SEC Comment Letter 0000000000-24-007862 to Westrock Coffee Co (WEST, WESTW) (CIK 0001806347) (WEST)
Westrock Coffee Co (WEST, WESTW) (CIK 0001806347)
Date: July 11, 2024 · CIK: 0001806347 · Accession: 0000000000-24-007862
AI Filing Summary & Sentiment
File numbers found in text: 001-41485
Letter
July 11, 2024 T. Christopher Pledger Chief Financial Officer Westrock Coffee Co. 4009 N. Rodney Parham Road, 4th Floor Little Rock, AR 72212 Re:Westrock Coffee Co. Form 10-K for Fiscal Year Ended December 31, 2023 Filed March 15, 2024 File No. 001-41485 Dear T. Christopher Pledger: We have limited our review of your filing to the financial statements and related disclosures and have the following comment. Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Form 10-K for Fiscal Year Ended December 31, 2023 Management's Discussion and Analysis of Financial Condition and Results of Operations Adjusted EBITDA, page 30 1.We note that your adjusted EBITDA non-GAAP financial measure excludes Conway extract and ready-to-drink facility start-up costs. It appears to us that facility start-up costs are normal, recurring operating costs necessary to operate your business. Please tell us how you determined that this adjustment is appropriate based on the guidance in Question 100.01 of the Division of Corporation Finance Compliance & Disclosure Interpretations on Non-GAAP Financial Measures.
July 11, 2024 Page 2 In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Dale Welcome at 202-551-3865 or Jean Yu at 202-551-3305 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing
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July 11, 2024
T. Christopher Pledger
Chief Financial Officer
Westrock Coffee Co.
4009 N. Rodney Parham Road, 4th Floor
Little Rock, AR 72212
Re:Westrock Coffee Co.
Form 10-K for Fiscal Year Ended December 31, 2023
Filed March 15, 2024
File No. 001-41485
Dear T. Christopher Pledger:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comment.
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments.
Form 10-K for Fiscal Year Ended December 31, 2023
Management's Discussion and Analysis of Financial Condition and Results of Operations
Adjusted EBITDA, page 30
1.We note that your adjusted EBITDA non-GAAP financial measure excludes Conway
extract and ready-to-drink facility start-up costs. It appears to us that facility start-up costs
are normal, recurring operating costs necessary to operate your business. Please tell us
how you determined that this adjustment is appropriate based on the guidance in Question
100.01 of the Division of Corporation Finance Compliance & Disclosure Interpretations
on Non-GAAP Financial Measures.
July 11, 2024
Page 2
In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
Please contact Dale Welcome at 202-551-3865 or Jean Yu at 202-551-3305 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing