On September 30, 2025, Beyond Meat, Inc. announced that it has commenced an exchange offer to replace its 0% Convertible Senior Notes due 2027 with new debt and equity. The exchange offer allows holders to trade their existing notes for up to $202.5 million of new 7.00% Convertible Senior Secured Second Lien PIK Toggle Notes due 2030 and up to 326,190,370 shares of common stock.
The new notes carry a 7.00% annual interest rate, with the option to pay interest in cash or shares of common stock, and will mature on the fifth anniversary of the initial settlement date unless earlier redeemed, converted, or repurchased. Conversion terms provide a rate of 1,029.2716 shares per $1,000 principal, with a make‑whole premium for early conversions, and the notes are secured as second lien obligations of the company.
Support for the exchange is already in place, with 47% of the existing noteholders having entered a transaction support agreement and the company requiring 85% of the aggregate principal amount to be tendered for the offer to be consummated. The transaction also includes a $12.5 million non‑refundable payment to holders of the new notes on the initial settlement date, and the company has committed to guarantee the new notes through its subsidiaries.
By exchanging high‑interest, short‑term convertible debt for lower‑interest, longer‑term secured notes and equity, Beyond Meat aims to significantly reduce leverage, extend debt maturity, and strengthen its balance sheet as it continues its strategic transformation toward profitability. This restructuring is a key step in supporting the company’s long‑term vision of becoming a global plant‑protein leader while improving financial resilience.
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