Core Viewpoint - Beyond Meat announced the expiration of lock-up restrictions on 316,150,176 shares of its common stock issued in connection with an exchange offer for its 0% Convertible Senior Notes due 2027, effective October 16, 2025 [1][3]. Group 1: Exchange Offer Details - The lock-up restrictions allowed holders of Existing Convertible Notes to sell up to approximately 37.45% of the New Shares received in the Exchange Offer, referred to as Freely Tradeable Shares [2]. - After the expiration of the lock-up, holders can sell any New Shares without the previous contractual restrictions [3]. - New Shares were issued into a Contra CUSIP to restrict trading during the lock-up period, with an expected allocation into the unrestricted CUSIP on October 17, 2025 [3]. Group 2: Eligibility and Registration - The New Shares and other securities in the Exchange Offer are available only to "qualified institutional buyers" or "accredited investors" who own a minimum of $200,000 in Existing Convertible Notes [4]. - The New Shares have not been registered under the Securities Act of 1933 and are not offered for sale in jurisdictions where such offers would be unlawful [5]. Group 3: Company Overview - Beyond Meat is a leading plant-based meat company founded in 2009, offering products made from simple ingredients without GMOs, added hormones, or antibiotics, and with 0mg of cholesterol per serving [6]. - The company's mission emphasizes the positive impact of shifting from animal-based meat to plant-based protein on human health, climate change, natural resource constraints, and animal welfare [6].
Beyond Meat Announces Release at 5:00 p.m., New York City time, of Lock-up Restrictions on Shares that were Exchanged for Existing Convertible Notes in its Exchange Offer