EX-4.5 3 tm2212886d6_ex4-5.htm EXHIBIT 4.5

 

Exhibit 4.5

 

NUMBER SHARES

 

SEE REVERSE FOR CERTAIN DEFINITIONS

 

CUSIP

 

WESTROCK COFFEE COMPANY

 

COMMON STOCK

 

THIS CERTIFIES THAT                      is the owner of               fully paid and non-assessable shares of common stock, par value $0.01 per share (the “Common Stock”), of Westrock Coffee Company, a Delaware corporation (the “Company”), transferable on the books of the Company in person or by duly authorized attorney upon surrender of this certificate properly endorsed. This certificate and the shares represented hereby, are issued and shall be held subject to all of the provisions of the Certificate of Incorporation and the By-Laws of the Company (copies of which are on file with the Company and with the Transfer Agent), to all of which each holder, by acceptance hereof, assents.

 

This certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar of the Company.

 

Witness the facsimile signature of a duly authorized signatory of the Company.

 

     
Authorized Signatory   Transfer Agent

 

 

 

 

WESTROCK COFFEE COMPANY

 

The Company will furnish without charge to each stockholder who so requests, a summary of the powers, designations, preferences and relative, participating, optional or other special rights of each class of stock of the Company and the qualifications, limitations, or restrictions of such preferences and rights, and the variations in rights, preferences and limitations determined for each series, which are fixed by the Certificate of Incorporation of the Company and the resolutions of the Board of Directors of the Company, and the authority of the Board of Directors to determine variations for future series, such request may be made to the Office of the Corporate Secretary of the Company or to the Transfer Agent. The Board of Directors may require the owner of a lost or destroyed stock certificate, or his legal representatives, to give the Company a bond to indemnify it and its transfer agents and registrars against any claim that may be made against them on account of the alleged loss or destruction of any such certificate.

 

The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations:

 

TEN COM ___ as tenants in common UNIF GIFT MIN ACT—   Custodian  
TEN ENT ___ as tenants by the entireties   (Cust)   (Minor)
       
JT TEN ___ as joint tenants with right of survivorship and not as tenants in common   under Uniform Gifts to Minors Act
(State)
 
    UNIF TRF MIN ACT—      Custodian (until age    )         
       
      (Cust)   (Minor)
       
      Under Uniform Transfers to Minors Act
      (State)

 

Additional abbreviations may also be used though not in the above list.

 

For value received, hereby sells, assigns and transfers unto

 

(PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER(S) OF ASSIGNEE(S))

 

(PLEASE PRINT OR TYPEWRITE NAME(S) AND ADDRESS(ES), INCLUDING ZIP CODE, OF ASSIGNEE(S))

 

shares of Common Stock represented by the within Certificate, and hereby irrevocably constitutes and appoints

 

Attorney to transfer the said shares of Common Stock on the books of the within named Company with full power of substitution in the premises.

 

Dated:  
  Notice: The signature(s) to this assignment must correspond with the name as written upon the face of the certificate in every particular, without alteration or enlargement or any change whatever.

 

Signature(s) Guaranteed:  
THE SIGNATURE(S) MUST BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS) WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM, PURSUANT TO S.E.C. RULE 17Ad-15 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED (OR ANY SUCCESSOR RULE).  

 

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