Westrock Coffee Holdings, LLC (“Westrock Coffee”), a leading
integrated coffee, tea, flavors, extracts, and ingredients
solutions provider to the world’s most iconic brands, announced the
filing with the U.S. Securities and Exchange Commission (the “SEC”)
of a registration statement on Form S-4 (the “Registration
Statement”) in connection with the previously announced business
combination between Westrock Coffee and Riverview Acquisition Corp.
(NASDAQ: RVAC) (“RVAC” or “Riverview”), a publicly traded special
purpose acquisition company.
The Registration Statement, which can be found here, contains a
preliminary proxy statement of Riverview and preliminary prospectus
of Westrock Coffee in connection with the proposed business
combination transaction. Although the Registration Statement has
not yet become effective and the information contained therein is
preliminary and subject to change, it provides important
information about Westrock Coffee and the proposed business
combination transaction.
The business combination transaction, expected to close by the
end of the third quarter of 2022, is subject to the Registration
Statement being declared effective by the SEC, approval of the
transaction by the stockholders of RVAC, and other customary
closing conditions. Riverview’s shares of Class A common stock and
warrants to purchase shares of Class A common stock are currently
traded on the Nasdaq under the ticker symbols “RVAC” and “RVACW”,
respectively. Upon completion of the transaction, the combined
company will be named Westrock Coffee Company and its shares of
common stock and warrants to purchase shares of common stock are
expected to be listed on the Nasdaq under the ticker symbol “WEST”
and “WESTW”, respectively.
About Westrock Coffee Holdings, LLC
Westrock Coffee Holdings, LLC 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. 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.
Additional Information and Where to Find It
In connection with the proposed transaction, Westrock Coffee has
filed with the SEC a registration statement on Form S-4 that
includes a proxy statement of Riverview and a prospectus of
Westrock Coffee, as well as other relevant documents concerning the
proposed transaction. INVESTORS, SECURITY HOLDERS AND OTHER
INTERESTED PERSONS ARE URGED TO READ THE REGISTRATION STATEMENT AND
THE PROXY STATEMENT/PROSPECTUS REGARDING THE TRANSACTION AND ANY
OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY
AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY CONTAIN
OR WILL CONTAIN IMPORTANT INFORMATION. The definitive proxy
statement / prospectus will be mailed to stockholders of Riverview
as of a record date to be established for voting on the proposed
transaction. Riverview stockholders may obtain a free copy of the
proxy statement/prospectus, as well as other filings containing
information about Westrock Coffee and Riverview, without charge, at
the SEC’s website (http://www.sec.gov). Copies of the proxy
statement/prospectus can also be obtained, without charge, by
directing a request to Riverview Acquisition Corp., 510 South
Mendenhall Road, Suite 200, Memphis, TN 38117, (901) 767-5576.
Participants in Solicitation
Riverview and its directors and executive officers may be deemed
participants in the solicitation of proxies from Riverview’s
stockholders with respect to the proposed business combination. A
list of the names of those directors and executive officers and a
description of their interests in Riverview is contained in the
Registration Statement, which was filed with the SEC and is
available free of charge at the SEC’s website at www.sec.gov.
The Company and its directors and executive officers may also be
deemed to be participants in the solicitation of proxies from the
stockholders of Riverview in connection with the proposed business
combination. A list of the names of such directors and executive
officers and information regarding their interests in the proposed
business combination is included in the proxy statement/prospectus
for the proposed business combination that Westrock Coffee has
filed with the SEC.
No Offer or Solicitation
This communication does not constitute (i) a solicitation of a
proxy, consent or authorization with respect to any securities or
in respect of the business combination or (ii) an offer to sell, a
solicitation of an offer to buy, or a recommendation to purchase,
any securities of Westrock Coffee, Riverview, the combined company
or any of their respective affiliates. No offering of securities
shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended, or an exemption therefrom, nor shall any sale of
securities in any states or jurisdictions in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction be
affected. No securities commission or securities regulatory
authority in the United States or any other jurisdiction has in any
way passed upon the merits of the business combination or the
accuracy or adequacy of this communication.
Forward-Looking Statements
Certain statements included in this communication that are not
historical facts are forward-looking statements. Forward-looking
statements generally are accompanied by words such as "believe,"
"may," "will," "estimate," "continue," "anticipate," "intend,"
"expect, "should," "would," "plan," "predict,” "potential," "seem,"
"seek," "future," "outlook," and similar expressions that predict
or indicate future events or trends or that are not statements of
historical matters. These forward-looking statements include, but
are not limited to, certain plans, expectations, goals,
projections, and statements about the benefits of the proposed
transaction, the plans, objections, expectations, and intentions of
Westrock Coffee and Riverview, the expected timing of completion of
the transaction, and other statements that are not historical
facts. These statements are based on information available to
Westrock Coffee and Riverview as of the date hereof and neither
Westrock Coffee nor Riverview is under any duty to update any of
the forward-looking statements after the date of this Presentation
to conform these statements to actual results. These statements are
based on various assumptions, whether or not identified in this
communication, and on the current expectations of the respective
management of Westrock Coffee and Riverview as of the date hereof
and are not predictions of actual performance. These
forward-looking statements are provided for illustrative purposes
only and are not intended to serve as and should not be relied on
by an investor or others as, a guarantee, an assurance, a
prediction, or a definitive statement of fact or probability.
Actual events and circumstances are difficult or impossible to
predict and will differ from assumptions. Many actual events and
circumstances are beyond the control of Westrock Coffee and
Riverview. These forward-looking statements are subject to a number
of risks and uncertainties, including, but not limited to, changes
in domestic and foreign business, market, financial, political, and
legal conditions; the inability of the parties to successfully or
timely consummate the proposed transaction, including the risk that
any regulatory approvals or the SEC’s declaration of the
effectiveness of our prospectus/proxy statement are not obtained,
are delayed or are subject to unanticipated conditions that could
adversely affect the combined company or the expected benefits of
the proposed transaction or that the approval of the requisite
equity holders of Riverview is not obtained; failure to realize the
anticipated benefits of the proposed transaction; risks relating to
the uncertainty of the projected financial information with respect
to Westrock Coffee; risks related to the rollout of Westrock
Coffee's business and the timing of expected business milestones;
the effects of competition on Westrock Coffee's business; the
amount of redemption requests made by Riverview's stockholders; the
ability of Riverview or Westrock Coffee to issue equity or
equity-linked securities or obtain debt financing in connection
with the proposed transaction or in the future; and those factors
discussed in Riverview's final prospectus dated August 8, 2021
under the heading "Risk Factors", in Riverview’s annual report on
Form 10-K for the year ended December 31, 2021 under the heading
“Risk Factors”, in Westrock Coffee’s registration statement on Form
S-4 filed on April 25, 2022 under the heading "Risk Factors", and
other documents Riverview or Westrock Coffee has filed, or will
file, with the SEC. If any of these risks materialize or our
assumptions prove incorrect, actual results could differ materially
from the results implied by these forward-looking statements. There
may be additional risks that neither Riverview nor Westrock Coffee
presently know, or that Riverview or Westrock Coffee currently
believe are immaterial, that could also cause actual results to
differ from those contained in the forward-looking statements. In
addition, the forward-looking statements reflect Riverview's and
Westrock Coffee's expectations, plans, or forecasts of future
events and views as of the date of this communication. Riverview
and Westrock Coffee anticipate that subsequent events and
developments will cause Riverview's and Westrock Coffee's
assessments to change. However, while Riverview and Westrock Coffee
may elect to update these forward-looking statements at some point
in the future, Riverview and Westrock Coffee specifically disclaim
any obligation to do so. These forward-looking statements should
not be relied upon as a representation of Riverview's and Westrock
Coffee's assessments as of any date subsequent to the date of this
communication. Accordingly, undue reliance should not be placed
upon the forward-looking statements.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220428005454/en/
Media: ICR for Westrock: Westrock@icrinc.com
Investor Relations: ICR for Westrock:
WestrockIR@icrinc.com
Riverview Acquisition (NASDAQ:RVAC)
Historical Stock Chart
From Sep 2024 to Oct 2024
Riverview Acquisition (NASDAQ:RVAC)
Historical Stock Chart
From Oct 2023 to Oct 2024