Hello and welcome to the Westrock Coffee Company’s Second Quarter 2023 Earnings Conference Call. My name is Gigi, and I will be coordinating your call today. Following prepared remarks, we will open the call to your questions with instructions to be given at that time. I will now hand the call over to Clay Crumbliss with ICR.

Good afternoon and welcome to Westrock Coffee Company’s second quarter 2022 earnings conference call. Today’s call is being recorded. With us are Mr. Scott Ford, Co-Founder and Chief Executive Officer; and Mr. Chris Pledger, Chief Financial Officer. By now, everyone should have access to the company’s second quarter earnings release issued earlier today. This information is available on the Investor Relations section of Westrock Coffee Company’s website at investors.westrockcoffee.com. Certain comments made on this call include forward-looking statements, which are subject to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on management’s current expectations and beliefs concerning future events and are subject to several risks and uncertainties that could cause actual results to differ materially from those described in these forward-looking statements. Please refer to today’s press release and other filings with the SEC for a more detailed discussion of the risk factors that could cause actual results to differ materially from those expressed or implied in any forward-looking statements made today. Also, discussions during the call will use some non-GAAP financial measures as we describe business performance. The SEC filings, as well as the earnings press release, provide reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures. And with that, it’s my pleasure to turn the call over to Scott Ford, our Co-Founder and Chief Executive Officer. Scott?

Thank you for joining us this afternoon. Thank you, Clay. In a few moments, Chris Pledger, our CFO, will review our second quarter financial performance and preview our thinking on the second half of 2023. Calendar year 2023 carries meaningful costs related to major equipment and systems upgrades and additional overhead expense required to prepare us for the next few years. These impacts are largely transitory in nature and best behind us rather than in front of us as we prepare to open our new Conway facility. At each decision point along the way over the past year, we chose securing our success and launching the new extract and ready-to-drink (RTD) plant in Conway over maximizing this year's earnings. But before I turn the call over to Chris for his update, allow me to spend a few minutes updating you on this new Conway facility. As followers of Westrock know, Conway is our single most important and impactful project. Its successful completion and commercial production launch will radically alter the overall profitability and trajectory of the company. Our recent $119 million equity raise provides the funding necessary for the timely completion of the packaging lines originally envisioned and announced; a high-speed camera line, a high-speed glass bottle line, multi-serve bottle line, and bag-in-box and bulk packaging capabilities. But importantly, this recent raise also funds the installation of a second and third can line and a state-of-the-art product development lab and pilot plant. Today we are pleased to announce that the original can and glass bottle packaging lines are sold out. We have more customer demand than available capacity for our multi-serve line, and we've begun discussions with prospective customers who we expect to commit to the available capacity of our two new can lines before they even come online. In addition to this positive news, our recent fundraising also enables us to invest in one to three new aseptic or ESL cold chain multi-serve bottle lines, two to three years ahead of our original five-year plan assumption. While we're still working out the details of this specific investment, we're confident that we have multiple paths available to us to bring this capability online much sooner than originally anticipated. These new multi-serve bottle lines, together with the glass bottle line, three can lines, and three aseptic bag-in-box lines, will enable us to produce a range of products, including ready-to-drink beverages concentrate and our exciting new line of energy products for retail and food service customers, as well as our branded consumer packaged goods customers. So, in simple terms, what does this mean for our EBITDA forecast and the timing for the Conway facility once complete? We previously estimated this plant would be fully operational by 2027 and that once full would generate approximately $100 million in incremental annual EBITDA from the packaging lines previously announced. Due to the developments we are announcing today, we now estimate our once-full annual EBITDA run rate will be closer to $125 million to $150 million. Just 12 months ago, when we went public, we laid out our intention to build a 500,000 square foot combined manufacturing and distribution facility that would house a collection of dry and extract-based coffee packaging equipment and serve as a distribution center. We then updated that plan, given the strong customer demand for our product, by adding a separate standalone 500,000 square foot distribution center as a companion operation to the manufacturing plant and by increasing the RTD lines we would install in the original building. What was simply an idea to fill an industry niche has now been upsized multiple times over with the vast majority of those products, some 70% to 80% of the original and expanded capacity, already spoken for by customers. This is nine months before the first product rolls off the line. We are obviously very encouraged by these recent developments. The exponential upsizing of this project over the past year was brought about by customer demand for the types of products this facility will produce and the work of the most extraordinary team I've ever been a part of. Our sales and product development teams have worked tirelessly with customers and in our labs. The engineering, production operations, and construction crews are on the verge of completing not only one world-class, 0.5 million-plus square foot facility, but two of them. Our procurement, accounting, and support teams have worked non-stop to ensure the raw materials and neural networks are in place and appropriately scaled up before we even turn on the lights. And our core investors and lenders have stepped forward to provide the financial resources required for this rapid escalation. I believe we are on the verge of building a uniquely purposeful and profitable global business, and I'm not alone in that assessment. The Westrock Coffee leadership team has been enhanced by the arrival of some of the most seasoned professionals in the beverage creation and production industry. This includes more than a dozen new leaders, each with more than 20 years of experience in key roles in project management, plant management, manufacturing, accounting, quality assurance and quality control, and in the engineering, installation, and operation of the same equipment we are installing in Conway from major consumer packaged goods and product manufacturers. The impact this combined business has on millions of smallholder farmers and their families in 35 countries around the world is literally life-changing. Our unending thanks go to our customers who have selected us as their coffee, tea, and extract partner and have stayed with us through the challenges of our rapid scale-up; the employee group that delivers on this mission daily, often without recognition or praise; the communities we live and work in which have cheered for us and extended a helping hand repeatedly; and our investors who took a meaningful chance and supported us along this entire journey. All of these people deserve our thanks, our continued candor, and financial success for themselves. Our aim is to deliver exactly that over the next three to five years. At this point, I'll turn the call over to Chris and let him take you through a review of our current operations and financial results.

Thanks, Scott, and good afternoon, everyone. Since this is the first opportunity we have to talk about our recent capital markets activity, I'll begin my remarks by providing some context for both our recent equity raise and credit agreement amendment. After that, I'll provide an overview of our second quarter results and end with an update on our 2023 outlook. As Scott mentioned, when we went public last August, we did so with a two-part strategy; first, we wanted to expand our flavors, extracts, and ingredients platform to build out our Conway extract and RTD facility and, second, we wanted to expand internationally with our blue-chip customer base. Our go-public transaction was designed to provide us with all the capital we needed to jumpstart that plan. As we began 2023, a few things became apparent. First, customer demand for the products we planned to produce out of our Conway facility exceeded our expectations, both in terms of volume and in the variety of formats our customers wanted. Second, this customer demand and the opportunities that presented themselves were growing faster than our ability to access the capital we needed to fund them under the terms of our existing credit facility. Third, the overall US macroeconomic picture, with higher inflation, higher interest rates, and the turmoil in the banking sector, created uncertainty around expectations for consumer demand for 2023. Collectively, these factors led us to conclude we needed to build a fortress around our balance sheet to ensure we have the capital necessary to fund the expanded opportunities we were seeing out of our Conway extract and RTD facility and to take advantage of any other opportunities that arose along the way. To accomplish this goal, we looked to our lending syndicate to adjust our covenant package, while at the same time we sought to raise $100 million in equity that we could use to keep leverage low, even through the now expanded build-out of the Conway facility. Despite the macroeconomic environment, we were able to successfully execute on both. First, we have a world-class lending syndicate that worked with us to develop a covenant package better suited for the opportunities we're trying to capitalize on in our Conway facility within the accelerated window in which they were being presented. We then raised approximately $119 million through the sale of common stock at $10 per share, our go-public price. We raised $69 million from two existing Westrock Coffee investors, the Haslam family and Brown Brothers Harriman, which we took as a strong vote of confidence in our team, our strategy, and how we have gone about executing that strategy. We also raised $50 million from two new investors who were excited for the opportunity to partner with us as we grow our business. The expansion of our extracts and our RTD business in Conway is the gateway to future EBITDA expansion and remains our top strategic priority and key enabler of future growth. The equity investments and credit agreement amendment form part of a capital plan that ensures the complete build-out of the now expanded Conway facility and allows us to remain active as we look for other opportunities to grow the business. Shifting to our second quarter results, total company net sales for the second quarter were $224.7 million compared to $223.4 million for the second quarter of 2022. Consolidated top-line momentum was driven by 11% sales growth in beverage solutions, which was partially offset by a 33% decrease in net sales in sustainable sourcing and traceability. Gross profit, excluding the impact of mark-to-market adjustments, decreased $5.6 million to $34.7 million due to a combination of one-time costs associated with our ERP conversion, one-time costs associated with the rapid scale-up of our single-serve platform, and higher coffee and production labor costs in beverage solutions compared to the prior year quarter. Consolidated adjusted EBITDA was $11.3 million compared to $13.3 million for the second quarter of 2022. On a segment basis, our beverage solution segment contributed $189.7 million of net sales for the second quarter of 2023, which represents year-over-year growth of 11%. Adjusted EBITDA for the second quarter of 2023 was $11.7 million, compared to $12.5 million for the prior year second quarter. Overall, our beverage solution segment benefited from 51% growth in the sales of flavors, extracts, and ingredient products year-over-year and although we did not see the economic benefits of our growth in single-serve volume in our second quarter, we feel confident that the operational improvements are in place to drive improved financial performance from this platform in the back half of the year. Turning to our Sustainable Sourcing & Traceability (SS&T) segment, sales net of inter-segment revenues were $35 million during the second quarter of 2023, a decrease of 33% compared to the second quarter of 2022, which was driven by lower sales volume as global coffee roasters continued to roast through their buffer stock and we experienced an unfavorable sales mix. Adjusted EBITDA for the quarter was negative $400,000 compared to positive $800,000 for the prior year second quarter. With respect to capital expenditures, during the second quarter, we deployed approximately $35 million of CapEx, primarily related to our Conway extract and RTD facility. At quarter end, we had approximately $120 million of consolidated unrestricted cash and undrawn revolving credit commitments. Our consolidated net leverage ratio at June 30 was 4.9 times based on the last twelve months adjusted EBITDA, but if you take into account the aggregate gross proceeds from our equity raise, which closed earlier this month, our consolidated net leverage ratio at June 30 would have been 2.7 times based on the last twelve months adjusted EBITDA. We believe these investments provide sufficient liquidity to achieve our near-term growth targets and capital expenditure needs. Turning to our outlook for 2023, today, we are reaffirming the guidance we provided in late June for adjusted EBITDA to reflect flat to up 10% growth over 2022. As we look to the back half of 2023, there are several headwinds that are now behind us. The first is our ERP conversion, which collectively cost us $4 million to $5 million in gross profit in the first half of the year. These costs will be out of our run rate for the second half of 2023. Secondly, the operational challenges of scaling up our single-serve platform and the related cost, which cost us approximately $4 million in the first half of 2023, are largely behind us. These costs will be out of our run rate in the second half of 2023 as well. In addition, in the back half of 2023, we will benefit from new sales coming online, improved operational efficiencies throughout our manufacturing operation, and pricing improvements, which will help offset higher material and labor costs we experienced over the past four quarters. Finally, we expect to see improvement in our SS&T segment, as sales volume and sales mix return to more normal levels. Just a reminder that this guidance is an estimate of what the company believes is realizable as of the date of this call, and actual results may vary from this guidance, and the variations may be material. With that, I'll hand the call back over to Scott for a few closing remarks.

Thanks, Chris. 14 years ago, we started a small coffee export operation in Rwanda to ensure that farmers in that region received a fair market price for their crop. Many said it couldn't be done. That business ended up creating the world's first fully digitally traceable coffee supply chain, which paved the way for major consumer brands to demand digital price transparency, all the way back to the farmer at origin. It literally changed pricing discussions for the entire global industry. We then launched a roasting business in the United States and entered the single-serve cup manufacturing when Keurig’s patents ran out. Many said we could not possibly be successful in such a highly technical venture against an operator with such manufacturing scale. Today, we are one of the leading providers of these products to some of the largest branded retailers in the world. We then purchased the largest provider of coffee and tea to restaurants and convenience stores just three weeks before COVID shut them down for almost a year. Many predicted we would certainly fail because several others in similar situations did. We survived that, though, and took the nascent Coffee Extract business that resided in that division, along with the core team that had created it, and launched what will soon be the largest roast-to-extract-to-ready-to-drink plant in the country. And today, we are pleased to share that not only is that plant being considerably upsized, accelerated, and is essentially fully funded, but its capacity is largely sold out and under contract. I believe that completing the plant, and producing and packaging the contracted product, is well within the reach of this team now that the capital structure impediments have been fully removed. With that, I'd like to thank you for your interest in Westrock and I'll turn the call back over to the operator for questions.

Our first question comes from the line of Ben Bienvenu from Stephens Inc.

Hey, thanks. Good afternoon.

Good afternoon.

So Scott, I wanted to start off, kind of picking up where you left off with the expansion of the Conway facility, the update to the long-term incrementally, but from that facility, I think you said 125 million to 150 million versus the original 100 million by 2027. First, is the timeframe still the same by 2027 to get to that 125 million to 150 million? And then second, when you cited some of the equipment delays that are impacting this year, to what degree do those linger into next year and how should we think about the bridge from 2023 to that substantially higher EBITDA run rate?

The timeframe remains largely unchanged, focusing on the fifth year of the model, which is 2027, for our up and running EBITDA. Currently, we expect to have a solid balance sheet with low debt by that time. It’s likely that we won’t just maintain the status quo; we plan to continue investing in capital expenditures to grow our EBITDA. In our current model, as we anticipate allowing the leverage to unwind, this aligns with our original forecasts made when we went public through our SPAC. We consider this to be a fair comparison. Therefore, even though the timeline is similar, the increase comes at a time of low leverage and is driven by the sales and additional lines we’ve been able to secure over the past year. Regarding the delays in equipment for single-serve, sorry, did I…

Nope, you got it right where I was going to follow up, perfect.

Yeah, so that equipment is all in, we have rebuilt almost 20 different machines that had to be installed or rebuilt, and we are down to only three rebuilds left, that equipment is up and running. Our metrics have largely come back into line with our experience before we went through the scale-up without the equipment that didn't come in. We are very pleased with where we sit at that point, we have built inventory, we are ready for the fall, you can always have some other problem, but the problem that we rode through for a year, where we had a material uptick in demand and the equipment that we had planned to have in to deliver it didn't come in, that is behind us.

Okay, that's great to hear. My second question kind of pivots to the balance sheet of it. Chris, I think you cited, if you want to call it, pro forma leverage of 2.7 times at June 30 with the new investment that you've secured, would you expect to maintain the balance sheet at that level moving forward, even as you ramp up the capital spend? And then if you could talk a little bit about why you chose to bring on additional equity investors versus scaling up the balance sheet in the backdrop that we have and why that makes the most sense.

From a leverage perspective, the current pro forma leverage of 2.7 is expected to increase by about 100 basis points as we begin our significant capital expenditures, which will occur from now until the end of the first or second quarter of next year. Our aim is to keep leverage low during this process. We initiated this by strengthening our credit agreement and expanding our covenant package, followed by raising equity. This equity will support our growth in Conway and ensure we have sufficient resources for any future opportunities that may arise.

Okay, great, thanks. I'll get back in the queue.

Thank you. One moment for our next question. Our next question comes from the line of Matt Smith from Stifel.

Hi, Matt.

Hi, Scott and Chris.

Hey.

Scott, I wanted to follow up on your comments around the initial lines for Conway now essentially being fully under contract. Can you talk about how the mix of the business for those lines and the profitability of those contracts compared to your initial expectations as you began to contemplate the Conway project? And then if I could, as you look more into the future at the extract capabilities that will come online in the coming years, have your expectations changed for the mix of that business, the profitability of that business or do they remain fairly consistent with your initial expectations?

That's a great question. After our meeting with the Board this morning, we found that the mix has turned out better than anticipated. We initially thought it could be highly concentrated, but it appears we've landed in a more favorable position. We may have room for one more contractual piece on one of the first two lines, and then we have just a small line left with space available. Currently, we’re likely dealing with six of the ten largest ready-to-drink coffee brands in the country with those contracts. The mix expectation was broader than we initially thought, although the minimum order quantities are still quite large due to the substantial players entering the market. We’re very pleased with this development. As for expected margins relative to pricing, we assumed our projections were fairly close, within about 10% at the EBITDA level rather than the revenue level, and we’re satisfied with that estimate. It’s much tighter than we had any reason to expect based on market trends. Looking ahead, I believe this is a key driver for the business. Your question brings to mind past experiences, specifically with wireless data, where we consistently underestimated growth. No matter how much we invested, we always seemed to be behind. I've seen this pattern before, and we are still catching up. We currently have $100 million in additional EBITDA in the pipeline, and we are working hard to find production capacity to accommodate it. We've caught the bus, and we're trying to manage its speed so we can keep up and get a hold of the situation.

That's great. Thank you for that commentary. And if I could follow up with a question around what you're seeing across the industry, given the really robust demand that you're speaking of? Are you seeing other capacity plans that may impact just how strong the demand is for the Conway space?

I wouldn't want to hold myself out as a professional, insightful analyst of what other people are doing. I've got all I can say grace over here; we're not seeing a tremendous amount of capacity being discussed. We have customers who are already asking us to build another facility like the one we're building in Conway in another part of the country. I don't have any idea if that will pan out or not. We have other projects that we're looking at doing to diversify the physical location where we make products. We have other projects that, if you look at the ESL line that I mentioned in my comments, where we may go do that in some other form, or fashion, in addition to the Conway plant. And so we have a, I would say, corporate development effort that is busy all the time, trying to find homes for the products that people are trying to buy from us. It comes from, not the capacity of the can or the bottle line; Matt, this is the key thing, it comes from the extract. The extract that we make, the extracts that we match, the extracts that we can create for people is what brings the customer base through our doors. They start in our labs. They don't start with an RFP for putting stuff in a bottle. They start in the labs, and we co-develop a lot of these formulations. As we put them in a can or a bottle, they start to then want to be able to put them in all the various form packages, if you will, and that experience is what we never guessed we would be experiencing with customers that is so far out-running what we expected when we started this that we've doubled the footprint. We're going to put a million square feet under production in less than 18 months and it's woefully short of the products people are talking to us about making and then packaging for them.

Thank you for that Scott. I appreciate the commentary. I'll pass it on.

Thank you. One moment for the next question. Our next question comes from the line of Sarang Vora from TAG.

Great. Good afternoon, everyone. Great on equity raise and progress on the Conway and EBITDA estimates. Just taking a step back, can you help us understand how the facility is in the construction phase right now? Are you on track in terms of getting the equipment, hiring the talent for it, because it's a massive project for you guys? So, just curious as you have these milestones like how are you tracking in terms of milestones, anything that you are more mindful of or anything we should be worried about related to the opening?

We always have our concerns, but at this moment, we are thankfully ahead of schedule and under budget. We still have a long way to go, but the necessary equipment is already installed, and our leadership team is in place. We've accounted for 90% of the equipment coming into our manufacturing hub in Conway, with the remaining 10% expected to arrive in the next few weeks. Part of our team has been traveling globally to ensure we see the equipment in person and communicate with the engineers after our previous experience in the single-serve business taught us the importance of vigilance. We’ve applied the lessons learned and addressed any recent challenges that arose. The distribution center is nearly complete, with almost 90% under roof, which is the last step in this phase. I believe we are on track, although the challenge lies in the commercialization process for each product. Each product must be created or matched and then pass through regulatory approvals, which can be complicated as everyone typically prefers not to be the first to proceed. By the end of this year, we will provide insights on the expected impact on EBITDA for 2024. The outlook for 2025 is promising, as we anticipate most partners will fulfill their allocations in the latter half of 2024. If there are any deviations from this plan, we may face some transitional issues regarding startup EBITDA, but I don't foresee any significant physical startup challenges from our current perspective.

That’s great. And there's one follow-up question for Chris. Gross margin has been declining the past few quarters with ERP conversion and systems and equipment and stuff. Do we expect to see a return in the back half of the year? I know you gave a few reasons why gross margin should be improving, but is it positive in the back half of the year in your estimate, just curious to know?

I do think you'll see a turnaround. I think we'll see a turnaround in gross margins. I think what you're seeing is, if you go through and add back the specific one-times that we talked about related to the ERP conversion, the cost of the single-serve platform, getting that where it needed to be and then some of the other costs that we've incurred in the first half of the year, that will be out of our run rate in the back half of the year. When you start looking at that, you’ll start to see a shift in margin from going the wrong way to going the right way and I think you'll see that in the back half of the year.

That's cool. Great. Thank you.

Thank you. One moment for the next question. Our next question comes from the line of Todd Brooks from the Benchmark Company.

Hey, thanks. Good afternoon to you both.

Hey, Todd.

On Conway, and Scott, you kind of started to get at this question in the previous answer, but I just wanted to understand. So at one point, this was a very phased project, over three phases across that window into 2027, and now it seems like given the scale of the opportunity and the fact that you've been able to bring this additional capital in, it's not really phased anymore. It's really, okay, when three lines up, we're matching with customer needs. What's the right way to think about the EBITDA recognition of the opportunity, the 125 million to 150 million? Is the main bolus of that in 2025 and 2026, with a tag end in 2027 and an initial piece of EBITDA in 2024? Just if you can help us match how these lines are envisioned to come online with this EBITDA opportunity that would be a big help.

Yeah, we will give you a really, I would say, a cogent view of that as we get toward the end of this year. But I would think you need to be on the maybe 10% in the first year, and then we will build it up 20% to 50%, and then 50% to 75% and 75% to 100%, something like that is what we're expecting. And if we hit that, we actually end up in that five-year plan essentially unlevered, and so we won't just stop there. But you are right, we have pulled all three phases, where we were going to use the operating cash flow of the first two or three lines to build the third and fourth and fifth line. We went on and pulled them all forward and that's why the $150 million number, if you go back to some of the discussions we had as we were on the road, and people said, yeah, how much could it make? That is the number and those are the three phases.

Okay, great. Second follow-up now. You guys dealt with ERP in the first half, you dealt with the single-serve issues in the first half. Are you getting to a place where you're feeling a little more front-footed and able to play some more offense versus defense and how are you going to use that bandwidth to go out and attack opportunities to grow the business?

Yeah, very much the mood has changed. We established a really good beachhead in this business from scratch and then we had a really tough set of battles that the group just stayed focused and fought through. I have not been in a better Board meeting since the day we sold Alltel to private equity in 2007 until today. When the Board went through all of the things that you're asking, plus 1000 more about our run rate, about our team, about our bandwidth, about our options that are in front of us, about value-creating paths we could pursue, today was the best Board meeting I've been in 16 years, and it reflects just exactly what you're asking.

Okay, exciting to hear. Thanks, guys. I'll jump back in the queue.

Thank you. At this time, I would now like to turn the conference back over to Scott Ford for closing remarks.

Well, I want to thank you. I know that this is a startup venture, and they are hard to follow, and they're lumpy, and that's always hard to model, and it's hard to keep up with the changes, but I believe we have turned the corner operationally on the core business. I believe we have upside in the Conway facility that is going to live up to its initial early hopes, and I believe we've got opportunities beyond that, that the balance sheet is going to allow us to pursue that are going to continue to let us leg this business up in a material way over the next several years, and we're excited but we work here. But I want to thank you for staying with us and for all of the work that you guys do to try to stay up and communicate it back out. So thank you very much for your interest and your time, you guys have a great evening.

This concludes today's conference call. Thank you for participating. You may now disconnect.