0001140361-22-031604.txt : 20220830
0001140361-22-031604.hdr.sgml : 20220830
20220830202752
ACCESSION NUMBER: 0001140361-22-031604
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220826
FILED AS OF DATE: 20220830
DATE AS OF CHANGE: 20220830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MARTIN R BRAD
CENTRAL INDEX KEY: 0001186888
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40716
FILM NUMBER: 221216059
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Riverview Sponsor Partners, LLC
CENTRAL INDEX KEY: 0001860149
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40716
FILM NUMBER: 221216058
BUSINESS ADDRESS:
STREET 1: 55 E. MAIN STREET
STREET 2: SUITE 102
CITY: CHATTANOOGA
STATE: TN
ZIP: 37408
BUSINESS PHONE: 9013787800
MAIL ADDRESS:
STREET 1: 55 E. MAIN STREET
STREET 2: SUITE 102
CITY: CHATTANOOGA
STATE: TN
ZIP: 37408
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RBM Acquisition, LLC
CENTRAL INDEX KEY: 0001944164
STATE OF INCORPORATION: TN
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40716
FILM NUMBER: 221216057
BUSINESS ADDRESS:
STREET 1: 55 EAST MAIN STREET
STREET 2: SUITE 102
CITY: CHATTANOOGA
STATE: TN
ZIP: 37408
BUSINESS PHONE: 901.937.2115
MAIL ADDRESS:
STREET 1: 55 EAST MAIN STREET
STREET 2: SUITE 102
CITY: CHATTANOOGA
STATE: TN
ZIP: 37408
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RBM Investments, LLC
CENTRAL INDEX KEY: 0001943938
STATE OF INCORPORATION: TN
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40716
FILM NUMBER: 221216056
BUSINESS ADDRESS:
STREET 1: 55 EAST MAIN STREET
STREET 2: SUITE 102
CITY: CHATTANOOGA
STATE: TN
ZIP: 37408
BUSINESS PHONE: 901.937.2115
MAIL ADDRESS:
STREET 1: 55 EAST MAIN STREET
STREET 2: SUITE 102
CITY: CHATTANOOGA
STATE: TN
ZIP: 37408
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Riverview Acquisition Corp.
CENTRAL INDEX KEY: 0001846136
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 861972481
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 510 SOUTH MENDENHALL ROAD
STREET 2: SUITE 200
CITY: MEMPHIS
STATE: TN
ZIP: 38117
BUSINESS PHONE: 901.767.5576
MAIL ADDRESS:
STREET 1: 510 SOUTH MENDENHALL ROAD
STREET 2: SUITE 200
CITY: MEMPHIS
STATE: TN
ZIP: 38117
4
1
form4.xml
FORM 4
X0306
4
2022-08-26
true
0001846136
Riverview Acquisition Corp.
RVAC
0001186888
MARTIN R BRAD
C/O RIVERVIEW ACQUISITION CORP. 700
COLONIAL ROAD, SUITE 101
MEMPHIS
TN
38117
true
true
true
Chairman and CEO
0001860149
Riverview Sponsor Partners, LLC
C/O RIVERVIEW ACQUISITION CORP. 700
COLONIAL ROAD, SUITE 101
MEMPHIS
TN
38117
true
0001944164
RBM Acquisition, LLC
C/O RIVERVIEW ACQUISITION CORP. 700
COLONIAL ROAD, SUITE 101
MEMPHIS
TN
38117
true
0001943938
RBM Investments, LLC
C/O RIVERVIEW ACQUISITION CORP. 700
COLONIAL ROAD, SUITE 101
MEMPHIS
TN
38117
true
Common Stock
2022-08-26
4
C
0
4925000
A
4925000
I
See Footnote
Common Stock
2022-08-26
4
J
0
616000
D
4309000
I
See Footnote
Common Stock
2022-08-26
4
J
0
1700000
10
A
6009000
D
Common Stock
2022-08-26
4
J
0
500000
10
A
6509000
I
See Footnote
Common Stock
2022-08-26
4
J
0
6509000
D
0
I
See Footnote
These shares of common stock were acquired upon the automatic conversion into shares of the Issuer's common stock at the time of the business combination. Such shares are held directly by Riverview Sponsor Partners, LLC (the "Sponsor"). R. Brad Martin, the Chairman and Chief Executive Officer of the registrant, is the managing member of RBM Riverview, LLC, which is the managing member of the Sponsor. Mr. Martin has sole voting and dispositive control over the shares held by the Sponsor and may be deemed the beneficial owner of such shares. Mr. Martin disclaims beneficial ownership over any securities owned by the Sponsor in which he does not have any pecuniary interest.
These shares of common stock were transferred at a price of $0.004 per share, pursuant to promote participation agreements, each dated as of April 4, 2022, by and among the Issuer, Riverview Sponsor Partners, LLC, and certain other entities party thereto.
These shares of common stock were acquired pursuant to a subscription agreement, dated as of April 4, 2022, by and between the Issuer, the Sponsor, and RBM Investments, LLC, over which Mr. Martin may be deemed to exercise voting and investment control.
The reporting person resigned as a director and an officer of the issuer and disposed of all issuer equity securities effective as of the consummation of the business combination and ceased to be a reporting person with respect to the issuer.
Pursuant to the Transaction Agreement, by and among Riverview, Westrock Coffee Holdings, LLC, a Delaware limited liability company ("Westrock"), Origin Merger Sub I, Inc., a Delaware corporation and a wholly-owned subsidiary of Westrock and Origin Merger Sub II, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Westrock, dated April 4, 2022, each issued and outstanding share of the Issuer's common stock automatically converted into the right to receive Westrock common stock on a one-to-one basis.
/s/ R. Brad Martin
2022-08-30