Going into 2020, Beyond Meat, a producer and marketer of plant-based protein products intended as a substitute for animal-based meat products, had evolved into one of the fastest growing food companies in the United States. Company revenues had increased from $8.8 million in 2015 to $32.6 million in 2017 to $88 million in 2018 to $298 million in 2019, equal to a compound annual growth rate of 102 percent. Its portfolio of plant-based meats had expanded from just plant-based burger patties to include several varieties of Beyond Sausages, a Beyond Breakfast Sausage, one-pound packages of ground Beyond Beef, and two flavors of Beyond Beef crumbles found on the frozen meat aisle at supermarkets. The company's Beyond Chicken frozen grilled chicken strips, introduced in 2018, generated only modest customer acceptance and was quietly discontinued; however, the company immediately put a team of chefs and scientists to work on getting a better, tastier version of a Beyond Chicken product back on retail shelves and restaurant menus. In August 2019 Beyond Meat partnered with KFC, to conduct a one-day test of new "Beyond Fried Chicken" at a single Atlanta location. This taste test of what KFC advertised as "a Kentucky Fried Miracle" attracted so many customers that the store sold out of the faux chicken in less than five hours.1 As of May 2020, Beyond Meat had not introduced a second version of its Beyond Chicken product. Beyond Meat's brand commitment, "Eat What You Love," reflected a belief that by eating its plant-based meat offerings, consumers could enjoy more of their favorite protein dishes while helping address concerns related to human health, animal welfare, resource conservation, and climate change. As of March 31, 2020, the company's fresh and frozen plant-based protein products were being sold at some 94,000 grocery stores, restaurants, hotels, and other foodservice outlets in more than 65 countries worldwide, up from 77,000 at year-end 2019.

COMPANY BACKGROUND Beyond Meat was founded in 2009 by Ethan Brown, and then later incorporated in Delaware in April 2011 under the name "J Green Natural Foods Co." In October 2011, the company changed its corporate name to "Savage River, Inc.," with "Beyond Meat" being its "doing business as" name. In September 2018, the corporate name was changed to "Beyond Meat, Inc." Beyond Meat's principal executive offices were located in El Segundo, California. Ethan Brown was President and Chief Executive Officer of Beyond Meat and had served in this capacity throughout all of the corporate transitions since the original company was founded. Brown grew up on a family farm in Maryland that specialized in dairy operations and became fascinated with animal agriculture, meat-raising practices, and animal protein consumption. But he also started to wrestle with a question that continued to nag him for many years to come: Do we need animals to produce meat? During the course of his business and industry career, Brown held a variety of positions in the energy business that provided him with growing familiarity about clean energy technologies, the impacts of animal meat consumption on human health, and the effects of livestock on greenhouse gas emissions, along with the related burdens on land, energy, and water. These experiences expanded his understanding of animal meat. The key understanding he learned was that it was not necessary to limit the definition of meat to just cows, pigs, and poultry; rather, meat could just as accurately be defined in terms of its composition and structure?amino acids, lipids, trace minerals, vitamins, and water woven together in the assembly of muscle (or meat). None of these core elements of meat was exclusive to animals; they were abundant in the plant kingdom. While animals served as a bioreactor, consuming vegetation and water and using their digestive system to organize these inputs into meat, it was equally feasible to take the constituent parts of meat from plants and, together with water, organize them into the same basic architecture as animal-based meat, thereby bypassing the need for animals and the cholesterol associated with consuming animal meat. Then, as climate change issues moved into the public spotlight, Brown became increasingly troubled by studies reporting that the livestock industry was estimated to contribute 18 to 51 percent of global greenhouse gas emissions, depending on the methodology used. And there were numerous studies in the medical journals about the adverse impacts of eating red meat on human health, which heightened his concerns about satisfying his children's protein requirements totally with animal meat. In 2009, driven by the health and environmental implications of intensive animal protein production and consumption, Brown decided to found Beyond Meat and begin the process of producing and marketing nutritious and good-tasting plant-based meat products. Brown's vision for Beyond Meat was to perfectly build a plant-based meat. Believing that there was a better way to feed the planet than by relying so heavily on animal meat, Brown's mission for Beyond Meat was "to create The Future of Protein - delicious plant-based burgers, beef, sausage, crumbles, and more."2 The goal was "to deliver a consumer experience that is indistinguishable from that provided by animal-based meats."3 Brown saw four socially beneficial outcomes associated with Beyond Meat's efforts to try to shift a significant portion of the world's protein requirements from animal to plant-based meat: improving human health, positively impacting climate change, addressing global resource constraints, and improving animal welfare.

Beyond Meat's Early Successes To begin the process of learning how to build a delicious tasting plant-based meat, Brown opened the company's first operation in a small commercial kitchen in Maryland to develop and test recipes for plant-based meat products using (1) proteins from peas, mung beans, fava beans, brown rice, and sunflower seeds, (2) various fats (cocoa butter, coconut oil, sunflower oil, and canola oil), (3) such minerals as calcium, iron, salt, and potassium chloride, and (4) beet juice extract, apple extract, and assorted other natural flavors. Ethan Brown began working extensively with two researchers at the University of Missouri's Bioengineering and Food Science Department and faculty and students in the University of Maryland's Nutrition & Food Science Department. Ultimately, the company ultimately licensed a process developed by the researchers that combined proteins from plants into a basic structure resembling animal muscle, or meat, and used this as an initial foundation for Beyond Meat products.4 With this basic protein platform and an understanding that the balance of parts of meat, namely lipids, trace minerals, and water, were also present in abundance outside the animal, it became clear that with appropriate resources, building meat from plants was indeed possible. The young company began selling an early plant-based product to Whole Foods Markets in the Mid-Atlantic region. It quickly discovered that traditional veggie burgers and soy-based meat had limited appeal to traditional meat eaters, who commonly criticized their inferior taste.5 Its own market research with consumers revealed that, when choosing among plant-based meat options, taste was definitely the single most important product attribute for plant-based foods. Legacy vegetarian brands typically aimed to compensate for poor taste appeal by positioning their products as a noble sacrifice?something consumers should do for the benefit of their health, the environment, and/or animal welfare. A "The Future of Protein" marketing campaign was launched in the summer of 2015.6 The goal was to mobilize brand ambassadors to help raise brand awareness and make Beyond Meat products aspirational. A joint announcement with Leonardo DiCaprio about his becoming a Beyond Meat brand ambassador in October 2017 generated over 378 million earned media impressions, including a viral video that drew more than 8.5 million views. Beyond Meat launched its flagship Beyond Burger in 2016 and used an unprecedented marketing approach for a vegetarian meat product.7 Instead of marketing and merchandising The Beyond Burger to vegans and page C-126vegetarians (who represented less than five percent of the population in the United States), the company requested that the product be sold in the meat case at grocery retailers where meat-loving consumers were accustomed to shopping for center-of-plate proteins. In May 2016, the Rocky Mountain Division of Whole Foods Market became the first grocery chain to place The Beyond Burger in its meat section alongside animal-based equivalents; soon other Whole Foods Market regions followed. In April 2017, Safeway of Northern California and several Kroger divisions began to do the same. In the Southern California division of Ralph's, a Kroger subsidiary, The Beyond Burger was the number one selling packaged burger patty by unit in the meat case for the 12-week period ending August 4, 2018. Marketing personnel at Beyond Meat believed merchandising in the meat case in the retail channel had helped drive greater brand awareness with consumers. During 2017-2019, many restaurant, hotel, and other foodservice customers choose to prominently feature the Beyond Meat/Beyond Burger name on their menu and within item descriptions, in addition to displaying Beyond Meat branded signage. Beyond Meat used its sales to foodservice businesses as a form of paid trial for its products to help drive additional retail demand and create greater brand awareness for Beyond Meat through the on-menu and in-store publicity it received.8 Top executives believed that Beyond Meat had established its brand as one with "halo" benefits to its partners as evidenced by the speed of adoption by key partners. For example, Beyond Meat was the fastest new-product launch in the history of TGI Friday's and A&W Canada (more than 90,000 patties were sold in the first three days). In January 2018, A&W conducted concept and focus group testing to gauge consumers' appetite for The Beyond Burger. The results of the consumer testing were very positive, indicating that the concept of a plant-based burger that tasted like real meat, but without its health baggage, held strong appeal. In the taste testing, Beyond Meat's burger received high marks from surprised consumers. A&W CEO, Susan Senecal commented, "We were blown away by the flavor and taste and delicious 'burgerness' of Beyond."9 On the strength of these results and reports from store managers that guest counts were up, A&W Canada began investing significant amounts of money across television, digital media and press to promote the addition of The Beyond Burger to its menu. By late 2018, the Beyond Burger was being merchandised in approximately 17,000 supermarkets and retail groceries across the United States, and food service distributors were delivering the Beyond Burger to approximately 11,000 restaurant and foodservice outlets in the United States. The Beyond Burger launched in Europe in August 2018 through contracts with three major distributors, with strong expressions of interest from some of Europe's largest grocery and restaurant chains. Beyond Meat's revenues from international markets (excluding Canada) represented 13 percent of net revenues in the first half of 2019, up from 2 percent in the first half of 2018. The company expected to begin production of its plant-based products in Europe in 2020 at a new co-manufacturing facility constructed in the Netherlands by Zandbergen World's Finest Meat. In 2018, Zandbergen started distributing Beyond Meat's products throughout Europe across both foodservice and retail grocery channels. For several years, Beyond Meat had maintained a presence and generated brand awareness in Asia through a local distributor in Hong Kong. Further expansion in Asia was expected in 2020 and beyond. Throughout 2017-18 and continuing into 2019, Beyond Meat relied primarily on its growing number of brand ambassadors (celebrities and influencers), free sampling of its products from food trucks at over 300 special events, a digital newsletter (with over 200,000 subscribers as of Sept 2018), visits to the company's website, strong social marketing, and consumer word-of-mouth as the cornerstones of a campaign to promote greater consumer awareness of the Beyond Meat brand name. As of Spring 2019, the company's website had drawn approximately 5 million visitors; the website featured packages of the company's products, provided information on where they could be purchased, highlighted nutritional facts and news about the company, and offered an assortment of recipes for using the products. Meanwhile, Beyond Meat continued to invest heavily in research, development, and innovation?spending about 10.9 percent of net revenue of R&D in fiscal year 2019 and 6.9 percent in fiscal 2019.10 In 2018, the company opened its state-of-the-art 30,000 square-foot Manhattan Beach Project Innovation Center as a part of its world headquarters complex in El Segundo, California. The Innovation Center included 5 laboratories, a pilot plant, and a test kitchen, staffed with a team of scientists, engineers, and cooking specialists focused on improving the company's existing products and developing new products that better replicated the sensory experience of animal meats?from the look of the package to the sizzle on grills and in skillets, and the satisfaction of eating one of the company's products. A second-version plant-based chicken product page C-127was the top new product priority following the market testing at the Atlanta KFC unit in August 2019. As of 2018, Beyond Meat operated approximately 100,000 square feet of production space in two facilities in Columbia, Missouri, where it manufactured the woven protein that was the key ingredient of its products. This woven protein was then converted according to the company's proprietary formulas and specifications into a packaged product, either at the facilities in Columbia, Missouri, or by a network of co-manufacturers. All third-party co-manufacturers signed non-disclosure agreements to ensure that Beyond Meat's proprietary intellectual property and trade secrets were protected. Management believed that the partnering with co-manufacturers (who produced Beyond Meat products in facilities alongside their own products) was a capital efficient production model that allowed Beyond Meat to scale production more quickly and cost-effectively to supply the rapidly increasing demand for its products. Plans called for the company to continue expanding its internal production facilities domestically and abroad to produce the needed volume of woven protein while forming additional strategic relationships with co-manufacturers to complete the production of the items comprising Beyond Meat's product line. In 2018, the United Nations officially called attention to the trailblazing accomplishments of Beyond Meat and Ethan Brown, awarding them its highest environmental accolade, "Champion of the Earth."

Beyond Meat Becomes a Public Company Shortly after the corporate name change to Beyond Meat in September 2018, the company filed Form S-1 with the Securities and Exchange Commission in November 2018 seeking approval to conduct an initial public offering of its common stock. On May 1, 2019, the company announced (1) the pricing of its initial public offering of 9,625,000 shares of common stock at a price to the public of $25.00 per share and (2) the company's decision to grant the underwriters a 30-day option to purchase up to 1,443,750 additional shares of common stock to cover over-allotments, if any, at the initial public offering price less underwriting discounts and commissions. Beyond Meat shares began trading on the Nasdaq Global Select Market on May 2, 2019, under the ticker symbol "BYND." The opening trade for the stock was $46.00 and trading on the first day closed at $65.75, 163 percent above the IPO price. Buoyed by investor enthusiasm over the company's long-term prospects, the stock price climbed steadily higher in the ensuing weeks and months, reaching a peak of $234.90 on July 22, 2019. Various analysts estimated that the market for plant-based protein products could reach $85 billion in sales by 2030. But investor excitement and aggressive buying of Beyond Meat stock started cooling off as scrappy rival Impossible Foods announced major new grocery and restaurant chain customers for its plant-based Impossible Burger and as major meat producers Tyson Foods, Smithfield Foods, Perdue Farms, Nestl, Hormel Foods, and Maple Leaf Foods all announced introductions of variously-formulated plant-based meat alternatives and began shipping an array of plant-based burgers, ground meat, sausage, and chicken products to their supermarket customers for display in both fresh and frozen meat sections. By late October 2019, Beyond Meat's stock price had plummeted to the low 80s and by December 2019 was trading in the mid-70s. Exhibit 1 shows the rapid growth of Beyond Meat's quarterly revenues from 2017 forward to Q2 of 2020. Exhibit 2 shows the company's recent financial performance.

EXHIBIT 1 Beyond Meat's Quarterly Net Revenues, 2017 through Q2 2020 2017 2018 2019 2020 Quarter 1 $ 6.2 million $12.8 million 5 40.2 million $ 97.1 million Quarter 2 $ 5.6 million $17.4 million 5 67.3 million 5113.3 million Quarter 3 $ 9.4 million $26.3 million 5 92.0 million Quarter 4 $11.5 million $31.5 million 5 98.5 million Annual Total $32.7 million $88.0 million $297.9 millionEXHIBIT 2 Selected Financial Data for Beyond Meat, 2016-2019 (in thousands) Years Ended December 31 Selected Income Statement Data 2016 2017 1018 2019 Net Revenues $ 16, 182 $ 32,581 $ 87,934 $297,897 Cost of goods sold 22,494 34,772 70,360 198, 141 Gross profit (loss) (6,312) (2, 191) 17,574 99,756 Research and development 5,782 5,722 9,587 20,650 Selling, general, and administrative expenses 12,672 17,143 34,461 74,726 Restructuring expenses 3,509 1,515 4,869 Total operating expenses 18,454 26,374 45,563 100,245 Profit (loss) from operations (24,766) (28,565) (27,989) (489) Other income (expense), net Interest expense (380) (1,002) (1, 128) (3,071) Remeasurement of warrant liability (1, 120) (12,503) Other, net (812) 352 3,629 Total other (income) expense, net (380) (1,814) (1,896) (11,945) Loss before taxes (25,146) (30,379) (29,885) (12,434) Income tax (benefit) expense 3 5 9 Net profit (1 $(25,149) $(30,384) 5(29,886) $(12,443) Weighted average shares of common stock 6,850 8,186 6,287 42,275 outstanding Selected Balance Sheet Data Cash and cash equivalents $ 16,998 $ 39,035 $ 54,271 $275,988 Inventory 6,185 8,144 30.257 81,596 Total current assets 24,499 102,826 403,594 Property, plant, and equipment, net 10,277 14, 188 30,527 47,474 Total assets 34,935 66,463 133,749 451,923 Total current liabilities 5,134 12, 150 25,167 47,697 Total long-term liabilities 2,570 2,032 20,136 30,792 Total stockholders' equity (deficit) $(66,573) $(95,913) $(121,750) $384,090Selected Cash Flow Data Cash flows (used in) provided by operating activities $(23,495) $(25,273) $ (37,721) S (46,995) Capital expenditures 4,955 7,908 22,228 23,795 Net cash provided by financing activities 31,914 55,425 76,199 294,876EXHIBIT 3 Beyond Meat's Manufacturing Process Beyond Meat manufacturing facilities Primarily comanufacturing facilities Cutting and Processing and Extrusion Freezing Packaging EXHIBIT 4 Comparative Nutrition Facts for Selected Brands of Animal Beef Burger Patties, February 2020 Grain Fed Beef 93% Lean Ground Bison 90% Lean Grass Fed Beef 85% Lean Grain Fed Beef 80% Lean Amount per 4-oz. serving Amount per 4-oz. serving Amount per 4-oz. serving Amount per 4-oz. serving 350 Calories 170 Calories 190 Calories 240 Calories 100 Calories from fat 150 Calories from fat 240 Calories from fat 70 Calories from fat %% of Daily % of Daily Value %% of Daily Value % of Daily Value Value 12% Total fat 11g 17% Total fat 17g 26% Total fat 27g 42% Total fat 8% 52% Saturated fat 3.5g 17% Saturated fat 4g 20% Saturated fat 7g 33% Saturated fat 10g 0% Trans fat 0g 0% Trans fat 0g 0% Trans fat 1g Trans fat 0g 17% Cholesterol 75mg 26% 24% Cholesterol 50mg Cholesterol 95mg 32% Cholesterol 70mg 3% 4% Sodium 75mg 3% Sodium 60mg 3% Sodium 75mg Sodium 90mg Total Carbohydrate 0g 0% 0% Total Carbohydrate 0g 0% Total Carbohydrate 0g 0% Total Carbohydrate 0g 0% Dietary fiber 0g 0% Dietary fiber 0g 0% Dietary fiber 0g 0% Dietary fiber 0g 0% Sugars 0g 0% Sugars 0g 0% Sugars Sugars 0g 42% 46% Protein 24g 48% Protein 23g 46% Protein 21g Protein 23g 0% 0% Vitamin A 0% Vitamin A 0% Vitamin A Vitamin A 0% Vitamin C 0% Vitamin C 0% Vitamin C 0% Vitamin C 0% Calcium 2% Calcium 2% Calcium 2% Calcium Iron Iron Iron 15% Iron 15% 15% 10%EXHIBIT 5 Comparative Nutrition Facts for Selected Brands of Plant-Based Burger Patties, February 2020 Impossible Foods Pure Foods Kroger Simple Truth Beyond Meat Amount per 4-oz. serving Amount per 4-oz. serving Amount per 4-oz. serving Amount per 4-oz. serving 250 Calories 240 Calories 230 Calories 250 Calories Calories from fat 160 Calories from fat Calories from fat 160 Calories from fat 160 % of Daily % of Daily Value % of Daily Value % of Daily Value Value 24% Total fat 14g 16% 28% Total fat 18g Total fat 18g 28% Total fat 60% Saturated fat 9g 45% Saturated fat 6g 30% Saturated fat 6g 30% Saturated fat 12g Trans fat 0g 0% 0% Trans fat 0g 0% 0% Trans fat 0g Trans fat 0g 0% 0% Cholesterol Omg 0% Cholesterol Omg Cholesterol Omg 0% Cholesterol Omg 17% 16% Sodium 390mg 16% Sodium 600mg 26% Sodium 390mg Sodium 390mg 1% Total Carbohydrate 3g Total Carbohydrate 8g 2% Total Carbohydrate 6g 2% Total Carbohydrate 3g 0% Dietary fiber 2g 8 Dietary fiber 0g Dietary fiber 2g 8% Dietary fiber 2g 0% Sugars Sugars 0g 0% Sugars 0g Sugars 0g 26% Protein 20g 26% Protein 20g 40% Protein Protein 14g 0% Vitamin A 0% Vitamin A Vitamin D Omcg Vitamin A 2% 0% Vitamin C Potassium 374mg 8% Potassium 136mg Vitamin C Calcium Calcium 192mg 16% Calcium 41mg Calcium 8% 12% Iron6 mg 35% Iron 25% Iron Iron 2mg