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Related Party Transactions
 6 Months Ended
Jun. 30, 2024
Related Party Transactions  
Related Party Transactions

Note 21. Related Party Transactions

In February 2024, the Company sold and issued Convertible Notes to Westrock Group, LLC (an affiliate of Scott Ford, the Company’s Chief Executive Officer and a member of the board of directors of the Company, “Westrock Group”), Wooster Capital, LLC (an affiliate of Joe Ford, chairman of the board of directors) and HF Direct Investments Pool, LLC (a holder of more than 10% of the outstanding Common Shares), each a related party.

The Condensed Consolidated Financial Statements reflect the following transactions with related parties:

​

​

​

​

​

​

​

(Thousands)

    

June 30, 2024

    

December 31, 2023

Accrued expenses and other current liabilities

​

​

​

​

​

​

Westrock Group

​

$

378

​

$

—

Wooster Capital

​

​

94

​

​

—

HF Direct Investment Pool, LLC

​

​

472

​

​

—

Total

​

$

944

​

$

—

​

​

​

​

​

​

​

​

(Thousands)

    

June 30, 2024

    

December 31, 2023

Convertible notes payable - related party, net:

​

​

​

​

​

​

Westrock Group

​

$

20,000

​

$

—

Wooster Capital

​

​

5,000

​

​

—

HF Direct Investment Pool, LLC

​

​

25,000

​

​

—

Total

​

​

50,000

​

​

—

Unamortized debt costs

​

​

(329)

​

​

—

Total

​

$

49,671

​

$

—

​

​

​

​

​

​

​

​

​

​

Six Months Ended June 30, 

(Thousands)

    

2024

    

2023

Interest expense:

​

​

​

​

​

​

Westrock Group

​

$

378

​

$

—

Wooster Capital

​

​

94

​

​

—

HF Direct Investment Pool, LLC

​

​

472

​

​

—

Total

​

$

944

​

$

—

​

In connection with the acquisition of S&D Coffee, Inc. in February 2020, the Company entered into a Management Services Agreement with Westrock Group, whose controlling manager and controlling member, Greenbrier Holdings, LLC, is owned and controlled by our co-founder and Chief Executive Officer Scott Ford. Under the terms of the

agreement, which expired in February 2023, Westrock Group was paid $10.0 million in return for financial, managerial, operational, and strategic services. The associated expense is recorded within selling, general and administrative expense in our Condensed Consolidated Statements of Operations. The Company recognized no such expenses during the three or six months ended June 30, 2024. The Company recognized no expenses and $0.6 million of such expenses during the three and six months ended June 30, 2023. In addition, the Company reimburses Westrock Group for the usage of a corporate aircraft, and its portion of shared administrative expenses. For the three and six months ended June 30, 2024, the Company recognized expenses of $0.3 million and $0.6 million, respectively, for such items, which are recorded in selling, general and administrative expenses in our Condensed Consolidated Statements of Operations. For the three and six months ended June 30, 2023, the Company recognized expenses of $0.5 million and $0.8 million, respectively, for such items. At June 30, 2024 and December 31, 2023, we had no amounts payable and $0.2 million payable to Westrock Group, respectively, related to such items.