SEC Comment Letter for BEYOND MEAT, INC. (BYND) (CIK 0001655210) (BYND) — Feb 5, 2019
BEYOND MEAT, INC. (BYND) (CIK 0001655210)
Date: Feb. 5, 2019 · CIK: 0001655210 · Accession: 0000000000-19-001140
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Reasoning
File numbers found in text: 333-228453
Letter
February 5, 2019 Ethan Brown President and Chief Executive Officer Beyond Meat, Inc. 1325 E. El Segundo Blvd. El Segundo, CA 90245 Re:Beyond Meat, Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed January 9, 2019 File No. 333-228453 Dear Mr. Brown: We have reviewed your amended registration statement and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Form S-1/A filed January 9, 2019 Exhibits 1.Article V, Section 4 of your form of restated certificate of incorporation (filed as exhibit 3.3) provides that a director may be removed only for cause by a two-thirds shareholder vote. Please revise the disclosure at page 140 of your prospectus which states that a director may be removed only for cause by a majority shareholder vote. 2.We are in receipt of your new confidential treatment application relating to the new Roquette supply agreement. Please ensure that your next amended prospectus provides updated information about your relationship with Roquette. The new disclosure should address the reasons for, and any significant changes that will result from, the replacement take-or-pay contract. We will issue in a separate letter any comments related to the application.
FirstName LastNameEthan Brown Comapany NameBeyond Meat, Inc. February 5, 2019 Page 2 FirstName LastName Ethan Brown Beyond Meat, Inc. February 5, 2019 Page 2 You may contact Wei Lu, Staff Accountant, at (202) 551-3725 or Jennifer O'Brien, Staff Acocuntant, at (202) 551-3721 if you have questions regarding comments on the financial statements and related matters. Please contact Parhaum J. Hamidi, Staff Attorney, at (202) 551- 3421 or, in his absence, Timothy S. Levenberg, Special Counsel, at (202) 551-3707 with any other questions. Sincerely, Division of Corporation Finance Office of Natural Resources cc: Harold Yu
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February 5, 2019
Ethan Brown
President and Chief Executive Officer
Beyond Meat, Inc.
1325 E. El Segundo Blvd.
El Segundo, CA 90245
Re:Beyond Meat, Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed January 9, 2019
File No. 333-228453
Dear Mr. Brown:
We have reviewed your amended registration statement and have the following
comments. In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Form S-1/A filed January 9, 2019
Exhibits
1.Article V, Section 4 of your form of restated certificate of incorporation (filed as exhibit
3.3) provides that a director may be removed only for cause by a two-thirds shareholder
vote. Please revise the disclosure at page 140 of your prospectus which states that a
director may be removed only for cause by a majority shareholder vote.
2.We are in receipt of your new confidential treatment application relating to the new
Roquette supply agreement. Please ensure that your next amended prospectus provides
updated information about your relationship with Roquette. The new disclosure should
address the reasons for, and any significant changes that will result from, the replacement
take-or-pay contract. We will issue in a separate letter any comments related to
the application.
FirstName LastNameEthan Brown
Comapany NameBeyond Meat, Inc.
February 5, 2019 Page 2
FirstName LastName
Ethan Brown
Beyond Meat, Inc.
February 5, 2019
Page 2
You may contact Wei Lu, Staff Accountant, at (202) 551-3725 or Jennifer O'Brien, Staff
Acocuntant, at (202) 551-3721 if you have questions regarding comments on the financial
statements and related matters. Please contact Parhaum J. Hamidi, Staff Attorney, at (202) 551-
3421 or, in his absence, Timothy S. Levenberg, Special Counsel, at (202) 551-3707 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Natural Resources
cc: Harold Yu