Purpose-driven company that serves the
world’s most iconic brands and delivers measurable global impact
through sustainable sourcing, digitally traceable supply chain
management, has strong financial profile and revenue growth
- Westrock Coffee offers a highly scalable platform and is
delivering strong financial results with estimated 2022 revenue of
approximately $960 million and projected adjusted EBITDA of
approximately $75 million
- The transaction values Westrock Coffee at an enterprise value
of approximately $1.086 billion at $10 per share and, assuming no
redemptions by Riverview shareholders, will deliver approximately
$500 million in gross cash proceeds to the combined company
- The transaction includes $250 million in common stock PIPE
commitments at $10 per share, including $60 million from R. Brad
Martin, NFC Investments, LLC, and the other Riverview Acquisition
Corp. founders, $25 million from Westrock Coffee founders, and $78
million each from HF Capital, the Haslam family investment office,
and funds managed by Southeastern Asset Management.
- Westrock Coffee’s existing shareholders are rolling 100% of
their shares into the combined company
- Westrock Coffee has also secured a financing commitment from
Wells Fargo for a $300 million Senior Secured Pro Rata Credit
Facility including a $150 million term loan and a $150 million
revolving loan commitment. The term loan will be fully funded at
closing and the revolver is expected to be largely undrawn
- Following the close of the transaction and the refinancing of
Westrock Coffee’s debt, the Company will have a strong balance
sheet with an expected net cash position of approximately $120
million, assuming no redemptions by Riverview shareholders
- Founded on a mission to positively impact the coffee, tea, and
extracts market from crop to cup, Westrock Coffee is leading the
industry through sustainable sourcing, digitally traceable supply
chain management, and the improvement of the lives of 1.5 million
smallholder farmers around the world
- A webcast of a conference call with Westrock Coffee and
Riverview Acquisition Corp. leadership, as well as an associated
investor presentation, is accessible at
www.westrockcoffee.com/pages/investors
Private investment firm The Stephens Group, LLC (“The Stephens
Group”) announced today that on April 3, 2022, its portfolio
investment Westrock Coffee Holdings, LLC announced its plans to go
public via a business combination with Riverview Acquisition Corp.
(NASDAQ: RVAC) (“RVAC” or “Riverview”), which values the Company at
approximately $1.086 billion. The proposed business combination
will allow Westrock Coffee to accelerate the build-out of the
United States’ largest roasting to ready-to-drink facility, as well
as the Company’s further expansion into Europe, Asia Pacific, and
the Middle East in support of its blue-chip customers. Upon the
closing of the transaction, the combined company will be named
Westrock Coffee Company and is expected to be listed on the Nasdaq
under the ticker symbol “WEST.”
Westrock Coffee is led by Chief Executive Officer and Co-Founder
Scott Ford, previously President and CEO of Alltel Wireless.
Riverview is led by its Chairman and CEO, R. Brad Martin, Retired
Chairman and CEO of Saks Incorporated and current Board member of
FedEx Corporation and Pilot Company.
Company Overview
Westrock Coffee supplies the world’s most iconic brands with the
world’s most innovative coffee, tea, flavors, extracts, and
ingredients products. As the “brand behind the brands,” Westrock
Coffee’s long-tenured customers include blue-chip market leaders
across the retail, restaurant and food service, convenience store
and travel center, non-commercial account, CPG, and hospitality
industries. Westrock Coffee currently provides over 20 million cups
of coffee to the world daily. The Company is also the largest
custom/private label coffee and tea provider to restaurants in the
United States by volume, and the second largest coffee extract
provider in ready-to-drink coffee.
Westrock Coffee is leading the industry in sustainable sourcing
and digitally traceable supply chain technologies that provide
transparency from the farmer through the finished product. The
Company was founded 13 years ago with the belief that growth is an
inevitable byproduct of investments in infrastructure, farmer
development, supply chain traceability and transparency, product
innovation, and technological advancement. Mr. Ford founded the
company with a goal to create economic opportunity for farmers,
their families, and the communities where they live.
Today, Westrock Coffee sources from more than 1.5 million
smallholder farmers in 35 countries worldwide. Its hands-on
approach to working with its farmer partners has led to improved
social, economic, and environmental standards for people around the
world while expanding its offerings to its customers. Westrock
Coffee’s proprietary digital tracing technology stack gives its
customers visibility into every step of the supply chain. As a
result, the Company has grown exponentially since its founding,
with total net revenues expected to exceed $960 million in
2022.
This transaction will support Westrock Coffee’s mission to build
and efficiently operate the preeminent integrated coffee, tea,
flavors, extracts, and ingredients supply chain in the world.
Proceeds from the transaction will be used to fuel the Company’s
organic growth plans, including further expansion of its product
and solution offerings and customer base, and the build-out of
manufacturing facilities in the U.S., including the largest,
roasting to ready-to-drink facility in the nation. Funds will also
be used in the pursuit of strategic acquisitions, and the
acceleration of growth in existing and international markets
including Europe, Asia Pacific, and the Middle East.
Scott Ford, CEO and Co-Founder of Westrock Coffee,
stated: “The announcement today to go public via this transaction
with Riverview represents a truly important milestone in Westrock
Coffee’s journey. We started Westrock Coffee when we saw the need
for coffee farmers in Rwanda to earn a living wage and realized
that a new business model for the industry could enable this
outcome while being self-sustaining and un-reliant on the vagaries
of charity or consumer price premiums. Our mission to positively
impact the coffee, tea, flavors, extracts, and ingredients market
from crop to cup has proven to be both enormously successful and
gratifying. Our scaled platform and comprehensive portfolio of
beverage solutions has allowed us to deliver high-quality coffee,
tea, and extracts products to the largest and most recognizable
names in the world, while making a noticeable impact in the lives
of our farmer partners, by empowering them economically to improve
their lives and the lives of those in their communities.”
Ford continued, “As we were considering entering the public
market, we had the opportunity to meet Brad Martin, an accomplished
executive whose big heart and experience with scaled operating
platforms made him the ideal partner to help fulfill our global
mission. This transaction, in partnership with Brad and the
incredible team at Riverview Acquisition Corp., will catapult our
efforts globally and open a pathway for public investors to
participate in our important work.”
R. Brad Martin, CEO of Riverview, commented: “When we
launched Riverview Acquisition Corp., I stated that our objective
was to find a merger partner in an attractive business with
tangible growth prospects in which we could invest, a solid market
position with competitive strengths, and an experienced, public
company-ready management team that has demonstrated a commitment to
maximizing value while operating with the highest level of
integrity. I’m pleased that we are able to announce today that we
have achieved that objective in our proposed merger with Westrock
Coffee.”
Martin continued, “I’ve long admired the Ford family, and
because of my respect for them, I approached them about the
possibility of partnering with Riverview. The intense customer,
commercial, and mission focus of the Westrock team has built a
terrific business over the last 13 years, and now the Company is
poised for a very promising future. The Westrock management team
will be the largest equity owners in our Company, and my fellow
shareholders in Riverview Acquisition Corp. and my partners in the
PIPE investment are delighted to become part of the Westrock
family.”
Westrock Coffee Investment
Highlights
- Purpose-driven mission delivers measurable and sustained
impact. Westrock Coffee was founded on the belief that growth
is an inevitable byproduct of investments in infrastructure, farmer
development, supply chain, product innovation, and technological
advancement when combined with exceptional personal service. This
growth provides smallholder farmers and their families in
developing countries the ability to advance their quality of life
and economic well-being.
- Proprietary, digitally traceable supply chain
technology. Creation and management of a sustainable and
digitally traceable supply chain from the original farmer
transaction through the finished consumer packaged good is a
cornerstone of Westrock Coffee’s differentiation.
- Large and growing total addressable market of $318
billion. The global coffee and tea market provides significant
opportunity, including a TAM of $37 billion in Westrock Coffee’s
traditional core business.
- Unparalleled customer value proposition. Leading brands
choose Westrock Coffee because it is singularly positioned to meet
their needs, while simultaneously driving a new standard for
sustainably sourced products. Westrock Coffee provides a
comprehensive product and service offering to its customers,
including a full range of beverage concentrate and flavoring
systems. In addition to great tasting, high quality beverage
solutions, customers rely on Westrock Coffee for best-in-class
product innovation, consumer insights, and customer service.
- Tenured, flagship customers with global operations.
Westrock Coffee serves the largest and most iconic brands across
multiple industries – the average tenure for Westrock Coffee’s top
20 customers, including businesses the Company has acquired since
founding, is almost 20 years.
- Strong financial profile and growth trajectory. Westrock
Coffee is a highly scalable platform that is gaining market share
and delivering strong financial results – 2022 net revenue is
estimated to grow to approximately $960 million, driving projected
Adjusted EBITDA growth of approximately 60% to $75 million.
Transaction Overview
The transaction values the combined company at a pro forma
enterprise value of approximately $1.086 billion at $10 per share,
representing 1.1 times projected 2022 revenues and approximately
14.5 times projected 2022 Adjusted EBITDA.
As part of the transaction, Westrock Coffee will convert into a
corporation and all of Westrock Coffee’s existing shareholders will
roll 100% of their shares into the new Company and, assuming no
redemptions from Riverview shareholders, will hold approximately
53% of the shares of the combined company on closing.
Assuming no redemptions from Riverview shareholders, the
transaction will deliver approximately $500 million in gross cash
proceeds to the combined company including $250 million in common
stock PIPE commitments at $10 per share, funded by $60 million from
R. Brad Martin, NFC Investments, LLC, and the other Riverview
Acquisition Corp. founders, $25 million from Westrock Coffee
founders, and $78 million each from HF Capital, the Haslam family
investment office, and funds managed by Southeastern Asset
Management.
In connection with the transactions, Westrock Coffee has secured
a financing commitment from Wells Fargo for a $300 million Senior
Secured Pro Rata Credit Facility to be entered into at closing,
which will be used to re-finance the Company’s existing debt and
fund its expansion plans.
The Boards of Directors of Westrock Coffee and Riverview have
each unanimously approved this transaction. The transaction is
subject to customary closing conditions, including approval of the
shareholders of RVAC. The transaction is expected to close by the
end of the third quarter of 2022.
Additional information about the proposed transaction, including
a copy of the transaction agreement and investor presentation, will
be provided in a Current Report on Form 8-K to be filed by RVAC
with the Securities and Exchange Commission (“SEC”) and will be
available on the Riverview website at www.riverviewacquisition.com,
the Westrock Coffee website at
www.westrockcoffee.com/pages/investors and at the SEC’s website at
http://www.sec.gov/.
Advisors
Stifel is serving as Lead Financial Advisor and Wells Fargo
Securities, LLC is serving as Financial Advisor to Westrock Coffee.
Stifel and Wells Fargo Securities, LLC are both serving as Capital
Market Advisors to Westrock Coffee. Wachtell, Lipton, Rosen &
Katz is acting as legal counsel to Westrock Coffee.
Stephens Inc. is serving as Financial and Capital Markets
Advisor, and Cantor Fitzgerald & Co. is serving as Capital
Markets Advisor to Riverview. King & Spalding LLP is acting as
legal counsel to Riverview.
Investor Conference Call Information
Westrock Coffee and Riverview leadership hosted a joint investor
conference call to discuss the proposed transaction on April 4th,
2022. The conference call, as well as an associated investor
presentation, can be accessed here, or on the Westrock Coffee
investor relations website at
www.westrockcoffee.com/pages/investors. Interested parties may also
listen to the prepared remarks via telephone by dialing
1-844-512-2921, or for international callers, 1-412-317-6671 and
entering pin number: 13728507. The telephone replay of the call
will be available until Monday, April 11, 2022 at 11:59 PM ET, and
a replay of the webcast will be archived on the investor relations
website.
About The Stephens Group, LLC
The Stephens Group, LLC (https://www.stephensgroup.com) is a
private investment firm that partners with talented management
teams to help build valuable businesses. Backed by the resources of
the Witt Stephens and Elizabeth Campbell families, the firm
combines the operational expertise of a private equity firm with
the flexibility provided by long-term capital. With nearly $2
billion of private equity assets under management, the firm has a
long history of providing informed, sophisticated expertise and
working with owners and managers to help them successfully achieve
their strategic visions and build long-term value. Since 2006, The
Stephens Group has invested in 49 companies, targeting investments
in industries across the U.S., including industrial and commercial
products and services, specialty distribution, B2B food, technology
infrastructure and tech-enabled services.
About Westrock Coffee Holdings, LLC
Westrock Coffee Holdings, LLC is a leading integrated coffee,
tea, flavors, extracts, and ingredients solutions provider in the
U.S., providing coffee sourcing, supply chain management, product
development, roasting, packaging, and distribution services to
retail, food service and restaurant, convenience store and travel
center, non-commercial account, CPG, and hospitality industries
around the world. With offices in 10 countries, the company sources
coffee and tea from 35 origin countries.
About Riverview Acquisition Corporation
Riverview Acquisition Corp. is a blank check company formed for
the purpose of effecting a merger, capital stock exchange, asset
acquisition, stock purchase, reorganization or similar business
combination with one or more businesses. Management is led by Chief
Executive Officer R. Brad Martin, President Charles K. Slatery, and
Chief Financial Officer Will Thompson.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220406005304/en/
Allie Laborde Principal, Business Development The Stephens
Group, LLC pressreleases@stephensgroup.com 501.377.3401
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