0000950170-24-017897.txt : 20240221 0000950170-24-017897.hdr.sgml : 20240221 20240221160520 ACCESSION NUMBER: 0000950170-24-017897 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240215 FILED AS OF DATE: 20240221 DATE AS OF CHANGE: 20240221 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HF Direct Investments Pool, LLC CENTRAL INDEX KEY: 0001873304 ORGANIZATION NAME: STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41485 FILM NUMBER: 24659356 BUSINESS ADDRESS: STREET 1: 502 UNION AVENUE CITY: KNOXVILLE STATE: TN ZIP: 37919 BUSINESS PHONE: 8655844040 MAIL ADDRESS: STREET 1: 502 UNION AVENUE CITY: KNOXVILLE STATE: TN ZIP: 37919 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Westrock Coffee Co CENTRAL INDEX KEY: 0001806347 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 264767812 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4009 N. RODNEY PARHAM RD. STREET 2: 3RD FLOOR CITY: LITTLE ROCK STATE: AR ZIP: 72212 BUSINESS PHONE: (501) 320-4880 MAIL ADDRESS: STREET 1: 4009 N. RODNEY PARHAM RD. STREET 2: 3RD FLOOR CITY: LITTLE ROCK STATE: AR ZIP: 72212 FORMER COMPANY: FORMER CONFORMED NAME: Westrock Coffee Holdings, LLC DATE OF NAME CHANGE: 20200311 4 1 ownership.xml 4 X0508 4 2024-02-15 0001806347 Westrock Coffee Co WEST 0001873304 HF Direct Investments Pool, LLC 510 UNION AVENUE KNOXVILLE TN 37902 false false true false false 5% Convertible Notes due 2029 2024-02-15 4 P false 25000000 25000000 A 2024-08-15 2029-02-15 Common Stock 25000000 25000000 D Holders of the issuer's 5% convertible notes due 2029 (the "convertible notes") may voluntarily convert their convertible notes in denominations of $1,000 (i) during the period commencing on August 15, 2024, and prior to the close of business on the trading day immediately preceding August 15, 2028, if the closing price of the issuer's common stock for at least 20 trading days (whether or not consecutive) during the period of any 30 consecutive trading days in the immediately preceding calendar quarter is equal to or greater than 130% of the conversion price; (ii) during the period commencing on August 15, 2028, and prior to the close of business on the second scheduled trading day immediately preceding February 15, 2029, at any time; and (iii) during the 35 trading days following the effective date of certain fundamental change transactions that occur prior to the close of business on the trading day immediately preceding August 15, 2028. Conversions of the convertible notes will be settled, at the issuer's election, in cash, shares of the issuer's common stock or a combination thereof. The initial conversion price of the convertible notes is $12.84, which corresponds to an initial conversion rate of 77.88 shares of issuer common stock per $1,000 principal amount of convertible notes. The conversion price and conversion rate are subject to customary adjustments and the issuer may not issue more than 19.99% of the issued and outstanding common stock immediately prior to the issuance of the convertible notes in respect of the conversion of the convertible notes. s/ Todd B. Skelton, by Power of Attorney, for HF Direct Investments Pool, LLC 2024-02-21