Westrock Coffee Co

WEST · 8-K · Filed Oct 21 · 16:170001104659-26-117845Read the filing ›Open on SEC EDGAR

8-K

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Entry into a Material Definitive Agreement.

Credit Agreement

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On October 21, 2026, Westrock Coffee Company, a Delaware corporation (the “ Company ”), entered into a credit agreement (the “ Credit Agreement ”) among Westrock Beverage Solutions, LLC, a Delaware limited liability company and wholly-owned subsidiary of the Company, as the borrower (the “ Borrower ”), the Company, as holdings, Coöperatieve Rabobank U.A., New York Branch, as administrative agent, as collateral agent, and as swingline lender, and each issuing bank and lender party thereto. The Credit Agreement includes a senior secured first lien revolving credit facility in an initial aggregate principal amount of $300 million (the “ Revolving Credit Facility ”) and a senior secured first lien term loan facility in an initial aggregate principal amount of $300 million (the “ Term Loan Facility ”). All obligations under the Credit Agreement are guaranteed by the Company and each of the Borrower’s material wholly-owned domestic subsidiaries (the “ Subsidiary Guarantors ”) and are secured by substantially all of the assets of the Company, the Borrower, and the Subsidiary Guarantors, in each case subject to certain exceptions. The Revolving Credit Facility and the Term Loan Facility will mature on October 21, 2031 (subject to a springing maturity in certain circumstances).

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The proceeds from the Revolving Credit Facility and the Term Loan Facility were used to repay indebtedness under the Borrower’s credit agreement, dated August 29, 2022 (as previously amended, the “ Prior Credit Agreement ”), among the Borrower, the Company, Wells Fargo Bank, N.A., as administrative agent, collateral agent, and swingline lender, Wells Fargo Securities, LLC, as sustainability structuring agent, and each issuing bank and lender party thereto, and to fund transaction costs and cash payments in connection with the transactions involving the Company’s 5.00% convertible senior notes due 2029 (the “ 2029 Convertible Notes ”) described below, and will be used for general corporate purposes.

Exhibit 99.1

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New facilities provide approximately $270 million of liquidity at closing; oversubscribed syndication allowed the facilities to be upsized

Transaction Highlights ·

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Upsized facility: $600 million of new senior secured first lien credit facilities for Westrock Coffee’s Beverage Solutions segment, consisting of a $300 million term loan and a $300 million revolver, replacing Westrock Coffee’s existing $425 million Beverage Solutions credit facilities, increasing total commitments by $175 million ·

Five-year term: New five-year credit facilities mature in October 2031;

$40 million of 2029 convertible notes repurchased and the remaining $32 million due January 2032 ·

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Enhanced liquidity: Approximately $270 million of liquidity at closing, consisting of $40 million of unrestricted cash and $230 million of undrawn revolver commitments ·

Improved debt service profile: Reduces scheduled term loan amortization from 10.0% under the prior facility to 2.5% in Year 1 and 5.0% in Years 2–4, lowering required principal payments by approximately $15 million over the next four quarters compared with the prior facility ·

Strong lender support : Received $737 million of commitments for the new facilities from a lending syndicate led by Rabobank and including Truist Bank, Bank of America, TD Securities (USA) LLC, Huntington

LITTLE ROCK, Ark., October 21, 2026 (GLOBE NEWSWIRE) – Westrock Coffee Company (Nasdaq: WEST) (”Westrock Coffee” or the ”Company”), an integrated beverage solutions platform serving the world’s largest brands across packaged coffee, tea, ready-to-drink coffee, energy, and functional beverage categories, today announced the closing of an upsized refinancing for its Beverage Solutions segment through a new credit agreement (the ”Credit Agreement”)

led by Coöperatieve Rabobank U.A., New York Branch (”Rabobank”) providing for a $300 million senior secured first lien term loan facility and a $300 million senior secured first lien revolving credit facility, for a total commitment of $600 million, up from $425 million under the prior credit agreement. The transaction has been fully funded by Rabobank and is being syndicated to the broader lender group. The syndication was oversubscribed: Rabobank received $737 million of lender commitments, which allowed the facilities to be upsized from $500 million at launch to $600 million. The five-year credit facilities under the Credit Agreement mature in October 2031.

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Proceeds were used to repay debt under the prior credit agreement and will also be used to fund related transaction costs, including cash payments in connection with the transactions described below involving the Company’s 5% convertible senior notes due 2029 (the ”2029 Notes”), and for general corporate purposes. With the new Beverage Solutions credit facilities, the Company has enhanced liquidity of approximately $270 million, consisting of $40 million in unrestricted cash and $230 million in undrawn revolver commitments. Scheduled term loan amortization has also been reduced from 10.0% under the prior facility to 2.5% in Year 1 and 5.0% in Years 2–4, lowering required principal payments by approximately $15 million over the next four quarters compared with the prior facility, which allows the Company to retain more cash in the business.

As part of the refinancing, the Company also announced the repurchase of $40 million of its 2029 Notes for approximately $21 million in cash and the issuance of approximately 2.4 million shares of the Company’s common stock, and amendments to its remaining $32 million of 2029 Notes that, among other things, extended their maturity to January 2032 (the ”2032 Notes”) and gave the Company the ability to optionally redeem the 2032 Notes if its shares trade at or above $14.25 for more than 120 consecutive trading days.

Scott T. Ford, co-founder and Chief Executive Officer of the Company, commented, ”This refinancing is a vote of confidence in Westrock Coffee’s platform and our long-term strategy. With a strong group of lenders led by Rabobank, these new credit facilities let us stay focused on what matters most: scaling our extract and ready-to-drink capabilities and delivering for the world’s leading beverage brands.”

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