Beyond Meat, Inc. Prices Upsized $1 Billion Convertible Senior Notes Offering
EL SEGUNDO, Calif., March 02, 2021 (GLOBE NEWSWIRE) -- Beyond Meat, Inc. (NASDAQ: BYND) (“Beyond Meat”) today announced the pricing of its offering of $1,000,000,000 aggregate principal amount of
0% convertible senior notes due 2027 (the “notes”) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”).
The offering size was increased from the previously announced offering size of $750,000,000 aggregate principal amount of notes. The issuance and sale of the notes are scheduled to settle on March
5, 2021, subject to customary closing conditions. Beyond Meat also granted the initial purchasers of the notes an option to purchase, for settlement within a period of 13 days from, and including,
the date the notes are first issued, up to an additional $150,000,000 principal amount of notes.
The notes will be senior, unsecured obligations of Beyond Meat. The notes will not bear regular interest, and the principal amount of the notes will not accrete. The notes will mature on March 15, 2027, unless earlier repurchased, redeemed or converted. Before December 15, 2026, noteholders will have the right to convert their notes only upon the occurrence of certain events. From and after December 15, 2026, noteholders may convert their notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. Beyond Meat will have the right to elect to settle conversions either in cash or in a combination of cash and shares of its common stock. However, upon conversion of any notes, the conversion value, which will be determined over a period of multiple trading days, will be paid in cash up to at least the principal amount of the notes being converted. The initial conversion rate is 4.8544 shares of common stock per $1,000 principal amount of notes, which represents an initial conversion price of approximately $206.00 per share of common stock. The initial conversion price represents a premium of approximately 47.5% over the last reported sale price of $139.66 per share of Beyond Meat’s common stock on March 2, 2021. The conversion rate and conversion price will be subject to adjustment upon the occurrence of certain events.