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BEYOND MEAT, INC.
Response Received
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BEYOND MEAT, INC.
Response Received
1 company response(s)
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SEC wrote to company
2024-03-21
BEYOND MEAT, INC.
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Company responded
2024-04-10
BEYOND MEAT, INC.
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BEYOND MEAT, INC.
Response Received
2 company response(s)
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SEC wrote to company
2019-07-23
BEYOND MEAT, INC.
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Company responded
2019-07-29
BEYOND MEAT, INC.
Summary
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Company responded
2019-07-29
BEYOND MEAT, INC.
Summary
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BEYOND MEAT, INC.
Response Received
5 company response(s)
High - file number match
SEC wrote to company
2019-02-05
BEYOND MEAT, INC.
Summary
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Company responded
2019-03-27
BEYOND MEAT, INC.
References: February 5, 2019
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Company responded
2019-04-17
BEYOND MEAT, INC.
Summary
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Company responded
2019-04-18
BEYOND MEAT, INC.
References: April 17, 2019
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Company responded
2019-04-29
BEYOND MEAT, INC.
Summary
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Company responded
2019-04-29
BEYOND MEAT, INC.
Summary
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BEYOND MEAT, INC.
Response Received
1 company response(s)
Medium - date proximity
SEC wrote to company
2018-11-09
BEYOND MEAT, INC.
Summary
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Company responded
2018-11-16
BEYOND MEAT, INC.
References: November 9, 2018
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BEYOND MEAT, INC.
Awaiting Response
0 company response(s)
Medium
SEC wrote to company
2018-10-29
BEYOND MEAT, INC.
Summary
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BEYOND MEAT, INC.
Awaiting Response
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Medium
SEC wrote to company
2018-10-10
BEYOND MEAT, INC.
Summary
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Summary
| Date | Type | Company | Location | File No | Link |
|---|---|---|---|---|---|
| 2025-09-30 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2025-09-30 | SEC Comment Letter | BEYOND MEAT, INC. | DE | 333-290573 | Read Filing View |
| 2024-04-10 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2024-03-21 | SEC Comment Letter | BEYOND MEAT, INC. | DE | 333-278033 | Read Filing View |
| 2019-07-29 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-07-29 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-07-23 | SEC Comment Letter | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-04-29 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-04-29 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-04-18 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-04-17 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-03-27 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-02-05 | SEC Comment Letter | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2018-11-16 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2018-11-09 | SEC Comment Letter | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2018-10-29 | SEC Comment Letter | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2018-10-10 | SEC Comment Letter | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| Date | Type | Company | Location | File No | Link |
|---|---|---|---|---|---|
| 2025-09-30 | SEC Comment Letter | BEYOND MEAT, INC. | DE | 333-290573 | Read Filing View |
| 2024-03-21 | SEC Comment Letter | BEYOND MEAT, INC. | DE | 333-278033 | Read Filing View |
| 2019-07-23 | SEC Comment Letter | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-02-05 | SEC Comment Letter | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2018-11-09 | SEC Comment Letter | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2018-10-29 | SEC Comment Letter | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2018-10-10 | SEC Comment Letter | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| Date | Type | Company | Location | File No | Link |
|---|---|---|---|---|---|
| 2025-09-30 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2024-04-10 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-07-29 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-07-29 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-04-29 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-04-29 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-04-18 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-04-17 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2019-03-27 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
| 2018-11-16 | Company Response | BEYOND MEAT, INC. | DE | N/A | Read Filing View |
2025-09-30 - CORRESP - BEYOND MEAT, INC.
CORRESP 1 filename1.htm CORRESP Beyond Meat, Inc. 888 N. Douglas Street, Suite 100 El Segundo, California 90245 September 30, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-6010 Attention: Erin Purnell Re: Beyond Meat, Inc. Registration Statement on Form S-3 (Registration No. 333-290573) Request for Acceleration of Effective Date To the addressee set forth above: In accordance with Rule 461 under the United States Securities Act of 1933, as amended, we hereby request acceleration of the effective date of the Registration Statement on Form S-3 (File No. 333-290573) (the “ Registration Statement ”) of Beyond Meat, Inc. (the “ Company ”). We respectfully request that the Registration Statement become effective as of 4:30 p.m., Eastern Time, on Tuesday, September 30, 2025, or at such later time as the Company or its counsel may orally request via telephone call to the staff of the Division of Corporation Finance of the United States Securities and Exchange Commission. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Latham & Watkins LLP, by calling Gregory Rodgers at (212) 906-2918 or Cathy Birkeland at (312) 876-7681. Thank you for your assistance in this matter. Sincerely, Beyond Meat, Inc. By: /s/ Lubi Kutua Name: Lubi Kutua Title: Chief Financial Officer and Treasurer
2025-09-30 - UPLOAD - BEYOND MEAT, INC. File: 333-290573
<DOCUMENT> <TYPE>TEXT-EXTRACT <SEQUENCE>2 <FILENAME>filename2.txt <TEXT> September 30, 2025 Ethan Brown President and Chief Executive Officer BEYOND MEAT, INC. 888 N. Douglas Street, Suite 100 El Segundo, California 90245 Re: BEYOND MEAT, INC. Registration Statement on Form S-3 Filed September 29, 2025 File No. 333-290573 Dear Ethan Brown: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. 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 Erin Purnell at 202-551-3454 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing cc: Cathy Birkeland </TEXT> </DOCUMENT>
2024-04-10 - CORRESP - BEYOND MEAT, INC.
CORRESP 1 filename1.htm Document [LOGO] 888 N. Douglas Street, Suite 100 El Segundo, CA 90245 April 10, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-6010 Attention: Eranga Dias Re: Beyond Meat, Inc. Registration Statement on Form S-3 (File No. 333-278033) Request for Acceleration of Effective Date To the addressee set forth above: In accordance with Rule 461 under the Securities Act of 1933, as amended, Beyond Meat, Inc. (the “Company”) hereby requests acceleration of the effective date of the above-referenced Registration Statement on Form S-3 (File No. 333-278033) (the “Registration Statement”). The Company respectfully requests that the Registration Statement become effective as of 5:00 p.m., Eastern Time, on April 12, 2024, or as soon as practicable thereafter, or at such other time as the Company or its legal counsel may request by telephone to the staff of the Division of Corporation Finance of the Securities and Exchange Commission. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Latham & Watkins LLP, by calling Cathy Birkeland at (312) 876-7681. Thank you for your assistance in this matter. Sincerely, BEYOND MEAT, INC. By: /s/ Lubi Kutua Lubi Kutua Chief Financial Officer and Treasurer cc: Ethan Brown, Beyond Meat, Inc. Teri Witteman, Beyond Meat, Inc. Gregory P. Rodgers, Latham & Watkins LLP Cathy A. Birkeland, Latham & Watkins LLP
2024-03-21 - UPLOAD - BEYOND MEAT, INC. File: 333-278033
United States securities and exchange commission logo
March 21, 2024
Ethan Brown
Chief Executive Officer
Beyond Meat, Inc.
888 N. Douglas Street, Suite 100
El Segundo, California 90245
Re:Beyond Meat, Inc.
Registration Statement on Form S-3
Filed March 18, 2024
File No. 333-278033
Dear Ethan Brown:
This is to advise you that we have not reviewed and will not review your registration
statement.
Please refer to Rules 460 and 461 regarding requests for acceleration. 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 Eranga Dias at 202-551-8107 with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
2019-07-29 - CORRESP - BEYOND MEAT, INC.
CORRESP 1 filename1.htm Document VIA EDGAR July 29, 2019 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Beyond Meat, Inc. (the “Company”) Registration Statement on Form S-1 (File No. 333-232876) Ladies and Gentlemen: As representatives of the several underwriters of the Company's proposed public offering of common stock, we hereby join the Company’s request that the effective date of the above-referenced Registration Statement be accelerated so that the above-referenced Registration Statement will be declared effective at 4:30 pm (ET) on July 31, 2019, or as soon thereafter as is practicable. Pursuant to Rule 460 of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Act of 1933, as amended, please be advised that there will be distributed to each Underwriter or dealer, who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus. The undersigned advise that they have complied and will continue to comply, and that they have been informed by the participating underwriters and dealers that they have complied with and will continue to comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended. [Remainder of Page Intentionally Left Blank] Very truly yours, As Representatives of the several Underwriters GOLDMAN SACHS & CO. LLC By: /s/ Jonathan Armstrong Name: Jonathan Armstrong Title: Managing Director J.P. MORGAN SECURITIES LLC By: /s/ Brittany Collier Name: Brittany Collier Title: Managing Director CREDIT SUISSE SECURITIES (USA) LLC By: /s/ Cullen C. Lee Name: Cullen C. Lee Title: Managing Director [Signature Page to Acceleration Request by Underwriters]
2019-07-29 - CORRESP - BEYOND MEAT, INC.
CORRESP 1 filename1.htm Document BEYOND MEAT, INC. 119 Standard Street El Segundo, CA 90245 July 29, 2019 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Timothy S. Levenberg, Special Counsel Irene Barberena-Meissner, Staff Attorney Wei Lu, Staff Accountant Jennifer O’Brien, Staff Accountant Re: Beyond Meat, Inc. Registration Statement on Form S-1 Ladies and Gentlemen: Beyond Meat, Inc. (the “Company”) hereby requests that the U.S. Securities and Exchange Commission (the “Commission”) take appropriate action to declare the above-referenced Registration Statement on Form S-1 effective on Wednesday, July 31, 2019, at 4:30 p.m., Eastern Time, or as soon thereafter as practicable. The Company hereby authorizes each of Christopher Austin and Harold Yu of Orrick, Herrington & Sutcliffe LLP, counsel to the Company, to orally modify or withdraw this request for acceleration. The Company requests that it be notified of such effectiveness by a telephone call to Christopher Austin at (212) 506-5234, or in his absence, Harold Yu at (650) 614-7696. [Signature Page Follows] Very truly yours, BEYOND MEAT, INC. By: /s/ Mark J. Nelson Name: Mark J. Nelson Title: Chief Financial Officer and Treasurer cc: Ethan Brown Beyond Meat, Inc. Christopher Austin, Orrick, Herrington & Sutcliffe LLP Harold Yu, Orrick, Herrington & Sutcliffe LLP Cathy Birkeland, Latham & Watkins LLP [Signature Page to Acceleration Request]
2019-07-23 - UPLOAD - BEYOND MEAT, INC.
July 23, 2019
Ethan Brown
President and Chief Executive Officer
Beyond Meat, Inc.
119 Standard Street
El Segundo, CA 90245
Re:Beyond Meat, Inc.
Draft Registration Statement on Form S-1
Submitted July 18, 2019
CIK No. 0001655210
Dear Mr. Brown:
This is to advise you that we do not intend to review your registration statement.
We request that you publicly file your registration statement no later than 48 hours prior
to the requested effective date and time. Please refer to Rules 460 and 461 regarding requests for
acceleration. 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 Irene Barberena-Meissner at 202-551-6548 with any questions.
Sincerely,
Division of Corporation Finance
Office of Natural Resources
cc: Christopher Austin
2019-04-29 - CORRESP - BEYOND MEAT, INC.
CORRESP 1 filename1.htm Document VIA EDGAR April 29, 2019 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Beyond Meat (the “Company”) Registration Statement on Form S-1 (File No. 333-228453) Ladies and Gentlemen: As representatives of the several underwriters of the Company's proposed public offering of common stock, we hereby join the Company’s request that the effective date of the above-referenced Registration Statement be accelerated so that the above-referenced Registration Statement will be declared effective at 4:00 pm (ET) on May 1, 2019, or as soon thereafter as is practicable. Pursuant to Rule 460 of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Act of 1933, as amended, we wish to advise you that we have effected the following distribution of the Company’s Preliminary Prospectus dated April 22, 2019, through the date hereof: Preliminary Prospectus dated April 22, 2019: 2,485 copies to prospective underwriters, institutional investors, dealers and others The undersigned advise that they have complied and will continue to comply, and that they have been informed by the participating underwriters and dealers that they have complied with and will continue to comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended. [Remainder of Page Intentionally Left Blank] Very truly yours, As Representatives of the several Underwriters GOLDMAN SACHS & CO. LLC By: /s/ Lindsay Drucker Mann Name: Lindsay Drucker Mann Title: Managing Director J.P. MORGAN SECURITIES LLC By: /s/ Jason Fournier Name: Jason Fournier Title: Managing Director CREDIT SUISSE SECURITIES (USA) LLC By: /s/ Justin Sterling Name: Justin Sterling Title: Director [Signature Page to Acceleration Request by Underwriters]
2019-04-29 - CORRESP - BEYOND MEAT, INC.
CORRESP 1 filename1.htm Document BEYOND MEAT, INC. 119 Standard Street El Segundo, CA 90245 April 29, 2019 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Timothy S. Levenberg, Special Counsel Parhaum J. Hamidi, Staff Attorney Wei Lu, Staff Accountant Jennifer O’Brien, Staff Accountant Re: Beyond Meat, Inc. Registration Statement on Form S-1 File No. 333-228453 Ladies and Gentlemen: Beyond Meat, Inc. (the “Company”) hereby requests that the U.S. Securities and Exchange Commission (the “Commission”) take appropriate action to cause the above-referenced Registration Statement on Form S-1 to become effective on Wednesday, May 1, 2019, at 4:00 p.m., Eastern Time, or as soon thereafter as is practicable or at such later time as the Company may orally request via telephone call to the staff of the Commission. The Company hereby authorizes each of Christopher Austin and Harold Yu of Orrick, Herrington & Sutcliffe LLP, counsel to the Company, to make such request on its behalf. Once the Registration Statement has been declared effective, please orally confirm that event with Christopher Austin at (212) 506-5234, or in his absence, Harold Yu at (650) 614-7696. [Signature Page Follows] Very truly yours, BEYOND MEAT, INC. By: /s/ Mark J. Nelson Name: Mark J. Nelson Title: Chief Financial Officer, Treasurer and Secretary cc: Ethan Brown Beyond Meat, Inc. Christopher Austin, Orrick, Herrington & Sutcliffe LLP Harold Yu, Orrick, Herrington & Sutcliffe LLP Cathy Birkeland, Latham & Watkins LLP [Signature Page to Acceleration Request]
2019-04-18 - CORRESP - BEYOND MEAT, INC.
CORRESP 1 filename1.htm Document April 18, 2019 Orrick, Herrington & Sutcliffe LLP 1000 Marsh Road Menlo Park, CA 94025-1015 +1 650 614 7400 orrick.com Christopher J. Austin E caustin@orrick.com D +1 212 506 5234 M +1 781 325 6689 VIA EDGAR AND OVERNIGHT COURIER U.S. Securities and Exchange Commission 100 F Street, N.E Mail Stop 3030 Washington, D.C. 20549 Attn: Timothy S. Levenberg, Special Counsel Parhaum J. Hamidi, Staff Attorney Wei Lu, Staff Accountant Jennifer O’Brien, Staff Accountant Re: Beyond Meat, Inc. Registration Statement on Form S-1 File No. 333-228453 Ladies and Gentlemen: On behalf of Beyond Meat, Inc. (the “Company”), we are providing the staff of the Division of Corporation Finance of the Securities and Exchange Commission (the “Staff”) with a supplemental submission regarding the proposed disclosure of the Company’s selected preliminary estimated results as of and for the three months ended March 30, 2019 and a comparison to results as of and for the three months ended March 31, 2018 (the “Estimated Financial Results”). The Company intends to include the Estimated Financial Results in an amendment to the above-referenced Registration Statement (the “Registration Statement”) which the Company intends to file with the Securities and Exchange Commission on the date it commences the roadshow for its initial public offering. In our letter dated April 17, 2019, we provided the Staff with a draft of certain Estimated Financial Results available at the time in the form of Exhibit A attached thereto. The full Estimated Financial Results are now available and are attached as Exhibit A to this letter. The information in Exhibit A also contains a discussion regarding material changes between the two periods presented and other information that may be helpful to investors in understanding the preliminary results presented. April 18, 2019 Page 2 Should the Staff have questions or comments regarding the foregoing, please do not hesitate to contact me at (212) 506-5234 or on my mobile phone at (781) 325-6689. Sincerely, ORRICK, HERRINGTON & SUTCLIFFE LLP /s/ Christopher J. Austin Christopher J. Austin cc: Ethan Brown Mark Nelson Cathy Birkeland Latham & Watkins LLP Brian Nussbaum Deloitte & Touche LLP Harold Yu Lynne T. Hirata Orrick, Herrington & Sutcliffe LLP EXHIBIT A Recent Developments This recent developments section includes forward-looking statements. All statements contained herein other than statements of historical facts, including, without limitation, statements regarding our expectations regarding our financial and operating results for the three months ended March 30, 2019, and our future financial and business performance, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “will” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to a number of risks and uncertainties, including, without limitation, risks related to our rapid growth and ability to sustain our revenue growth rate, competition in the markets in which we operate, market growth and our ability to innovate and manage our growth. For additional information regarding the various risks and uncertainties inherent in estimates of this type, see “Special Note Regarding Forward-Looking Statements” elsewhere in this prospectus. Preliminary Financial Results for the Three Months Ended March 30, 2019 The following preliminary financial information for the three months ended March 30, 2019 is based upon our estimates and subject to completion of our financial closing procedures. Moreover, these data have been prepared solely on the basis of currently available information by, and are the responsibility of, Beyond Meat. This information should be read in conjunction with our consolidated financial statements and the related notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” for prior periods included elsewhere in this prospectus. Our independent registered public accounting firm, Deloitte & Touche LLP, has not audited or reviewed, and does not express an opinion with respect to, these data. This summary is not a comprehensive statement of our financial results for this period, and our actual results may differ from these estimates due to the completion of our financial closing procedures and final adjustments and other developments that may arise between now and the time our final quarterly financial statements are completed. Our actual results for the three months ended March 30, 2019 will not be available until after this offering is completed. There can be no assurance that these estimates will be realized, and estimates are subject to risks and uncertainties, many of which are not within our control. We have prepared estimates of the following preliminary financial data for the three months ended March 30, 2019. Statements of Operations Data Three months ended March 30, 2019 Percent Change Three months ended March 31, 2018 versus March 30, 2019 Range Range Low High Low High $ $ % % Revenues (by platform)1 Fresh Platform $ 36,700 $ 38,600 282 % 302 % Frozen Platform 4,300 4,400 -9 % -7 % Less Discounts (3,000 ) (3,000 ) 91 % 91 % Total Net Revenues 38,000 40,000 197 % 213 % $ $ % % Revenues (by distribution) Revenues Retail $ 18,500 $ 19,500 99 % 110 % Revenues-Foodservice 19,500 20,500 459 % 488 % Total net revenues 38,000 40,000 197 % 213 % Cost of goods sold 28,500 29,500 116 % 175 % Gross (loss) profit 9,500 10,500 362 % 410 % Gross margin 25.0 % 26.3 % 890 bps 1,015 bps Loss from operations (7,700 ) (6,700 ) -38 % -20 % Cash flow from operating activities (14,000 ) (13,000 ) -186 % -166 % Three months ended March 30, 2019 Balance Sheet Data Cash and cash equivalents $35,400 Working Capital 71,400 Long-term debt 30,400 ______________________ 1 We look at our Net Revenues both by platform (fresh versus frozen) and by distribution channel (retail versus foodservice). See “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Results of Operations-Year Ended December 31, 2017 Compared to Year Ended December 31, 2018-Net Revenues” for more information on these measures. Total Net Revenues The increase in our preliminary estimated total net revenues for the three months ended March 30, 2019 compared to the three months ended March 31, 2018 was driven primarily by increased sales of The Beyond Burger as we expanded the number of retail and foodservice points of distribution in which our flagship product was sold, and as we increased our production capacity. We discontinued our frozen chicken strips product line during the first quarter of 2019, which caused net revenues (frozen) to decline as we continue to concentrate more on our fresh product lines. Gross Profit and Gross Margin Our preliminary estimated gross profit for the three months ended March 30, 2019 compared to the three months ended March 31, 2018 improved by between $7.4 million and $7.9 million. The improvement in gross profit and gross margin was primarily due to improved production processes and capacity and an increase in the amount of product sold, resulting in the ability to leverage our fixed costs across a greater amount of revenue. The greater proportion of product revenues from our fresh platform also contributed to the improvement in margin, due to a higher net selling price per pound of products in our fresh versus frozen platform. Loss from Operations Our preliminary estimated loss from operations for the three months ended March 30, 2019 compared to the three months ended March 31, 2018 increased by between $1.1 million and $2.1 million, primarily due to increased expenses across our business to support our growth. The increased expenses included increases in selling, general and administrative as we prepare to become a public company and support our larger operations, as well as continued increases in our research and development budget as we continue to focus on innovation. Cash Flow from Operating Activities The increase in cash flow from operating activities for the three months ended March 30, 2019 compared to the three months ended March 31, 2018 was driven by improvements in our operating margin and increase in revenues.
2019-04-17 - CORRESP - BEYOND MEAT, INC.
CORRESP 1 filename1.htm Document April 17, 2019 Orrick, Herrinton & Sutcliffe LLP 1000 Marsh Road Menlo Park, CA 94025-1015 +1 650 614 7400 orrick.com Christopher J. Austin E caustin@orrick.com D +1 212 506 5234 M +1 781 325 6689 VIA EDGAR AND OVERNIGHT COURIER U.S. Securities and Exchange Commission 100 F Street, N.E Mail Stop 3030 Washington, D.C. 20549 Attn: Timothy S. Levenberg, Special Counsel Parhaum J. Hamidi, Staff Attorney Wei Lu, Staff Accountant Jennifer O’Brien, Staff Accountant Re: Beyond Meat, Inc. Registration Statement on Form S-1 File No. 333-228453 Ladies and Gentlemen: On behalf of Beyond Meat, Inc. (the “Company”), we are providing the staff of the Division of Corporation Finance of the Securities and Exchange Commission (the “Staff”) with a supplemental submission regarding the proposed disclosure of the Company’s selected preliminary estimated results for the three months ended March 30, 2019 (the “Estimated Financial Results”). The Company intends to include the Estimated Financial Results in an amendment to the above-referenced Registration Statement (the “Registration Statement”) which the Company intends to file with the Securities and Exchange Commission on the date it commences the roadshow for its initial public offering. We have attached as Exhibit A to this letter a draft of the “Summary—Recent Developments—Preliminary Financial Results for the Three Months Ended March 30, 2019” section that presents results as of and for the three months ended March 30, 2019, compared to the Company’s results as of and for the three months ended March 31, 2018. The information in Exhibit A shows the categories of the Estimated Financial Results expected to be presented, only some of the values of which are currently available. We have included our proposed presentation of Net Revenue, to give context to the proposed disclosure. The balance of the Estimated Financial Results are expected to be available by April 17, 2019, at which time the Company intends to provide the Staff with such results, including a discussion regarding any material changes between the two periods and other information that may be helpful to investors in understanding the preliminary results presented. April 17, 2019 Page 2 Should the Staff have questions or comments regarding the foregoing, please do not hesitate to contact me at (212) 506-5234 or on my mobile phone at (781) 325-6689. Sincerely, ORRICK, HERRINGTON & SUTCLIFFE LLP /s/ Christopher J. Austin Christopher J. Austin cc: Ethan Brown Mark Nelson Cathy Birkeland Latham & Watkins LLP Brian Nussbaum Deloitte & Touche LLP Harold Yu Lynne T. Hirata Orrick, Herrington & Sutcliffe LLP EXHIBIT A Recent Developments This recent developments section includes forward-looking statements. All statements contained herein other than statements of historical facts, including, without limitation, statements regarding our expectations regarding our financial and operating results for the three months ended March 30, 2019, and our future financial and business performance, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “will” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to a number of risks and uncertainties, including, without limitation, risks related to our rapid growth and ability to sustain our revenue growth rate, competition in the markets in which we operate, market growth and our ability to innovate and manage our growth. For additional information regarding the various risks and uncertainties inherent in estimates of this type, see “Special Note Regarding Forward-Looking Statements” elsewhere in this prospectus. Preliminary Financial Results for the Three Months Ended March 30, 2019 The following preliminary financial information for the three months ended March 30, 2019 is based upon our estimates and subject to completion of our financial closing procedures. Moreover, these data have been prepared solely on the basis of currently available information by, and are the responsibility of, Beyond Meat. This information should be read in conjunction with our consolidated financial statements and the related notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” for prior periods included elsewhere in this prospectus. Our independent registered public accounting firm, Deloitte & Touche LLP, has not audited or reviewed, and does not express an opinion with respect to, these data. This summary is not a comprehensive statement of our financial results for this period, and our actual results may differ from these estimates due to the completion of our financial closing procedures and final adjustments and other developments that may arise between now and the time our final quarterly financial statements are completed. Our actual results for the three months ended March 30, 2019 will not be available until after this offering is completed. There can be no assurance that these estimates will be realized, and estimates are subject to risks and uncertainties, many of which are not within our control. We have prepared estimates of the following preliminary financial data for the three months ended March 30, 2019. Statements of Operations Data Three months ended March 30, 2019 Percent Change Three months ended March 31, 2018 versus March 30, 2019 Range Range Low High Low High $ $ % % Revenues (by platform)1 Fresh Platform $ 36,700 $ 38,600 282 % 302 % Frozen Platform 4,300 4,400 (9 )% (7 )% Less Discounts (3,000 ) (3,000 ) 91 % 91 % Total Net Revenues 38,000 40,000 197 % 213 % $ $ % % Revenues (by distribution) Revenues Retail $ 18,500 $ 19,500 99 % 110 % Revenues-Foodservice 19,500 20,500 459 % 488 % Total net revenues 38,000 40,000 197 % 213 % Cost of goods sold Gross (loss) profit Gross margin Loss from operations Cash flow from operating activities Three months ended March 30, 2019 Balance Sheet Data Range Low High Cash and cash equivalents $ $ Working Capital Long-term debt Total Net Revenues The increase in our preliminary estimated total net revenues for the three months ended March 30, 2019 compared to the three months ended March 31, 2018 was driven primarily by increased sales of The Beyond Burger as we expanded the number of retail and foodservice points of distribution in which our flagship product was sold, and as we increased our production capacity. We discontinued our frozen chicken strips product line during the first quarter of 2019, which caused net revenues (frozen) to decline as we continue to concentrate more on our fresh product lines. ______________________ 1 We look at our Net Revenues both by platform (fresh versus frozen) and by distribution channel (retail versus foodservice). See “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Components of Our Results of Operations and Trends and Other Factors Affecting Our Business-Net Revenues” for more information on these measures. Gross Profit and Gross Margin Our preliminary estimated gross profit for the three months ended March 30, 2019 compared to the three months ended March 31, 2018 improved by between $ million and $ million. The improvement in gross profit and gross margin was primarily due to improved production processes and capacity and an increase in the amount of product sold, resulting in the ability to leverage our fixed costs across a greater amount of revenue. The greater proportion of product revenues from our fresh platform also contributed to the improvement in margin, due to a higher net selling price per pound of products in our fresh versus frozen platform. Loss from Operations Our preliminary estimated loss from operations for the three months ended March 30, 2019 compared to the three months ended March 31, 2018 increased by between $ and $ , primarily due to increased expenses across our business to support our growth. The increased expenses included increases in selling, general and administrative as we prepare to become a public company and support our larger operations, as well as continued increases in our research and development budget as we continue to focus on innovation. Cash Flow from Operating Activities The increase in cash flow from operating activities for the three months ended March 30, 2019 compared to the three months ended March 31, 2018 was driven by improvements in our operating margin and increase in revenues.
2019-03-27 - CORRESP - BEYOND MEAT, INC.
CORRESP 1 filename1.htm Document March 27, 2019 Orrick, Herrington & Sutcliffe LLP 1000 Marsh Road Menlo Park, CA 94025-1015 VIA EDGAR AND OVERNIGHT COURIER +1 650 614 7400 orrick.com U.S. Securities and Exchange Commission 100 F Street, N.E. Christopher J. Austin Mail Stop 3030 E caustin@orrick.com Washington, D.C. 20549 D +1 212 506 5234 M +1 781 325 6689 Attn: Timothy S. Levenberg, Special Counsel Parhaum J. Hamidi, Staff Attorney Wei Lu, Staff Accountant Jennifer O’Brien, Staff Accountant Re: Beyond Meat, Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed January 9, 2019 File No. 333-228453 Ladies and Gentlemen: On behalf of Beyond Meat, Inc. (the “Company”), we are transmitting this letter in response to comments received from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) contained in the Staff’s letter dated February 5, 2019, with respect to Amendment No. 1 to the Registration Statement on Form S-1 (File No. 333-228453) filed by the Company on January 9, 2019 (“Amendment No. 1”). The numbered paragraphs below correspond to the numbered comments in the Staff’s letter and the Staff’s comments are presented in bold italics. For the convenience of the Staff, we are also sending by overnight courier copies of this letter and copies of Amendment No. 3 to the Registration Statement on Form S-1 (File No. 333-228453) filed by the Company on March 27, 2019 (“Amendment No. 3”). Amendment No. 3 has been marked to show changes from the Registration Statement on Form S-1 filed by the Company on November 16, 2018, as Amendment No. 1, as well as Amendment No. 2 to the Registration Statement on Form S-1 (File No. 333-228453) filed by the Company on March 8, 2019, were “exhibits only” amendments. March 27, 2019 Page 2 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. The disclosure at page 139 of the prospectus has been revised to indicate that stockholders may only remove a director for cause by a vote of no less than two-thirds of the votes present in person or by proxy at the meeting and entitled to 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. The prospectus has been updated on page 97 to include a description of the new supply agreement effective January 1, 2019 (the “Roquette Agreement”) with Roquette America, Inc. (“Roquette”), including a statement that this new agreement increases the amount of pea protein that the Company will purchase from Roquette in 2019 compared to the previous superseded agreement. The Company respectfully submits that certain other changes to the terms of the Roquette Agreement, including pricing terms, are not disclosed in the description because they are commercially sensitive information or constitute trade secrets and such disclosure would cause substantial harm to the competitive position of the Company, all as set forth in the confidential treatment requests previously submitted to the Commission with respect to the Roquette Agreement and the supply agreement with PURIS Proteins, LLC. Given the recent adoption by the Commission of the FAST Act Modernization and Simplification of Regulation S-K [Release No. 33-10618], we expect to withdraw our confidential treatment requests upon publication of the new rules in the Federal Register but will continue to make ongoing determinations regarding commercially sensitive information in accordance with past SEC guidance. March 27, 2019 Page 3 Should the Staff have additional questions or comments regarding the foregoing, please do not hesitate to contact me at (212) 506-5234. In my absence, please direct your questions or comments to William L. Hughes at (415) 773-5720. Sincerely, ORRICK, HERRINGTON & SUTCLIFFE LLP /s/ Christopher J. Austin Christopher J. Austin cc: Ethan Brown Mark Nelson Cathy Birkeland Latham & Watkins LLP Brian Nussbaum Deloitte & Touche LLP Harold Yu William L. Hughes Orrick, Herrington & Sutcliffe LLP
2019-02-05 - UPLOAD - BEYOND MEAT, INC.
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
2018-11-16 - CORRESP - BEYOND MEAT, INC.
CORRESP 1 filename1.htm Document November 16, 2018 Orrick, Herrington & Sutcliffe LLP 1000 Marsh Road Menlo Park, CA 94025-1015 +1 650 614 7400 orrick.com Christopher J. Austin E caustin@orrick.com D +1 212 506 5234 M +1 781 325 6689 VIA EDGAR AND OVERNIGHT COURIER U.S. Securities and Exchange Commission 100 F Street, N.E. Mail Stop 3030 Washington, D.C. 20549 Attn: Timothy S. Levenberg, Special Counsel Irene Barberena-Meissner, Staff Attorney Wei Lu, Staff Accountant Jennifer O’Brien, Staff Accountant Re: Beyond Meat, Inc. Registration Statement on Form S-1 Submitted November 16, 2018 CIK No. 0001655210 Ladies and Gentlemen: On behalf of Beyond Meat, Inc. (the “Company”), we are transmitting this letter in response to comments received from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) contained in the Staff’s letter dated November 9, 2018, with respect to draft no. 2 of the draft registration statement on Form S-1 (CIK No. 0001655210) that was confidentially submitted by the Company to the Commission on November 1, 2018 (the “Draft Registration Statement”). The Staff’s letter and the Staff’s comments are presented below in bold italics. For the convenience of the Staff, we are also sending by overnight courier copies of this letter and copies of the registration statement on Form S-1 (the “Form S-1”) that are marked to show changes from draft no. 2 of the Draft Registration Statement. In addition to addressing the comments raised by the Staff in its letter, the Company has revised the Draft Registration Statement to update certain other disclosures. Amendment No. 2 to Draft Registration Statement on Form S-1 Prospectus Summary -- Our Competitive Strengths, page 5 November 16, 2018 Page 2 1. We note your responses and the revised disclosures you provided at page 84 in response to prior comments 1, 2, and 3. However, the discussion you provide in this section under the subheading "Brand Mission Aligned with Consumer Trends" is essentially unchanged. If you retain the references to your social marketing and media impressions, include a more balanced discussion which addresses the staff's previously expressed concerns. For example, discuss the limitations of these metrics, and disclose that the reader should not place undue emphasis or reliance on such data given its limitations and the lack of pertinence vis-à-vis how management manages your operations. In the alternative, provide a detailed cross-reference to the related disclosure regarding limitations and lack of pertinence. The Company has revised the disclosure under the subheading “Brand Mission Aligned with Consumer Trends” on page 87 to add a cross-reference to the discussion of earned media impressions on page 83 and has added the same cross-reference on page 2. Should the Staff have additional questions or comments regarding the foregoing, please do not hesitate to contact me at (212) 506-5234. In my absence, please direct your questions or comments to William L. Hughes at (415) 773-5720. Sincerely, ORRICK, HERRINGTON & SUTCLIFFE LLP /s/ Christopher J. Austin Christopher J. Austin cc: Ethan Brown Mark Nelson Cathy Birkeland Latham & Watkins LLP Brian Nussbaum Deloitte & Touche LLP Harold Yu William L. Hughes Orrick, Herrington & Sutcliffe LLP
2018-11-09 - UPLOAD - BEYOND MEAT, INC.
November 9, 2018
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. 2 to Draft Registration Statement on Form S-1
Submitted November 1, 2018
CIK No. 0001655210
Dear Mr. Brown:
We have reviewed your amended draft 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 providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR. 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 the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments. Our references to our prior comments are to comments in our letter of October 26,
2018.
Amendment No. 2 to Draft Registration Statement on Form S-1
Prospectus Summary -- Our Competitive Strengths, page 5
1.We note your responses and the revised disclosures you provided at page 84 in response to
prior comments 1, 2, and 3. However, the discussion you provide in this section under the
subheading "Brand Mission Aligned with Consumer Trends" is essentially unchanged. If
you retain the references to your social marketing and media impressions, include a
more balanced discussion which addresses the staff's previously expressed concerns. For
example, discuss the limitations of these metrics, and disclose that the reader should not
FirstName LastNameEthan Brown
Comapany NameBeyond Meat, Inc.
November 9, 2018 Page 2
FirstName LastName
Ethan Brown
Beyond Meat, Inc.
November 9, 2018
Page 2
place undue emphasis or reliance on such data given its limitations and the lack of
pertinence vis-à-vis how management manages your operations. In the alternative,
provide a detailed cross-reference to the related disclosure regarding limitations and lack
of pertinence.
You may contact Wei Lu, Staff Accountant, at 202-551-3725 or Jennifer O'Brien, Staff
Accountant, at 202-551-3721 if you have questions regarding comments on the financial
statements and related matters. Please contact Irene Barberena-Meissner at 202-551-6548 or, in
her 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
2018-10-29 - UPLOAD - BEYOND MEAT, INC.
October 26, 2018
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 Draft Registration Statement on Form S-1
Submitted October 16, 2018
CIK No. 0001655210
Dear Mr. Brown:
We have reviewed your amended draft 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 providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR. 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 the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments. Our references to our prior comments are to comments in our letter of October 9,
2018.
Amendment No. 1 to Draft Registration Statement on Form S-1
Business
Business – The Beyond Meat Strategic Difference, page 73
1.We note the disclosure you provided under “Unique Approach to Our Brand” in response
to prior comment 2, which includes the statement that your net revenues “have been
steadily increasing over the past several years along with [y]our earned media
impressions.” If you retain disclosure relating to “earned media impressions,” please
provide enhanced disclosure to clarify the nature of the nexus between that metric and
FirstName LastNameEthan Brown
Comapany NameBeyond Meat, Inc.
October 26, 2018 Page 2
FirstName LastNameEthan Brown
Beyond Meat, Inc.
October 26, 2018
Page 2
your results of operations or to make clear that there is none. Also clarify the extent to
which your management has used and intends to use this information in managing your
business. If management does not use the “earned media impressions" metric in
managing your business and it does not reflect or directly relate to your past and
anticipated results, it is unclear why that metric would be material to investors and would
enhance a reader’s understanding of your business.
2.Additionally, we note that the “earned media impressions” metric appears to include
significant limitations, such as possibly inflating the total amount of exposure to content
mentioning or featuring your brand or product by name. Please explain to us why you
believe that this metric would nonetheless be useful to investors. Also, if true, please
further clarify the potential for inflation due to double- or multiple-counting of
impressions repeated by more than one media outlet over time, discuss further the
limitations of such a metric, and disclose that the reader should not place undue emphasis
or reliance on such data given its limitations and lack of pertinence as to how management
manages the company’s operations.
3.If you retain the discussion, please expand it to address in necessary detail the underlying
assumptions you used to derive the “earned media impressions” metric.
Customers and Distributors, page 80
4.We note that you previously discussed a number of significant agreements, including
those relating to licensing and sales. However, you appear to no longer intend to file these
agreements as exhibits, and you have removed the related disclosures. You also disclose
here and elsewhere that for 2017, your largest distributors in terms of their respective
percentages of your gross revenues included the following: UNFI, 38%, KeHe, 10% and
DOT, 10%, and that sales to Whole Foods, your largest customer, was 10%. Please
explain why you no longer intend to file such agreements as exhibits and why you have
removed some of the related disclosures. In the alternative, please summarize the material
terms of these agreements and file these agreements as exhibits with your next
amendment. Refer to 601(b)(10)(ii)(B) of Regulation S-K.
Exhibit Index, page II-4
5.We have received your application for confidential treatment and will issue comments, if
any, separately.
You may contact Wei Lu, Staff Accountant, at 202-551-3725 or Jennifer O'Brien, Staff
Accountant, at 202-551-3721 if you have questions regarding comments on the financial
statements and related matters. Please contact Irene Barberena-Meissner, Staff Attorney, at 202-
551-6548 or, in her absence, Timothy S. Levenberg, Special Counsel, at 202-221-3707 with any
other questions.
FirstName LastNameEthan Brown
Comapany NameBeyond Meat, Inc.
October 26, 2018 Page 3
FirstName LastName
Ethan Brown
Beyond Meat, Inc.
October 26, 2018
Page 3
Sincerely,
Division of Corporation Finance
Office of Natural Resources
2018-10-10 - UPLOAD - BEYOND MEAT, INC.
October 9, 2018
Ethan Brown
President and Chief Executive Officer
Beyond Meat, Inc.
1325 E. El Segundo Blvd.
El Segundo, CA 90245
Re:Beyond Meat, Inc.
Draft Registration Statement on Form S-1
Submitted September 11, 2018
CIK No. 0001655210
Dear Mr. Brown:
We have reviewed your draft 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 providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR. 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 the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Draft Registration Statement on Form S-1
Prospectus Summary, page 1
1.You use market data derived from reports prepared by third parties. Please include the
names and dates of the reports you cite by BMI Research, The Organization for Economic
Cooperation and Development, The World Health Organization, and The Bureau of Labor
Statistics. Please also provide us with supplemental support, or in the alternative provide
citations, for all statements that utilize market data or relate to your competitive position
within your industry.
FirstName LastNameEthan Brown
Comapany NameBeyond Meat, Inc.
October 9, 2018 Page 2
FirstName LastNameEthan Brown
Beyond Meat, Inc.
October 9, 2018
Page 2
2.You suggest at page 2 that there is an enthusiasm for "the concept of an authentically
meaty tasting plant-based burger" and that this "drove more than 4.0 billion earned media
impressions in 2017 ... with 6.8 billion media impressions between January and August
2018." Please revise to clarify why the number of "earned media impressions" would be
material to investors, define the term, and quantify the number of such impressions which
related directly to your product. Also provide us with supplemental support for these
assertions.
3.We note the disclosure at page 3 under "Our Industry and Market Opportunity" regarding
your potential capture of a "significant amount" of the anticipated or potential category
growth of up to $35,000,000,000 because you are a "market leader" and by analogy to the
non-dairy milk market. Please provide us with supplemental support for your status as a
"market leader," the anticipated "category growth" you reference, and the reasons you
believe that your market is comparable and therefore likely to achieve "at least" the same
proportionate amount of success enjoyed by the non-dairy milk market. Also quantify the
period of time over which such market growth occurred.
Use of Proceeds, page 41
4.Please revise to disclose the approximate amount of proceeds you intend to allocate to
each of the identified uses once the offering size is known. See Item 504 of Regulation
S-K.
Management’s Discussion and Analysis of Financial Condition and Results of Operations,
Overview, page 52
5.Your disclosure states that “we have experienced strong sales growth over the past few
years, increasing our net revenues from $8.8 million in 2015 to $32.6 million in 2017,
representing a 92% compound annual growth rate.” For a more balanced discussion,
include disclosure here that also addresses the net losses you reported for the comparable
years.
6.We note your disclosure on page 19 indicating that The Beyond Burger accounted for
approximately 48% of your gross revenues for the year ended December 31, 2017. Please
expand your discussion here to address the significance of this product to your operations.
With reference to your statement that you "sell a range of plant-based products across the
three main meat platforms of beef, pork and poultry," tell us how you considered
providing disaggregated revenue information for each of the product platforms you offer
as part of your discussion of operating results.
FirstName LastNameEthan Brown
Comapany NameBeyond Meat, Inc.
October 9, 2018 Page 3
FirstName LastNameEthan Brown
Beyond Meat, Inc.
October 9, 2018
Page 3
Executive Compensation,
Narrative to Summary Compensation Table
Executive Employment Agreements, page 98
7.We note that Ethan Brown, your President and Chief Executive Officer, earned a salary of
$288,789 and a performance bonus award of $124,700 for fiscal 2017. Please disclose the
material terms of your employment arrangement with Mr. Brown, whether written or
unwritten. See Item 402(o)(1) of Regulation S-K.
Principal Stockholders, page 110
8.Consistent with Item 403 of Regulation S-K and Exchange Act Rule 13d-3, please
identify the natural person or persons who directly or indirectly exercise sole or shared
voting and/or dispositive power with respect to the shares held of record by Avondale
Agents Limited, Eminent Harmony Limited, Total Formation Inc., and Ultimate Epoch
Limited.
Description of Capital Stock
Anti-Takeover Effects of Certain Provisions of Delaware Law, Our Amended and Restated
Certificate of Incorporation
Exclusive Forum, page 118
9.We note that your forum selection provision identifies the Court of Chancery of the State
of Delaware as the sole and exclusive forum for certain actions, including any “derivative
action.” Please disclose whether this provision applies to actions arising under the
Exchange Act. In that regard, we note that Section 27 of the Exchange Act creates
exclusive federal jurisdiction over all suits brought to enforce any duty or liability created
by the Exchange Act or the rules and regulations thereunder. If this provision does not
apply to actions arising under the Exchange Act, please also ensure that the exclusive
forum provision in your governing documents states this clearly.
Financial Statements
Notes to Financial Statements
Note 2. Summary of Significant Accounting Policies
Unaudited Pro Forma Information, page F-9
10.Your disclosure on page F-24 outlines the conditions required for the conversion of your
convertible preferred stock. In connection with your pro forma presentation in this filing,
please confirm to us that you currently expect the offering to meet the conditions for
automatic conversion, including the minimum offering price requirement. If you
subsequently conclude that the conditions may not be satisfied, revise the filing
accordingly.
FirstName LastNameEthan Brown
Comapany NameBeyond Meat, Inc.
October 9, 2018 Page 4
FirstName LastName
Ethan Brown
Beyond Meat, Inc.
October 9, 2018
Page 4
General
11.Please supplementally provide us with copies of all written communications, as defined in
Rule 405 under the Securities Act, that you, or anyone authorized to do so on your behalf,
present to potential investors in reliance on Section 5(d) of the Securities Act, whether or
not they retain copies of the communications.
You may contact Wei Lu, Staff Accountant, at 202-551-3725 or Jennifer O'Brien, Staff
Accountant, at 202-551-3721 if you have questions regarding comments on the financial
statements and related matters. Please contact Irene Barberena-Meissner, Staff Attorney, at 202-
551-6548 or, in her absence, Timothy S. Levenberg, Special Counsel, at 202-551-3707 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Natural Resources