothers Harriman (“BBH”), a related party of the Company through its equity interests in the Company, and was reported as short-term related party debt on the Condensed Consolidated Balance Sheets. On March 16, 2022, Falcon refinanced its working capital trade finance facility, and the facility was transferred to different lenders with the same terms as the previous facility. At the time of refinance, there was $49.3 million outstanding under the facility. The new facility is uncommitted, repayable on demand and secured by Falcon’s assets. The facility is renewable on an annual basis beginning in March 2023. On April 29, 2022, the facility size increased from $50 million to $55 million and subsequently, on June 16, 2022, the facility size increased to $62.5 million. At June 30, 2022, there was $52.0 million outstanding under the facility, which is recorded in short-term debt in the Condensed Consolidated Balance Sheets. Interest is payable monthly at the U.S. Prime Rate plus 1.50%, subject to a minimum rate of 5.00%. The facility carries an agent fee of 0.25% of total available capital. Availability under the facility is subject to a borrowing base calculation. The credit facility is secured by substantially all liquid assets of Falcon. Falcon’s facility contains certain restrictive financial covenants which require Falcon to maintain certain levels of working capital, debt, and net worth. Falcon was in compliance with these financial covenants as of June 30, 2022.

Subordinated Related Party Debt

On February 28, 2020, we issued $13.3 million of subordinated debt (the “Subordinated Notes”) to Wooster Capital, LLC (“Wooster”) and Jo Ellen Ford, related parties of the Company through their equity ownership and relation with Joe Ford, the chairman of our board of directors. The Subordinated Notes provided for maturity on the earlier of (i) six months after the Prior Term Loan Facility due in 2025 is paid in full or (ii) 10 years from the date of issuance (February 2030). Interest was payable quarterly at the end of each calendar quarter at a rate of 6% per annum.

Substantially concurrently with the closing of the Transaction and pursuant to the terms of their respective subscription agreements with the Company, Wooster and Jo Ellen Ford contributed their respective Subordinated Notes to the Company and in exchange for such contribution, the Company issued shares of common stock, par value $0.01 per share, of the Company (“Common Stock”) to Wooster and Jo Ellen Ford. The Company issued a total of 1,330,000 shares of Common Stock in exchange for the contribution of the Subordinated Notes, which were subsequently extinguished.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1E
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Segment Information - Net sales information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Segment Information
Net sales	$ 223,413	$ 171,144	$ 409,841	$ 326,475
United States
Segment Information
Net sales	181,526	141,487	334,541	276,882
All other countries
Segment Information
Net sales	$ 41,887	$ 29,657	$ 75,300	$ 49,593

- Definition

+ References

+ Details

Related Party Transactions - Other (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		6 Months Ended
	Feb. 29, 2020	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Related Party Transactions
Short-term related party debt						$ 34,199
Selling, general and administrative expenses
Related Party Transactions
Expenses incurred		$ 800	$ 1,700	$ 800	$ 1,700
Westrock Group, LLC
Related Party Transactions
Expenses incurred			$ 200		$ 300
Westrock Group, LLC \| Accrued expenses and other current liabilities
Related Party Transactions
Short-term related party debt		500		500		$ 200
Westrock Group, LLC \| Selling, general and administrative expenses
Related Party Transactions
Expenses incurred	$ 10,000	$ 200		$ 500

- Definition

Carrying amount as of the balance sheet date of obligations due all related parties. For classified balance sheets, represents the current portion of such liabilities (due within one year or within the normal operating cycle if longer).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(C))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 850
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(B))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.19(a))
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(k)(1))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

+ Details

Basis of Presentation and Consolidation

6 Months Ended

Jun. 30, 2022

Basis of Presentation and Consolidation

Basis of Presentation and Consolidation

Note 2. Basis of Presentation and Consolidation

The accompanying Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) using the U.S. dollar as the reporting currency. They do not include all the information and footnotes required by GAAP for complete financial statements. The Condensed Consolidated Financial Statements include the activities of the Company and its wholly owned and/or controlled subsidiaries. All intercompany balances and transactions have been eliminated. The Condensed Consolidated Balance Sheet as of December 31, 2021 was derived from the audited financial statements, but does not include all disclosures required by GAAP.

The interim financial information is unaudited but, in the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for fair statement of results for the interim periods have been included. Operating results from any interim period are not necessarily indicative of the results that may be expected for the full fiscal year. The Condensed Consolidated Financial Statements and related notes should be read in conjunction with the audited December 31, 2021 consolidated financial statements and notes thereto included in our Registration Statement on Form S-4 (File No. 333-264464) filed with the U.S. Securities and Exchange Commission (“SEC”) on April 25, 2022, as amended by Amendments No. 1, 2, 3 and 4 thereto filed with SEC on June 10, 2022, July 15, 2022, August 1, 2022 and August 3, 2022, respectively. Accordingly, certain significant accounting policies and other disclosures normally provided have been omitted from the accompanying Condensed Consolidated Financial Statements and related notes since such items are disclosed in our audited financial statements.

Revenue - Contract Estimates (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Revenue
Accrued sales incentives	$ 1.7	$ 1.9

Debt - Additional Information (Details) $ / shares in Units, $ in Thousands				3 Months Ended		6 Months Ended
	Jul. 13, 2022	Jul. 12, 2022	Feb. 28, 2020 USD ($)	Jun. 30, 2022 USD ($) item $ / shares shares	Jun. 30, 2021 USD ($)	Jun. 30, 2022 USD ($) item $ / shares shares	Jun. 30, 2021 USD ($)	Jun. 16, 2022 USD ($)	Apr. 29, 2022 USD ($)	Mar. 16, 2022 USD ($)	Dec. 31, 2021 USD ($)
Debt
Paid in kind interest					$ 400	$ 294	$ 991
Short-term debt				$ 67,871		$ 67,871					$ 4,510
Term Loan Due in 2025 \| Westrock Coffee Company, LLC.
Debt
Paid in kind interest rate (as a percent)						0.25%
Paid in kind interest				100	$ 400	$ 300	$ 1,000
Debt finance costs				$ 5,600		$ 5,600
Face amount			$ 240,000
Cap on add-backs for EBITDA (as a percent)	20.00%	15.00%
Debt term						5 years
Term Loan Due in 2025 \| Westrock Coffee Company, LLC. \| LIBOR
Debt
Effective rate (as a percent)				9.75%		9.75%
Term Loan Due in 2025 \| Westrock Coffee Company, LLC. \| Term Loan are due June 30, 2021
Debt
Principal payment percentage (as a percent)						0.625%
Term Loan Due in 2025 \| Westrock Coffee Company, LLC. \| Term Loan are due June 30, 2023
Debt
Principal payment percentage (as a percent)						0.9375%
Term Loan Due in 2025 \| Westrock Coffee Company, LLC. \| Term Loan are due June 30, 2024
Debt
Principal payment percentage (as a percent)						1.25%
US Asset Based Lending Facility \| Westrock Coffee Company, LLC.
Debt
Long term debt				$ 72,800		$ 72,800
Debt finance costs				2,600		2,600
Face amount			$ 90,000
Maximum borrowing capacity				14,500		14,500
Line of credit				$ 2,700		$ 2,700
Cap on add-backs for EBITDA (as a percent)	20.00%	15.00%
Line of credit, Commitment fee percentage (as a percent)						0.375%
Weighted average effective rate (as a percent)				5.80%		5.80%
US Asset Based Lending Facility \| Westrock Coffee Company, LLC. \| Base rate \| Minimum
Debt
Variable rate (as a percent)						0.50%
US Asset Based Lending Facility \| Westrock Coffee Company, LLC. \| Base rate \| Maximum
Debt
Variable rate (as a percent)						2.00%
US Asset Based Lending Facility \| Westrock Coffee Company, LLC. \| LIBOR \| Minimum
Debt
Variable rate (as a percent)						1.50%
US Asset Based Lending Facility \| Westrock Coffee Company, LLC. \| LIBOR \| Maximum
Debt
Variable rate (as a percent)						3.00%
International Debt and Lending Facilities \| Westrock Coffee Company, LLC.
Debt
Short-term debt				$ 1,600		$ 1,600
Number of tranches \| item				2		2
International Debt and Lending Facilities \| Westrock Coffee Company, LLC. \| Mortgage backed securities
Debt
Long term note				$ 1,900		$ 1,900
International Debt and Lending Facilities, 9.5%, 30 September 2022 \| Westrock Coffee Company, LLC.
Debt
Interest rate (as a percent)				9.50%		9.50%
Short-term debt				$ 900		$ 900
International Debt and Lending Facilities, 9.5%, 31 December 2022 \| Westrock Coffee Company, LLC.
Debt
Short-term debt				700		700
Working Capital Trade Finance Facility \| Westrock Coffee Company, LLC.
Debt
Maximum borrowing capacity								$ 62,500	$ 55,000	$ 50,000
Short-term debt				52,000		$ 52,000				$ 49,300
Agent fees percentage (as a percent)						0.25%
Working Capital Trade Finance Facility \| Westrock Coffee Company, LLC. \| Mortgage backed securities
Debt
Short-term debt				$ 8,900		$ 8,900
Number of mortgage-backed lending facilities \| item				2		2
Working Capital Trade Finance Facility \| Westrock Coffee Company, LLC. \| Prime rate \| Minimum
Debt
Interest rate (as a percent)				1.50%		1.50%
Working Capital Trade Finance Facility \| Westrock Coffee Company, LLC. \| Prime rate \| Maximum
Debt
Interest rate (as a percent)				5.00%		5.00%
Subordinated related party debt \| Wooster Capital, LLC ("Wooster") and Jo Ellen Ford
Debt
Interest rate (as a percent)			6.00%
Face amount			$ 13,300
Debt term			10 years
Grace period			6 months
Common stock shares issued (in shares) \| shares				1,330,000		1,330,000
Par value (in dollars per share) \| $ / shares				$ 0.01		$ 0.01

Leases - Other (Details)	Jun. 30, 2022
Leases
Termination term (in years)	1 year
Minimum
Leases
Remaining non-cancelable lease term (in years)	1 year
Option to extend term (in years)	1 year
Maximum
Leases
Remaining non-cancelable lease term (in years)	22 years
Option to extend term (in years)	10 years

Commitments and Contingencies

6 Months Ended

Jun. 30, 2022

Commitments and Contingencies.

Commitments and Contingencies

Note 16. Commitments and Contingencies

We are subject to various claims and legal proceedings with respect to matters such as governmental regulations, and other actions arising out of the ordinary course of business. Management believes that the resolution of these matters will not have a material adverse effect on our financial position, results of operations, or cash flow.

We had $2.7 million in standby letters of credit outstanding as of June 30, 2022.

We have future purchase obligations of $371.7 million as of June 30, 2022 that consist of commitments for the purchase of inventory over the next 12 months. These obligations represent the minimum contractual obligations expected under the normal course of business.

Segment Information - Other (Details)	6 Months Ended
Segment Information - Other (Details)	Jun. 30, 2022 segment
Segment Information
Number of operating segments	2

Earnings per Unit (Tables)

6 Months Ended

Jun. 30, 2022

Earnings per Unit

Schedule of basic and diluted earning per share


	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands, except per unit data)	2022		2021		2022		2021
Diluted Earnings per Common Unit
Numerator:
Net loss attributable to common unitholders - basic	$	(12,858)	$	(12,203)	$	(24,471)	$	(24,376)
Impact of if-converted securities		—		—		—		—
Net loss attributable to common unitholders - diluted	$	(12,858)	$	(12,203)	$	(24,471)	$	(24,376)
Denominator:
Weighted-average common units outstanding - basic		332,209		329,043		331,195		328,062
Impact of if-converted securities		—		—		—		—
Effect of other dilutive securities		—		—		—		—
Weighted-average common units outstanding - diluted		332,209		329,043		331,195		328,062

Dilutive loss per common unit	$	(0.04)	$	(0.04)	$	(0.07)	$	(0.07)

Leases - Schedule of components of lease costs (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2022
Lease Cost
Operating lease cost	$ 842	$ 1,771
Short-term lease cost	224	478
Total	$ 1,066	$ 2,249

Debt (Tables)

6 Months Ended

Jun. 30, 2022

Debt

Summary of long-term debt


(Thousands)	June 30, 2022		December 31, 2021
Term loan	$	232,961	$	235,668
ABL facility		72,842		51,890
International trade finance lines		67,871		4,510
International notes payable		3,516		3,126
Other loans		7		25
Total debt		377,197		295,219
Unamortized debt costs		(4,125)		(4,910)
Current maturities of long-term debt		(8,157)		(8,735)
Short-term debt		(67,871)		(4,510)
Long-term debt, net	$	297,044	$	277,064

Inventories

6 Months Ended

Jun. 30, 2022

Inventories

Inventories

Note 5. Inventories

The following table summarizes inventories as of June 30, 2022 and December 31, 2021:


(Thousands)	June 30, 2022		December 31, 2021
Raw materials	$	55,887	$	45,079
Finished goods		21,955		14,895
Green coffee		77,481		49,192
Total inventories	$	155,323	$	109,166

Green coffee inventories represent green coffee held for re-sale. At June 30, 2022 and December 31, 2021, all green coffee held for resale was included within our Sustainable Sourcing & Traceability segment.

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Allowance for credit loss	$ 2,392	$ 3,749
Common units : Par Value (in dollars per unit)	$ 0	$ 0
Common units: Authorized (in units)	375,420,213	375,420,213
Common units: Issued (in units)	332,209,476	329,042,787
Common units: Outstanding (in units)	332,209,476	329,042,787
Series A Redeemable Common Equivalent Preferred Units [Member]
Redeemable Common Preferred Units, Par Value (in dollars per unit)	$ 0	$ 0
Redeemable Common Preferred Units Authorized (in units)	222,150,000	222,150,000
Redeemable Common Preferred Units Issued (in units)	222,150,000	222,150,000
Redeemable Common Preferred Units Outstanding (in units)	222,150,000	222,150,000
Series B Redeemable Common Equivalent Preferred Units [Member]
Redeemable Common Preferred Units, Par Value (in dollars per unit)	$ 0	$ 0
Redeemable Common Preferred Units Authorized (in units)	17,000,000	17,000,000
Redeemable Common Preferred Units Issued (in units)	17,000,000	17,000,000
Redeemable Common Preferred Units Outstanding (in units)	17,000,000	17,000,000

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2022

Summary of Significant Accounting Policies

Accounts Receivable and Allowance for Credit Losses

Accounts receivable consists principally of amounts billed and currently due from customers and are generally unsecured and due within 30 to 60 days. A portion of our accounts receivable is not expected to be collected due to non-payment, bankruptcies and deductions. Our accounting policy for the allowance for credit losses requires us to reserve an amount based on the evaluation of the aging of accounts receivable, detailed analysis of high-risk customers’ accounts, and the overall market and economic conditions of our customers. This evaluation considers the customer demographic, such as large commercial customers as compared to small businesses or individual customers. We consider our accounts receivable delinquent or past due based on payment terms established with each customer. Accounts receivable are written off when the account is determined to be uncollectible.

Activity in the allowance for credit losses was as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands)	2022		2021		2022		2021
Balance at beginning of period	$	3,011	$	4,005	$	3,749	$	3,977
Charged to selling, general and administrative expense		25		56		922		100
Write-offs		(644)		(395)		(2,279)		(411)
Total	$	2,392	$	3,666	$	2,392	$	3,666

Inventories

Inventories

Green coffee associated with our forward contracts is recorded at net realizable value, which approximates market price, within our Sustainable Sourcing & Traceability segment, consistent with our forward purchase contracts recorded at fair value in accordance with ASC 815, Derivatives and Hedging (“ASC 815”). Green coffee is a commodity with quoted market prices in active markets, may be sold without significant further processing, has predictable and insignificant disposal costs and is available for immediate delivery. We estimate the fair value of green coffee based on the quoted market price at the end of each reporting period, with changes in fair value being reported as a component of costs of sales in our Condensed Consolidated Statements of Operations.

Recently issued accounting pronouncements

Update ASU 2016-02 – Leases (Topic 842) and Update ASU 2018-10 – Codification Improvements to Topic 842, Leases

Effective January 1, 2022, we account for leases in accordance with Accounting Standards Codification (“ASC”) 842, Leases (“ASC 842”). The standard establishes a right-of-use (ROU) model that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the statement of operations.

We adopted ASC 842 using a modified retrospective transition approach as permitted by the amendments of ASU 2018-11 Leases (Topic 842): Target Improvements, which provides an alternative modified retrospective transition method. As a result, we were not required to adjust our comparative period financial information for effects of the standard or make the new required lease disclosures for periods before the date of adoption (i.e., January 1, 2022). We have elected to adopt the package of transition practical expedients and, therefore, have not reassessed (i) whether existing or expired contracts contain a lease, (ii) lease classification for existing or expired leases, or (iii) the accounting for initial direct costs that were previously capitalized.

We determine if an arrangement is a lease at contract inception. A lease exists when a contract conveys to the customer the right to control the use of identified property, plant, or equipment for a period of time in exchange for consideration. The definition of a lease embodies two conditions: (i) there is an identified asset in the contract that is land or a depreciable asset, and (ii) the customer has a right to control the use of the identified asset. We enter into lease contracts for manufacturing and production facilities, warehouse facilities, vehicles and machinery and equipment. Upon adoption, we recognized $13.0 million of ROU assets and lease liabilities on our Condensed Consolidated Balance Sheets. See Note 9 for additional disclosures related to leases.

ROU assets are initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred, less any lease incentives received. The lease liabilities are initially measured at the present value of the unpaid lease payments at the lease commencement date. Lease expense, for operating leases, is recognized on a straight-line basis over the lease term.

Key estimates and judgements include the following:

(i)

Discount rate – ASC 842 requires a lessee to discount its unpaid lease payments using the rate implicit in the lease or, if that rate cannot be readily determined, its incremental borrowing rate. As we generally do not know the rate implicit in our leases, we use our incremental borrowing rate, based on the information available at the lease commencement date, in determining the present value of our lease payments. Our incremental borrowing rate for a lease is the rate of interest we would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms.

(ii)

Lease term – The lease term for all of our leases includes the noncancellable period of the lease plus any additional periods covered by either a lessee option to extend (or not to terminate) the lease that is reasonably certain to be exercised.

Variable lease payments associated with our leases are recognized when the event, activity, or circumstance in the lease agreement on which those payments are assessed occurs. Variable lease payments are included in both costs of sales and selling, general and administrative expense in our Condensed Consolidated Statements of Operations.

We monitor for events or changes in circumstances that require a reassessment of a lease. When a reassessment results in the remeasurement of a lease liability, a corresponding adjustment is made to the carrying amount of the associated ROU asset, unless doing so would reduce the carrying amount of the ROU asset to an amount less than zero. In that case, the amount of the adjustment that would result in a negative ROU asset is recorded in the Condensed Consolidated Statements of Operations.

We have elected not to recognize ROU assets and lease liabilities for all short-term leases that have a lease term of 12 months or less. We recognize the lease payments associated with our short-term leases as an expense on a straight-line basis over the lease term. Furthermore, we have elected to combine lease and non-lease components for all contracts. Non-lease components primarily relate to maintenance services related to the leased asset.

- Definition

Disclosure of inventory accounting policy for inventory classes, including, but not limited to, basis for determining inventory amounts, methods by which amounts are added and removed from inventory classes, loss recognition on impairment of inventories, and situations in which inventories are stated above cost.

+ References + Details

Intangible Assets, Net (Tables)

6 Months Ended

Jun. 30, 2022

Intangible Assets, Net

Schedule of intangible assets


	June 30, 2022
			Accumulated
(Thousands)	Cost		Amortization		Net
Customer relationships	$	137,500	$	(15,388)	$	122,112
Favorable lease asset		220		(101)		119
Software		805		(471)		334
Intangible assets, net	$	138,525	$	(15,960)	$	122,565


	December 31, 2021
			Accumulated
(Thousands)	Cost		Amortization		Net
Customer relationships	$	137,500	$	(12,091)	$	125,409
Favorable lease asset		220		(79)		141
Software		758		(394)		364
Intangible assets, net	$	138,478	$	(12,564)	$	125,914

Leases - Schedule of supplemental cashflow information (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2022 USD ($)
Leases
Operating cash flows from operating lease	$ 806

Accumulated Other Comprehensive Income - Schedule of changes in accumulated other comprehensive loss, net of tax (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Accumulated Other Comprehensive Income
Balance at beginning of period	$ (192,606)	$ (152,562)	$ (175,998)	$ (139,741)
Net accumulated other comprehensive income	(2,434)	4,547	(7,294)	3,445
Balance at end of period	(207,696)	(159,886)	(207,696)	(159,886)
Cash flow hedge changes in fair value gain (loss)
Accumulated Other Comprehensive Income
Balance at beginning of period	6,899	2,565	11,759	3,581
Other comprehensive income (loss) before reclassifications	(531)	7,289	(2,800)	6,545
Amounts reclassified from accumulated comprehensive income	(2,701)	(1,302)	(6,831)	(1,900)
Tax effect	807	(1,461)	2,346	(1,135)
Net accumulated other comprehensive income	4,474	7,091	4,474	7,091
Balance at end of period	4,474	7,091	4,474	7,091
Foreign currency translation gain
Accumulated Other Comprehensive Income
Balance at beginning of period	259	153	259	239
Other comprehensive income (loss) before reclassifications	(9)	21	(9)	(65)
Net accumulated other comprehensive income	250	174	250	174
Balance at end of period	250	174	250	174
Accumulated other comprehensive income (loss)
Accumulated Other Comprehensive Income
Balance at end of period	$ 4,724	$ 7,265	$ 4,724	$ 7,265

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1A
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126968391&loc=SL7669619-108580

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 50
-Paragraph 4
-URI https://asc.fasb.org/extlink&oid=124431353&loc=SL124442407-227067

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 2
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21463-112644

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 830
-SubTopic 30
-Section 45
-Paragraph 17
-URI https://asc.fasb.org/extlink&oid=118261656&loc=d3e32136-110900

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(21))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 55
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=124507222&loc=d3e1436-108581

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 830
-SubTopic 30
-Section 45
-Paragraph 20
-URI https://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 830
-SubTopic 30
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6450520&loc=d3e32583-110901

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 50
-Paragraph 5
-URI https://asc.fasb.org/extlink&oid=124431353&loc=SL124442411-227067

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1B
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126968391&loc=SL7669625-108580

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(23))
-URI https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(19))
-URI https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

+ Details

- Definition

Amount of tax expense (benefit) allocated to other comprehensive income (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 20
-Section 45
-Paragraph 11
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123586238&loc=d3e39076-109324

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 830
-SubTopic 30
-Section 45
-Paragraph 17
-URI https://asc.fasb.org/extlink&oid=118261656&loc=d3e32136-110900

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 830
-SubTopic 30
-Section 45
-Paragraph 20
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 20
-Section 45
-Paragraph 2
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=123586238&loc=d3e38679-109324

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 50
-Paragraph 4
-URI https://asc.fasb.org/extlink&oid=124431353&loc=SL124442407-227067

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(23))
-URI https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(21))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32672-109319

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 830
-SubTopic 30
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6450520&loc=d3e32583-110901

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 12
-URI https://asc.fasb.org/extlink&oid=126968391&loc=d3e640-108580

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(19))
-URI https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

+ Details

Debt - Other (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Debt
Total debt	$ 377,197	$ 295,219
Unamortized debt costs	(4,125)	(4,910)
Current maturities of long-term debt	(8,157)	(8,735)
Short-term debt	(67,871)	(4,510)
Long-term debt, net	297,044	277,064
Term loan
Debt
Total debt	232,961	235,668
ABL facility
Debt
Total debt	72,842	51,890
International trade finance lines
Debt
Total debt	67,871	4,510
International notes payable
Debt
Total debt	3,516	3,126
Other loans
Debt
Total debt	$ 7	$ 25

Related Party Transactions - Transactions with related party (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Related Party Transactions
Short-term related party debt					$ 34,199
Interest expense, net	$ 202	$ 583	$ 943	$ 1,173
Brown Brothers Harriman
Related Party Transactions
Interest expense, net		287	541	578
Wooster Capital
Related Party Transactions
Interest expense, net	149	147	296	297
Jo Ellen Ford
Related Party Transactions
Interest expense, net	53	52	106	106
Westrock Finance, LLC
Related Party Transactions
Interest expense, net		$ 97		$ 192
Short-term related party debt \| Brown Brothers Harriman
Related Party Transactions
Short-term related party debt					34,199
Subordinated related party debt
Related Party Transactions
Subordinated related party debt	13,300		13,300		13,300
Subordinated related party debt \| Wooster Capital
Related Party Transactions
Subordinated related party debt	9,800		9,800		9,800
Subordinated related party debt \| Jo Ellen Ford
Related Party Transactions
Subordinated related party debt	$ 3,500		$ 3,500		$ 3,500

Leases - Schedule of amount of right-of-use lease assets and lease liabilities (Details) $ in Thousands	Jun. 30, 2022 USD ($)
Right-of-use lease assets and lease liabilities
Right-of-use operating lease assets	$ 11,260
Right-of-use operating lease assets, Balance sheet location	Other long-term assets
Operating lease liabilities - current	$ 2,382
Operating lease liabilities - current, Balance sheet location	Accrued expenses and other current liabilities
Operating lease liabilities - noncurrent	$ 8,873
Operating lease liabilities - noncurrent, Balance sheet location	Other long-term liabilities

Inventories (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Inventories
Raw materials	$ 55,887	$ 45,079
Finished goods	21,955	14,895
Green coffee	77,481	49,192
Total inventories	$ 155,323	$ 109,166

Segment Information

6 Months Ended

Jun. 30, 2022

Segment Information

Segment Information

Note 15. Segment Information

Management, including our chief executive officer, who is our chief operating decision maker, manages our business in two operating segments.

Beverage Solutions: Through this segment, we combine our product innovation and customer insights to provide value-added beverage solutions, including coffee, tea, juices, flavors, extracts and ingredients. We provide products in a variety of packaging, including branded and private label coffee in bags, fractional packs, and single serve cups, as well as extract solutions to be used in products such as cold brew and ready-to-drink offerings. Currently we serve customers in the United States, Europe and Asia, through the retail, food service and restaurant, convenience store and travel center, non-commercial account, CPG, and hospitality industries.

Sustainable Sourcing & Traceability: Through this segment, we utilize our proprietary technology and digitally traceable supply chain to directly impact and improve the lives of our farming partners, tangible economic empowerment and an emphasis on environmental accountability and farmer literacy. Revenues primarily relate to the physical delivery and settlement of forward sales contracts for green coffee.

Management evaluates the performance of each segment using Adjusted EBITDA, which is a segment performance measure we define as net income determined in accordance with GAAP, before interest expense, provision for income taxes, depreciation and amortization, equity-based compensation expense and the impact, which may be recurring in nature, of acquisition, transaction and integrations costs, including management services and consulting agreements entered into in connection with the acquisition of S&D Coffee, Inc. (“S&D”), impairment charges, non-cash mark-to-market adjustments, certain costs specifically excluded from the calculation of EBITDA under our material debt agreements, and other similar or infrequent items (although we may not have had such charges in the periods presented).

Selected financial data related to our segments is presented below:


	Three Months Ended June 30, 2022
			Sustainable				Total of
	Beverage		Sourcing &		Intersegment		Reportable
(Thousands)	Solutions		Traceability		Revenues		Segments
Net sales	$	170,865	$	58,459	$	(5,911)	$	223,413

Adjusted EBITDA		12,471		822		n/a		13,293
Less:
Interest expense								8,813
Income tax benefit								(1,499)
Depreciation and amortization								5,952
Acquisition, restructuring and integration expense								2,304
Management and consulting fees								866
Equity-based compensation								308
Mark-to-market adjustments								1,395
Loss on disposal of property, plant and equipment								184
Other								789
Net loss							$	(5,819)

Total assets		546,449		114,997		n/a		661,446


	Three Months Ended June 30, 2021
			Sustainable				Total of
	Beverage		Sourcing &		Intersegment		Reportable
(Thousands)	Solutions		Traceability		Revenues		Segments
Net sales	$	134,405	$	41,322	$	(4,583)	$	171,144

Adjusted EBITDA		10,330		853		n/a		11,183
Less:
Interest expense								8,261
Income tax benefit								(502)
Depreciation and amortization								6,071
Acquisition, restructuring and integration expense								926
Management and consulting fees								1,595
Equity-based compensation								306
Mark-to-market adjustments								(2)
Gain on disposal of property, plant and equipment								(25)
Other								621
Net loss							$	(6,068)

Total assets		493,686		69,077		n/a		562,763


	Six Months Ended June 30, 2022
			Sustainable				Total of
	Beverage		Sourcing &		Intersegment		Reportable
(Thousands)	Solutions		Traceability		Revenues		Segments
Net sales	$	319,226	$	106,232	$	(15,617)	$	409,841

Adjusted EBITDA		22,891		1,796		n/a		24,687
Less:
Interest expense, net								16,861
Income tax benefit								(3,083)
Depreciation and amortization								11,966
Acquisition, restructuring and integration expense								4,787
Management and consulting fees								2,201
Equity-based compensation								479
Mark-to-market adjustments								250
Loss on disposal of property, plant and equipment								289
Other								1,461
Net loss							$	(10,524)

Total assets		546,449		114,997		n/a		661,446


	Six Months Ended June 30, 2021
			Sustainable				Total of
	Beverage		Sourcing &		Intersegment		Reportable
(Thousands)	Solutions		Traceability		Revenues		Segments
Net sales	$	261,668	$	74,021	$	(9,214)	$	326,475

Adjusted EBITDA		18,462		1,030		n/a		19,492
Less:
Interest expense, net								15,669
Income tax benefit								(1,443)
Depreciation and amortization								12,314
Acquisition, restructuring and integration expense								1,943
Management and consulting fees								3,200
Equity-based compensation								612
Mark-to-market adjustments								(1,975)
Loss on disposal of property, plant and equipment								243
Other								1,121
Net loss							$	(12,192)

Total assets		493,686		69,077		n/a		562,763

The following table presents net sales information by geographic area. Net sales are attributed to countries based on the customer invoice location.


	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands)	2022		2021		2022		2021
United States	$	181,526	$	141,487	$	334,541	$	276,882
All other countries		41,887		29,657		75,300		49,593
Net sales	$	223,413	$	171,144	$	409,841	$	326,475

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8981-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 26
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8657-108599

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-URI https://asc.fasb.org/topic&trid=2134510

+ Details

Intangible Assets, Net (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Intangible Assets, Net (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Intangible Assets, Net
Cost	$ 138,525		$ 138,525		$ 138,478
Accumulated Amortization	(15,960)		(15,960)		(12,564)
Net	122,565		122,565		125,914
Amortization expenses	1,700	$ 1,700	$ 3,400	$ 3,300
Useful life			20 years
Customer relationships
Intangible Assets, Net
Cost	137,500		$ 137,500		137,500
Accumulated Amortization	(15,388)		(15,388)		(12,091)
Net	122,112		122,112		125,409
Favorable lease assets
Intangible Assets, Net
Cost	220		220		220
Accumulated Amortization	(101)		(101)		(79)
Net	119		119		141
Software
Intangible Assets, Net
Cost	805		805		758
Accumulated Amortization	(471)		(471)		(394)
Net	$ 334		$ 334		$ 364

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
ASSETS
Cash and cash equivalents	$ 14,343	$ 19,344
Restricted cash	3,842	3,526
Accounts receivable, net of allowance for credit losses of $2,392 and $3,749, respectively	96,001	85,795
Inventories	155,323	109,166
Derivative assets	15,692	13,765
Prepaid expenses and other current assets	8,894	6,410
Total current assets	294,095	238,006
Property, plant and equipment, net	131,802	127,613
Goodwill	97,053	97,053
Intangible assets, net	122,565	125,914
Other long-term assets	15,931	4,434
Total Assets	661,446	593,020
LIABILITIES, REDEEMABLE UNITS, AND UNITHOLDERS' DEFICIT
Current maturities of long-term debt	8,157	8,735
Short-term debt	67,871	4,510
Short-term related party debt		34,199
Accounts payable	117,871	80,405
Derivative liabilities	7,583	14,021
Accrued expenses and other current liabilities	29,842	26,370
Total current liabilities	231,324	168,240
Long-term debt, net	297,044	277,064
Subordinated related party debt	13,300	13,300
Deferred income taxes	20,132	25,515
Other long-term liabilities	11,589	3,028
Total liabilities	573,389	487,147
Commitments and contingencies (Note 16)
Unitholders' Deficit
Common Units: $0 par value 375,420,213 units authorized; 332,209,476 units and 329,042,787 units issued and outstanding at June 30, 2022 and December 31, 2021, respectively
Additional paid-in-capital	60,975	60,973
Accumulated deficit	(276,196)	(251,725)
Accumulated other comprehensive income	4,724	12,018
Total unitholders' deficit attributable to Westrock Coffee Holdings, LLC	(210,497)	(178,734)
Noncontrolling interest	2,801	2,736
Total unitholders' deficit	(207,696)	(175,998)
Total Liabilities, Redeemable Units and Unitholders' Deficit	661,446	593,020
Series A Redeemable Common Equivalent Preferred Units [Member]
LIABILITIES, REDEEMABLE UNITS, AND UNITHOLDERS' DEFICIT
Redeemable Common Equivalent Preferred Units	277,762	264,729
Series B Redeemable Common Equivalent Preferred Units [Member]
LIABILITIES, REDEEMABLE UNITS, AND UNITHOLDERS' DEFICIT
Redeemable Common Equivalent Preferred Units	$ 17,991	$ 17,142

Commitments and Contingencies (Details) $ in Millions	Jun. 30, 2022 USD ($)
Commitments and Contingencies
Purchase obligations	$ 371.7
Standby Letters of Credit
Commitments and Contingencies
Letters of credit outstanding	$ 2.7

Related Party Transactions (Tables)

6 Months Ended

Jun. 30, 2022

Related Party Transactions

Schedule of transactions with related parties


(Thousands)	June 30, 2022		December 31, 2021
Short-term related party debt:
Brown Brothers Harriman¹	$	—	$	34,199

Subordinated related party debt:
Wooster Capital²		9,800		9,800
Jo Ellen Ford¹		3,500		3,500
Total	$	13,300	$	13,300


	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands)	2022		2021		2022		2021
Interest expense, net:
Brown Brothers Harriman¹	$	—	$	287	$	541	$	578
Wooster Capital²		149		147		296		297
Jo Ellen Ford¹		53		52		106		106
Westrock Finance, LLC²		—		97		—		192
Total	$	202	$	583	$	943	$	1,173

1 – Related through common ownership

2 – Related through common ownership and management

Summary of Significant Accounting Policies - Allowance for credit losses (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Allowance for credit loss roll forward
Balance at beginning of period	$ 3,011	$ 4,005	$ 3,749	$ 3,977
Charged to selling, general and administrative expense	25	56	922	100
Write-offs	(644)	(395)	(2,279)	(411)
Total	$ 2,392	$ 3,666	$ 2,392	$ 3,666

Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2022

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Note 3. Summary of Significant Accounting Policies

Accounts Receivable and Allowance for Credit Losses

Activity in the allowance for credit losses was as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands)	2022		2021		2022		2021
Balance at beginning of period	$	3,011	$	4,005	$	3,749	$	3,977
Charged to selling, general and administrative expense		25		56		922		100
Write-offs		(644)		(395)		(2,279)		(411)
Total	$	2,392	$	3,666	$	2,392	$	3,666

Inventories

Recently issued accounting pronouncements

Update ASU 2016-02 – Leases (Topic 842) and Update ASU 2018-10 – Codification Improvements to Topic 842, Leases

Key estimates and judgements include the following:

(i)

(ii)

CONDENSED CONSOLIDATED STATEMENTS OF UNITHOLDERS' DEFICIT - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Balance at beginning of period	$ (192,606)	$ (152,562)	$ (175,998)	$ (139,741)
Balance at the beginning (in units)			329,042,787
Net income (loss)	(5,819)	(6,068)	$ (10,524)	(12,192)
Other comprehensive income (loss)	(2,434)	4,547	(7,294)	3,445
Equity-based compensation	308	306	479	612
Net unit settlement			(477)	(162)
Accumulating preferred dividends	(7,145)	(6,109)	(13,882)	(11,848)
Balance at end of period	$ (207,696)	$ (159,886)	$ (207,696)	$ (159,886)
Balance at the end (in units)	332,209,476		332,209,476
Common Units
Balance at the beginning (in units)	332,210,000	329,043,000	329,043,000	325,983,000
Equity-based compensation (Units)			3,167,000	3,060,000
Balance at the end (in units)	332,210,000	329,043,000	332,210,000	329,043,000
Additional Paid-in Capital
Balance at beginning of period	$ 60,667	$ 60,056	$ 60,973	$ 59,912
Equity-based compensation	308	306	479	612
Net unit settlement			(477)	(162)
Balance at end of period	60,975	60,362	60,975	60,362
Accumulated Deficit
Balance at beginning of period	(263,338)	(217,743)	(251,725)	(205,570)
Net income (loss)	(5,713)	(6,094)	(10,589)	(12,528)
Accumulating preferred dividends	(7,145)	(6,109)	(13,882)	(11,848)
Balance at end of period	(276,196)	(229,946)	(276,196)	(229,946)
Accumulated Other Comprehensive Income
Balance at beginning of period	7,158	2,718	12,018	3,820
Other comprehensive income (loss)	(2,434)	4,547	(7,294)	3,445
Balance at end of period	4,724	7,265	4,724	7,265
Non-Controlling Interest
Balance at beginning of period	2,907	2,407	2,736	2,097
Net income (loss)	(106)	26	65	336
Balance at end of period	$ 2,801	$ 2,433	$ 2,801	$ 2,433

Leases (Tables)

6 Months Ended

Jun. 30, 2022

Leases

Summary of amount of right-of-use lease assets and lease liabilities


(Thousands)	Balance Sheet Location	June 30, 2022
Right-of-use operating lease assets	Other long-term assets	$	11,260
Operating lease liabilities - current	Accrued expenses and other current liabilities		2,382
Operating lease liabilities - noncurrent	Other long-term liabilities		8,873

Schedule of components of lease costs


(Thousands)	Three Months Ended June 30, 2022		Six Months Ended June 30, 2022
Operating lease cost	$	842	$	1,771
Short-term lease cost		224		478
Total	$	1,066	$	2,249


	June 30, 2022
Weighted-average discount rate		8.5%
Weighted-average remaining lease term		5.2 years


(Thousands)	Six Months Ended June 30, 2022
Operating cash flows from operating leases	$	806

Schedule of future minimum lease payments under non-cancellable operating leases


(Thousands)
Remainder of 2022	$	1,633
2023		3,121
2024		2,743
2025		2,075
2026		1,439
Thereafter		3,125
Total future minimum lease payments		14,136
Less: imputed interest		(2,881)
Present value of minimum lease payments	$	11,255

Schedule of minimum future lease payments under the previous lease guidance


(Thousands)
2022	$	4,334
2023		4,332
2024		4,174
2025		3,286
2026		2,377
Thereafter		4,373
Total	$	22,876

Goodwill (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Goodwill
Goodwill	$ 173,936
Accumulated impairment loss	(76,883)
Balance at end of period	97,053	$ 97,053
Beverage Solutions
Goodwill
Goodwill	173,936
Accumulated impairment loss	(76,883)
Balance at end of period	$ 97,053

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Fair Value Measurements

6 Months Ended

Jun. 30, 2022

Fair Value Measurements

Fair Value Measurements

Note 12. Fair Value Measurements

ASC 820, Fair Value Measurements, defines fair value at the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Additionally, the inputs used to measure fair value are prioritized based on a three-level hierarchy. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs.

The Company groups its assets and liabilities at fair value in three levels, based on the markets in which the assets and liabilities are traded, and the reliability of the assumptions used to determine fair value. These levels are:

●

Level 1—Valuation is based upon quoted prices for identical instruments traded in active markets.

●

Level 2—Valuation is based upon inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly (i.e. interest rate and yield curves observable at commonly quoted intervals, default rates, etc.). Observable inputs include quoted prices for similar instruments in active and non-active markets. Level 2 includes those financial instruments that are valued with industry standard valuation models that incorporate inputs that are observable in the marketplace throughout the full term of the instrument or can otherwise be derived from or supported by observable market data in the marketplace. Level 2 inputs may also include insignificant adjustments to market observable inputs.

●

Level 3—Valuation is based upon one or more unobservable inputs that are significant in establishing a fair value estimate. These unobservable inputs are used to the extent relevant observable inputs are not available and are developed based on the best information available. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.

The following table summarizes the fair value of financial instruments at June 30, 2022:


	June 30, 2022
(Thousands)	Level 1		Level 2		Level 3		Total
Assets:
Green coffee associated with forward contracts	$	—	$	55,952	$	—	$	55,952
Forward sales contracts		—		14,990		—		14,990
Coffee options		702		—		—		702
Total	$	702	$	70,942	$	—	$	71,644

Liabilities:
Coffee futures contracts	$	829	$	—	$	—	$	829
Forward purchase contracts		—		6,754		—		6,754
Total	$	829	$	6,754	$	—	$	7,583

The following table summarizes the fair value of financial instruments at December 31, 2021:


	December 31, 2021
(Thousands)	Level 1		Level 2		Level 3		Total
Assets:
Green coffee associated with forward contracts	$	—	$	47,845	$	—	$	47,845
Coffee futures contracts		172		—		—		172
Forward sales contracts		—		13,593		—		13,593
Total	$	172	$	61,438	$	—	$	61,610

Liabilities:
Forward purchase contracts	$	—	$	14,021	$	—	$	14,021
Total	$	—	$	14,021	$	—	$	14,021

Coffee futures contracts and coffee options are valued based on quoted market prices. The estimated fair value for green coffee inventories associated with forward contracts and forward sales and purchase contracts are based on exchange-quoted prices, adjusted for differences in origin, quantity, quality, and future delivery period, as the exchange quoted prices represent standardized terms for the commodity. These adjustments are generally determined using broker or dealer quotes or based upon observable market transactions. As a result, green coffee associated with forward contracts and forward sales and purchase contracts are classified within Level 2 of the fair value hierarchy.

Financial instruments consist primarily of cash, accounts receivable, accounts payable, and long-term debt. The carrying amount of cash, accounts receivable and accounts payable was estimated by management to approximate fair value due to the relatively short period of time to maturity for those instruments. In November 2021, we amended our Prior Term Loan Agreement and our Prior ABL Credit Agreement, which comprise our material long-term debt obligations. As there was no re-pricing of those obligations in connection with the amendments, the carrying amount of these obligations was estimated by management to approximate fair value as of June 30, 2022 and December 31, 2021. Due to the LIBOR-based nature of the Prior Term Loan Facility and the Prior ABL Facility, the Prior Term Loan Facility and the Prior ABL Facility are carried on the Condensed Consolidated Balance Sheets at amortized costs. The fair value of the Prior Term Loan Facility and the Prior ABL Facility was determined based on Level 2 inputs under the fair value hierarchy.

Non-financial assets and liabilities, including property, plant and equipment, goodwill, and intangible assets are measured at fair value on a non-recurring basis. No events occurred during the three or six months ended June 30, 2022 and 2021, requiring these non-financial assets and liabilities to be subsequently recognized at fair value.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Inventories (Tables)

6 Months Ended

Jun. 30, 2022

Inventories

Schedule of inventories


(Thousands)	June 30, 2022		December 31, 2021
Raw materials	$	55,887	$	45,079
Finished goods		21,955		14,895
Green coffee		77,481		49,192
Total inventories	$	155,323	$	109,166

Accumulated Other Comprehensive Income (Tables)

6 Months Ended

Jun. 30, 2022

Accumulated Other Comprehensive Income.

Schedule of changes in accumulated other comprehensive loss, net of tax


	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands)	2022		2021		2022		2021
Cash flow hedge changes in fair value gain (loss):
Balance at beginning of period	$	6,899	$	2,565	$	11,759	$	3,581
Other comprehensive income (loss) before reclassifications		(531)		7,289		(2,800)		6,545
Amounts reclassified from accumulated comprehensive income		(2,701)		(1,302)		(6,831)		(1,900)
Tax effect		807		(1,461)		2,346		(1,135)
Net accumulated other comprehensive income		4,474		7,091		4,474		7,091
Less: Other comprehensive income attributable to noncontrolling interests		—		—		—		—
Balance at end of period		4,474		7,091		4,474		7,091
Foreign currency translation gain
Balance at beginning of period		259		153		259		239
Other comprehensive income (loss) before reclassifications		(9)		21		(9)		(65)
Amounts reclassified from accumulated comprehensive income		—		—		—		—
Tax effect		—		—		—		—
Net other comprehensive income		250		174		250		174
Less: Other comprehensive income attributable to noncontrolling interests		—		—		—		—
Balance at end of period		250		174		250		174
Accumulated other comprehensive income at end of period	$	4,724	$	7,265	$	4,724	$	7,265

Earnings per Unit

6 Months Ended

Jun. 30, 2022

Earnings per Unit

Earnings per Unit

Note 14. Earnings per Unit

Prior to the Conversion, the Company’s ownership interests consisted of two classes of equity units, referred to as Common Units and Common Equivalent Preferred Units (“CEP Units”). The dilutive effect of CEP Units is calculated by using the “if-converted” method. This assumes an add-back of dividends on the CEP Units to net income attributable to unitholders as if the securities were converted to Common Units at the beginning of the reporting period (or at the time of issuance, if later), and the resulting Common Units are included in the number of weighted-average units outstanding.

The dilutive effect of time-based option awards and restricted stock units is calculated using the treasury stock method, while performance-based vesting units are treated as contingently issuable.

We have excluded from the computation of diluted units the effect of time-based unit options, restricted Common Units, and CEP Units because their inclusion would have an anti-dilutive effect due to our reported net loss. We had 16.4 million unit options, 4.5 million restricted Common Units, and 239.2 million CEP Units outstanding at June 30, 2022, and 13.1 million, 9.1 million and 222.2 million of unit options, restricted Common Units, and CEP Units outstanding, respectively, at June 30, 2021.


	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands, except per unit data)	2022		2021		2022		2021
Diluted Earnings per Common Unit
Numerator:
Net loss attributable to common unitholders - basic	$	(12,858)	$	(12,203)	$	(24,471)	$	(24,376)
Impact of if-converted securities		—		—		—		—
Net loss attributable to common unitholders - diluted	$	(12,858)	$	(12,203)	$	(24,471)	$	(24,376)
Denominator:
Weighted-average common units outstanding - basic		332,209		329,043		331,195		328,062
Impact of if-converted securities		—		—		—		—
Effect of other dilutive securities		—		—		—		—
Weighted-average common units outstanding - diluted		332,209		329,043		331,195		328,062

Dilutive loss per common unit	$	(0.04)	$	(0.04)	$	(0.07)	$	(0.07)

Earnings per Unit (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Numerator:
Net loss attributable to common unitholders - basic	$ (12,858)	$ (12,203)	$ (24,471)	$ (24,376)
Net loss attributable to common unitholders - diluted	$ (12,858)	$ (12,203)	$ (24,471)	$ (24,376)
Denominator:
Weighted-average common units outstanding - basic	332,209	329,043	331,195	328,062
Weighted-average common units outstanding - diluted	332,209	329,043	331,195	328,062
Dilutive loss per common unit	$ (0.04)	$ (0.04)	$ (0.07)	$ (0.07)
Units options
Earnings per Unit
Antidilutive securities			16,400	13,100
Restricted common units
Earnings per Unit
Antidilutive securities			4,500	9,100
CEP units
Earnings per Unit
Antidilutive securities			239,200	222,200

Derivatives (Tables)

6 Months Ended

Jun. 30, 2022

Derivatives

Schedule of fair value of derivative assets and liabilities


(Thousands)	Balance Sheet Location	June 30, 2022		December 31, 2021
Derivative assets designated as cash flow hedging instruments:
Coffee futures contracts¹	Derivative assets	$	—	$	172
Coffee options	Derivative assets		702		—
Total		$	702	$	172

Derivative assets not designated as cash flow hedging instruments:
Forward sales contracts	Derivative assets	$	14,990	$	13,593
Total			14,990		13,593
Total derivative assets		$	15,692	$	13,765

Derivative liabilities designated as cash flow hedging instruments:
Coffee futures contracts¹	Derivative liabilities	$	829	$	—
Coffee options	Derivative liabilities		—		—
Total		$	829	$	—

Derivative liabilities not designated as cash flow hedging instruments:
Forward purchase contracts	Derivative liabilities	$	6,754	$	14,021
Total			6,754		14,021
Total derivative liabilities		$	7,583	$	14,021

1 - The fair value of coffee futures excludes amounts related to margin accounts.

Schedule of pre-tax net gains and losses for derivative instruments


		Three Months Ended June 30,				Six Months Ended June 30,
(Thousands)	Statement of Operations Location	2022		2021		2022		2021
Derivative assets designated as cash flow hedging instruments:
Net realized gains (losses) on coffee derivatives	Costs of sales	$	2,701	$	1,302	$	6,831	$	1,900

Derivative assets and liabilities not designated as cash flow hedging instruments:
Net unrealized gains (losses) on forward sales and purchase contracts	Costs of sales	$	291	$	(3,038)	$	7,237	$	(581)

Summary of Significant Accounting Policies - Other (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Jun. 30, 2022
Summary of Significant Accounting Policies
Right-of-use operating lease assets		$ 11,260
Lease liabilities recognized		$ 11,255
ASU 2016-02
Summary of Significant Accounting Policies
Practical expedients election	true
ASU 2016-02 \| Adjustment
Summary of Significant Accounting Policies
Right-of-use operating lease assets	$ 13,000
Lease liabilities recognized	$ 13,000

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021	Jun. 30, 2021	Dec. 31, 2020
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Cash and cash equivalents	$ 14,343	$ 19,344	$ 17,040
Restricted cash	3,842	3,526	1,163
Total	$ 18,185	$ 22,870	$ 18,203	$ 18,652

Property, Plant and Equipment, Net (Tables)

6 Months Ended

Jun. 30, 2022

Property, Plant and Equipment, Net.

Schedule of Property, Plant and Equipment, Net


(Thousands)	Depreciable Lives	June 30, 2022		December 31, 2021
Land		$	9,123	$	9,150
Buildings	10-40 years		44,082		43,895
Leasehold improvements¹			786		613
Plant equipment	3-15 years		89,951		88,155
Vehicles and transportation equipment	3-5 years		799		876
IT systems	3-7 years		2,454		2,453
Furniture and fixtures	3-10 years		2,929		2,746
Customer beverage equipment²	3-5 years		23,184		24,341
Lease right-of-use assets³			10		—
Construction in progress and equipment deposits			18,066		8,025
			191,384		180,254
Less: accumulated depreciation			(59,582)		(52,641)
Property, plant and equipment, net		$	131,802	$	127,613

1 - Leasehold improvements are amortized over the shorter of their estimated useful lives or the related lease life.

2 - Customer beverage equipment consists of brewers held on site at customer locations.

3 - Lease right-of-use assets are amortized over the shorter of the useful life of the asset or the lease term.

Organization and Description of Business (Details) $ / shares in Units, $ in Millions	6 Months Ended
	Jun. 30, 2022 facility	Aug. 26, 2022 USD ($) $ / shares
Organization and Description of Business
Number of manufacturing facilities \| facility	7
Concord, North Carolina
Organization and Description of Business
Number of manufacturing facilities \| facility	3
North Little Rock, Arkansas
Organization and Description of Business
Number of manufacturing facilities \| facility	2
Kigali, Rwanda
Organization and Description of Business
Number of manufacturing facilities \| facility	1
Johor Bahru, Malaysia
Organization and Description of Business
Number of manufacturing facilities \| facility	1
Riverview \| New Company \| Subsequent Event
Organization and Description of Business
Amount received \| $		$ 66.3
Riverview \| New Company \| Wells Fargo \| Term loan \| Subsequent Event
Organization and Description of Business
Face amount \| $		175.0
Riverview \| New Company \| Wells Fargo \| Revolving loan commitment \| Subsequent Event
Organization and Description of Business
Amount received \| $		87.0
Face amount \| $		175.0
Riverview \| New Company \| Common Stock PIPE Commitments \| Subsequent Event
Organization and Description of Business
Amount received \| $		$ 230.9
Share Price \| $ / shares		$ 10.00
Westrock Coffee Company, LLC. \| Falcon Coffees Limited
Organization and Description of Business
Percentage of ownership interest	85.00%

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Net sales	$ 223,413	$ 171,144	$ 409,841	$ 326,475
Costs of sales	184,515	136,791	332,512	258,987
Gross profit	38,898	34,353	77,329	67,488
Selling, general and administrative expense	35,048	31,819	70,109	63,506
Acquisition, restructuring and integration expense	2,304	926	4,787	1,943
Loss (gain) on disposal of property, plant and equipment	184	(25)	289	243
Total operating expenses	37,536	32,720	75,185	65,692
Income from operations	1,362	1,633	2,144	1,796
Other (income) expense, net	(133)	(58)	(1,110)	(238)
Interest expense	8,813	8,261	16,861	15,669
Loss before income taxes	(7,318)	(6,570)	(13,607)	(13,635)
Income tax benefit	(1,499)	(502)	(3,083)	(1,443)
Net loss	(5,819)	(6,068)	(10,524)	(12,192)
Net (loss) income attributable to non-controlling interest	(106)	26	65	336
Net loss attributable to unitholders	(5,713)	(6,094)	(10,589)	(12,528)
Accumulating preferred dividends	(7,145)	(6,109)	(13,882)	(11,848)
Net loss attributable to common unitholders	$ (12,858)	$ (12,203)	$ (24,471)	$ (24,376)
Loss per common unit:
Basic (in dollars per unit)	$ (0.04)	$ (0.04)	$ (0.07)	$ (0.07)
Diluted (in dollars per unit)	$ (0.04)	$ (0.04)	$ (0.07)	$ (0.07)
Weighted-average number of units outstanding
Basic (in units)	332,209	329,043	331,195	328,062
Diluted (in units)	332,209	329,043	331,195	328,062