The following discussion contains forward-looking statements that involve risks
and uncertainties. Our actual results may differ materially from those discussed
in the forward-looking statements as a result of various factors, including
those set forth in Part I, Item 1A, "Risk Factors," of our 2021 10-K and Part
II,   Item 1A  , "Risk Factors" and "Note Regarding Forward-Looking Statements"
included in this report and those discussed in other documents we file from time
to time with the SEC. The following discussion of our financial condition and
results of operations should be read in conjunction with our unaudited condensed
consolidated financial statements and the related notes and other financial
information included in this quarterly report and our audited consolidated
financial statements and notes thereto included in our 2021 10-K. Our historical
results are not necessarily indicative of the results to be expected for any
future periods and our operating results for the three and six months ended
July 2, 2022 are not necessarily indicative of the results to be expected for
the fiscal year ending December 31, 2022 or for any other interim period or for
any other future year or period.

Overview

Beyond Meat is a leading plant-based meat company, offering a portfolio of
revolutionary plant-based meats. We build meat directly from plants, an
innovation that enables consumers to experience the taste, texture and other
sensory attributes of popular animal-based meat products while enjoying the
nutritional and environmental benefits of eating our plant-based meat products.
Our brand commitment, Eat What You Love, represents a strong belief that there
is a better way to feed our future and that the positive choices we all make, no
matter how small, can have a great impact on our personal health and the health
of our planet. By shifting from animal-based meat to plant-based protein, we can
positively impact four growing global issues: human health, climate change,
constraints on natural resources and animal welfare. The success of our
breakthrough innovation model and products has allowed us to appeal to a broad
range of consumers, including those who typically eat animal-based meats,
positioning us to compete directly in the $1.4 trillion global meat industry.

We sell a range of plant-based meat products across the three main meat
platforms of beef, pork and poultry. As of June 2022, Beyond Meat branded
products were available at approximately 183,000 retail and foodservice outlets
in more than 90 countries worldwide, across mainstream grocery, mass
merchandiser, club store, convenience store, and natural retailer channels, and
various food-away-from-home channels, including restaurants, foodservice outlets
and schools.

The condensed consolidated financial statements for the period ended July 2,
2022 include the accounts of the Company and its foreign subsidiaries, Beyond
Meat EU B.V., BYND JX and Beyond Meat Canada Inc. All inter-company balances and
transactions have been eliminated.

We operate on a fiscal calendar year, and each interim quarter is comprised of
one 5-week period and two 4-week periods, with each week ending on a Saturday.
Our fiscal year always begins on January 1 and ends on December 31. As a result,
our first and fourth fiscal quarters may have more or fewer days included than a
traditional 91-day fiscal quarter.

For the three months ended July 2, 2022, our retail and foodservice channels
accounted for approximately 69.7% and 30.3% of our net revenues, respectively.
For the three months ended July 3, 2021, our retail and foodservice channels
accounted for approximately 70.8% and 29.2% of our net revenues, respectively.
For the six months ended July 2, 2022, our retail and foodservice channels
accounted for approximately 72.9% and 27.1% of our net revenues, respectively.
For the six months ended July 3, 2021, our retail and foodservice channels
accounted for approximately 72.5% and 27.5% of our net revenues, respectively.

For the three months ended July 2, 2022, our U.S. and international channels
accounted for approximately 69.5% and 30.5% of our net revenues, respectively.
For the three months ended July 3, 2021, our U.S. and international channels
accounted for approximately 67.7% and 32.3% of our net revenues, respectively.
For the six months ended July 2, 2022, our U.S. and international channels

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accounted for approximately 72.5% and 27.5% of our net revenues, respectively. For the six months ended July 3, 2021, our U.S. and international channels accounted for approximately 70.5% and 29.5% of our net revenues, respectively.



In the three and six months ended July 2, 2022, net revenues from international
foodservice channel sales increased while net revenues from international retail
channel sales decreased as compared to the prior-year periods. Despite increased
pounds of product sold, international net revenues decreased 7.2% and 7.1% in
the three and six months ended July 2, 2022, respectively, as compared to the
prior-year periods primarily due to decreased revenue per pound driven by recent
pricing actions, a softening in the Euro vs the U.S. dollar and increased trade
discounts.

In the three and six months ended July 2, 2022, U.S. retail channel net revenues
increased as compared to the prior-year periods, partially offset by a decease
in U.S. foodservice channel net revenues, resulting in a 1.1% and 2.4% increase
in U.S. net revenues, respectively. However, this increase was more than offset
by the decrease in international net revenues, resulting in a 1.6% and 0.4%
decrease in net revenues in the three and six months ended July 2, 2022,
respectively, as compared to the prior-year periods.

At July 2, 2022, our inventory balances increased 5% compared to the levels at
December 31, 2021, due to increases in all the three categories of inventories.
The increase in finished goods inventory includes the effect of higher
capitalized direct labor and production overhead costs.

In addition to the impact of COVID-19 on our business discussed below under "Impact of COVID-19 on Our Business," our net revenues, gross profit, gross margin, earnings and cash flows may be adversely impacted in 2022 by the following:



•changes in our product mix including the launch of new products (especially
Beyond Meat Jerky), which may carry lower margin profiles relative to existing
products due in part to early cost of production inefficiencies;

•weak demand in the retail channel due to slower category growth, particularly
for refrigerated plant-based meat, and increased competitive activity, including
the deceleration of plant-based meat across Europe and our ability to
successfully launch extended shelf-life products;

•the impact of high inflation and the plant-based meat sector's premium pricing relative to animal protein;



•our decreased revenue forecast negatively impacting capacity utilization, which
could also give rise to termination fees to exit certain supply chain
arrangements and/or the write-off of certain equipment, driving less leverage on
fixed costs and delaying the speed at which cost savings initiatives impact our
financial results;

•changes in forecast demand, particularly for Beyond Meat Jerky;

•effectively managing inventory levels, including sales to the liquidation channel and the level of inventory reserves;

•price reductions, primarily in the retail channel in Europe, intended to improve price competitiveness relative to competing products;

•increased unit cost of goods sold due to lower production volumes in response to weaker demand, which would adversely impact coverage of fixed production costs within our manufacturing facilities;

•increased unit cost of goods due to inflation, rising interest rates, higher transportation, raw materials, energy, labor and supply chain costs;

•increased promotional programs and trade discounts to our retail and foodservice customers, including to bolster support for our core lines, and shifts in product and channel mix resulting in negative impacts on our gross margins;

•potential disruption to our supply chain and the supply chain more generally caused by distribution and other logistical issues; and


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•labor needs at the Company as well as in the supply chain and at customers.

In August 2022, we realigned our organizational structures across North America, the EU and China to increase regional focus, efficiency and speed.

Impact of COVID-19 on Our Business



The COVID-19 pandemic has had, and we expect will continue to have, certain
negative impacts on our business. In response to the COVID-19 pandemic,
governments and other authorities around the world implemented significant
measures intended to control the spread of the virus, including social
distancing measures, business closures or restrictions on operations,
quarantines, lockdowns and travel bans. While some of these restrictions were
lifted or eased in many jurisdictions as the rates of COVID-19 infections have
decreased or stabilized and as various COVID-19 vaccines have become more widely
available, a resurgence of COVID-19 and the impact of variants of the virus that
causes COVID-19 in some markets, including China, has slowed the reopening
process.

The COVID-19 pandemic continues to impact the global economy. We have
established a cross-functional task force that meets regularly and continually
monitors and tracks relevant data, including guidance from local, national and
international health agencies. This task force works closely with our senior
leadership and is instrumental in making critical, timely decisions and is
committed to continuing to communicate to our employees as more information is
available to share. In response to COVID-19, we have taken, and continue to take
measures to support the health and safety of our employees as well as the
communities in which we operate.

It is challenging to estimate the extent of the adverse impact of the COVID-19
pandemic on our results of operations due to continued uncertainty regarding the
duration, spread and intensity of the COVID-19 pandemic. While the ultimate
health and economic impact of COVID-19 continues to be highly uncertain, our
business operations and results of operations, including our net revenues, gross
profit, gross margin, earnings and cash flows, may be adversely impacted in
2022, including as a result of:

•variability of demand in the foodservice channel due to the ongoing impact of
COVID-19, including the resurgence of COVID-19 and the appearance of variants of
the virus, despite the resumption of customer traffic in some foodservice
establishments;

•potential disruption or closure of our facilities or those of our suppliers or co-manufacturers due to employee contraction of COVID-19;

•potential shortages in raw materials caused by the conflict in Ukraine, COVID-19 lockdowns in China or other factors;



•the timing and success of strategic QSR partnership launches and resumption of
any expansion plans for our product lines for those QSR customers who are in
trial or test phase;

•reduced consumer confidence and consumer spending, including spending to
purchase our products, and negative trends in consumer purchasing patterns due
to consumers' disposable income, credit availability, debt levels, inflation and
rising interest rates;

•reduced confidence by our foodservice partners due to the resurgence of COVID-19, as well as reimplementation of safety measures in certain jurisdictions and its potential impact on customer demand levels;

•further foodservice customer closures (including re-closures in connection with resurgences of COVID-19) or further reduced operations;

•our ability to introduce new foodservice products as QSR and other partners look to simplify menu offerings as a result of the pandemic;

•uncertainty in the length of recovery time for the U.S. and world economies; and

•disruptions in our ability to expand to new international locations.

Future events and effects related to COVID-19 cannot be determined with precision and actual results could significantly differ from estimates or forecasts.


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Environmental, Social and Governance



As a disruptive leader in the food industry, we have established ourselves as a
leading producer of plant-based meat products that deliver a reduced
environmental footprint and mitigate the social and welfare issues inherent to
the production and consumption of animal protein. In order to continue that work
and position ourselves as a leader in the integration of environmental and
social change, we have committed to developing a comprehensive ESG program. As
part of the development of our ESG program, we have conducted a materiality
analysis to determine which ESG issues are relevant to our business ("ESG
Materiality Analysis"). The ESG Materiality Analysis was not designed to
identify material issues for the purposes of financial reporting, or as defined
by the securities laws of the United States. The environmental impacts of our
products, climate change management, the safety and quality of the products we
produce and how we manage our supply chain were all identified as highly
relevant as a result of the ESG Materiality Analysis. We continue to work on
leveraging the ESG Materiality Analysis to create comprehensive ESG goals that
will assist us with our commitment to ensuring responsible and sustainable
business practices within our organization.

Components of Our Results of Operations and Trends and Other Factors Affecting Our Business



Net Revenues

We generate net revenues primarily from sales of our products to our customers
across mainstream grocery, mass merchandiser, club store, convenience store, and
natural retailer channels and various food-away-from-home channels, including
restaurants, foodservice outlets and schools, mainly in the United States.

We present our net revenues by geography and distribution channel as follows:

Distribution Channel            Description
U.S. Retail                     Net revenues from retail sales to the U.S. market and
                                sales to our joint venture, the Planet Partnership,
                                LLC
U.S. Foodservice                Net revenues from restaurant and foodservice sales to
                                the U.S. market
International Retail            Net revenues from retail sales to international
                                markets, including Canada
International Foodservice       Net revenues from restaurant and foodservice sales to
                                international markets, including Canada


The following factors and trends in our business have driven net revenue growth
over prior periods and are expected to be key drivers of our net revenue growth
over time, subject to the duration, magnitude and effects of COVID-19 and other
challenges as discussed above:

•increased penetration across our retail channel, including mainstream grocery,
mass merchandiser, club store, convenience store, and natural retailer channels,
and our foodservice channel, including increased desire by foodservice
establishments, including large Full Service Restaurant and/or global QSR
customers, to add plant-based products to their menus and to highlight these
offerings;

•the strength and breadth of our partnerships with global QSR restaurants and retail and foodservice customers;



•distribution expansion, increased sales velocity, household penetration, repeat
purchases, buying rates (amount spent per buyer) and purchase frequency across
our channels;

•increased international sales of our products across geographies, markets and
channels as we continue to expand the breadth and depth of our international
distribution and grow our numbers of international customers;

•our ability to accurately forecast demand for our products and manage our inventory;

•our operational effectiveness and ability to fulfill orders in full and on time;



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•our continued innovation and product commercialization, including enhancing
existing products and introducing new products, such as Beyond Meatballs, Beyond
Breakfast Sausage Patties, Beyond Breakfast Sausage Links, the latest iteration
of our Beyond Burger and the recent launches of Beyond Chicken Tenders and
Beyond Meat Jerky, across our plant-based platforms that appeal to a broad range
of consumers, specifically those who typically eat animal-based meat;

•enhanced marketing efforts as we continue to build our brand, amplify our value
proposition around taste, health and sustainability, serve as a best-in-class
partner to strategic and other QSR customers to support product development and
category management, and drive consumer adoption of our products, including for
example, our billboard campaign, food truck tours in selected cities, our first
Reddit AMA, our presence on TikTok, our NBA Twitter campaign during the NBA
finals, mobile pop-ups in select U.S. cities to give consumers an exclusive
first taste of our latest innovative products ahead of in-store availability,
increased social media and digital activity to build consumer awareness and
excitement, shopper marketing programs to incentivize consumer trial, and a
robust Spotify podcast campaign around the launch of the latest iteration of our
Beyond Burger;

•overall market trends, including consumer awareness and demand for nutritious, convenient and high protein plant-based foods; and



•increased production levels as we invest in production infrastructure and scale
production to meet demand for our products across our distribution channels both
domestically and internationally.

In addition to the factors and trends above, we expect the following to
positively impact net revenues going forward, subject to the ultimate duration,
magnitude and effects of the COVID-19 pandemic and other challenges discussed
above:

•expansion of our own internal production facilities domestically and abroad to
produce our woven proteins, blends of flavor systems and binding systems, and
finished goods, while forming additional strategic relationships with
co-manufacturers; and

•localized production and third-party partnerships to increase the availability and speed with which we can get our products to customers internationally.



As we seek to continue to grow our net revenues, we face several challenges. The
extent of COVID-19's effect on our operational and financial performance will
depend on future developments, including the duration, spread and intensity of
the pandemic (including any additional resurgences), impact of variants of the
virus that causes COVID-19, the widespread distribution and public acceptance of
the various COVID-19 vaccines and their efficacy against COVID-19 and variants
of the virus, labor needs at the Company as well as in the supply chain and at
customers, compliance with government or employer COVID-19 vaccine mandates and
the resulting impact on available labor, and the level of social and economic
restrictions imposed on the United States and abroad in an effort to curb the
spread of the virus, and the impact on consumer behavior, all of which are
uncertain and difficult to predict considering the rapidly evolving landscape.
For example, the impact of COVID-19 on any of our suppliers, co-manufacturers,
distributors or transportation or logistics providers may negatively affect the
price and availability of our ingredients and/or packaging materials and impact
our supply chain. Labor shortages at retail and foodservice customers may impact
our ability to launch new products or planned promotions, or may have other
negative effects on customer demand. Additionally, if we are forced to scale
back hours of production or close our production facilities or our Manhattan
Beach Project Innovation Center in response to the pandemic, we expect our
business, financial condition and results of operations would be materially
adversely affected. In addition, our growth strategy to expand our operations
internationally may be impeded. The uncertainty created by COVID-19
significantly increases the difficulty in forecasting operating results and
strategic planning. As a result, it is not currently possible to ascertain the
overall impact of COVID-19 on our business, results of operations, financial
condition or liquidity. However, the pandemic has had, and we expect may
continue to have, a material adverse impact on our business, results of
operations, financial condition and cash flows and may adversely impact the
trading price of our

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common stock. Future events and effects related to the COVID-19 pandemic cannot
be determined with precision and actual results could significantly differ from
estimates or forecasts.

We routinely offer sales discounts and promotions through various programs to
customers and consumers. These programs include rebates, temporary on-shelf
price reductions, off-invoice discounts, retailer advertisements, product
coupons and other trade activities. We anticipate that we will need to continue
to offer more trade and promotion discounts to both our retail and foodservice
customers, to drive increased consumer trial, in response to COVID-19 and in
response to increased competition and pressure on the plant-based meat category.
The expense associated with these discounts and promotions is estimated and
recorded as a reduction in total gross revenues in order to arrive at reported
net revenues. At the end of each accounting period, we recognize a contra asset
to "Accounts receivable" for estimated sales discounts that have been incurred
but not paid which totaled $5.2 million and $3.6 million as of July 2, 2022 and
December 31, 2021, respectively. We expect to face increasing competition across
all channels, especially as additional plant-based protein product brands
continue to enter the marketplace and as consumers trade down among proteins in
the context of significant inflationary pressures. In response, we anticipate
providing heavier discounting and promotions on some of our products. Although
these actions are intended to build brand awareness and increase consumer trials
of our products, they have had and are likely to continue to have a negative
impact on our net revenues, gross margins and profitability, impacting
period-over-period results.

In addition, because we do not have any purchase commitments from our
distributors or customers, the amount of net revenues we recognize will vary
from period to period depending on the volume, timing and the channels through
which our products are sold, and the impact of customer orders ahead of
holidays, causing variability in our results. Similarly, the timing of retail
shelf resets are not within our control, and to the extent that retail customers
change the timing of such events, variability of our results may also increase.
Lower customer orders ahead of holidays, shifts in customer shelf reset activity
and changes in the order patterns of one or more of our large retail customers
could cause a significant fluctuation in our quarterly results and could have a
disproportionate effect on our results of operations for the entire fiscal year.

Our financial performance also depends on our operational effectiveness and
ability to fulfill orders in full and on time. For example, in the third quarter
of 2021 we experienced challenges in operations that led to unfulfilled orders,
primarily due to severe weather resulting in the temporary loss of potable water
in one Pennsylvania facility and water damage to inventory in another.

Further, we may not be able to recapture missed opportunities in later periods,
for example if the opportunity related to a significant grilling holiday like
Memorial Day weekend, the Fourth of July, or Labor Day weekend. Missed
opportunities may also result in missing subsequent additional opportunities.
Internal and external operational issues therefore may impact the amount and
variability of our results.

Seasonality

Generally, we expect to experience greater demand for certain of our products
during the summer grilling season. In 2022, U.S. retail channel net revenues
during the second quarter were 16% higher than the first quarter. In 2021, U.S.
retail channel net revenues during the second quarter were 21% higher than the
first quarter. We continue to see additional seasonality effects, especially
within our retail channel, with revenue contribution from this channel tending
to be greater in the second and third quarters of the year, along with increased
levels of purchasing by customers ahead of holidays, the impact of customer
shelf reset activity and the timing of product restocking by our retail
customers. In an environment of uncertainty from the impact of COVID-19,
inflationary pressures and other factors impacting our business, we are unable
to assess the ultimate impact on the demand for our products as a result of
seasonality.

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Gross Profit



Gross profit consists of our net revenues less cost of goods sold. Our cost of
goods sold primarily consists of the cost of raw materials and ingredients for
our products, direct and indirect labor and certain supply costs,
co-manufacturing fees, in-bound and internal shipping and handling costs
incurred in manufacturing our products, warehouse storage fees, plant and
equipment overhead, depreciation and amortization expense, cost of packaging our
products, as well as inventory write-offs and reserves. In anticipation of
future growth, we have had to very quickly scale production and expand our
sources of supply for our core protein inputs such as pea protein.

We expect our cost of goods sold in absolute dollars to increase as a result of anticipated growth in our sales volume.



Subject to the ultimate duration, magnitude and effects of COVID-19,
inflationary pressures and other factors impacting our business, we continue to
expect that gross profit improvements will be delivered primarily through
improved volume leverage and throughput, reduced manufacturing conversion costs,
greater internalization and geographic localization of our manufacturing
footprint and finished goods, materials and packaging input cost reductions,
tolling fee efficiencies, end-to-end production processes across a greater
proportion of our manufacturing network, scale-driven efficiencies in
procurement and fixed cost absorption, diversification of our core protein
ingredients, product and process innovations and reformulations, cost-down
initiatives through ingredient and process innovation and improved supply chain
logistics and distribution costs. We are also working to improve gross margin
through ingredient cost savings achieved through scale of purchasing and through
negotiating lower tolling fees. We intend to pass some of these cost savings on
to the consumer as we pursue our goal to achieve price parity with animal
protein in at least one of our product categories by the end of 2024.

Margin improvement may, however, continue to be negatively impacted by our focus
on investing heavily in our business, including launching new products with
manufacturing processes that may initially be inefficient, establishing
infrastructure in the U.S., EU and China, investing in personnel, partnerships
and product pipeline, investing in our facilities, growing our customer base,
volume deleveraging, aggressive pricing strategies and increased discounting,
increased sales to the liquidation channel and inventory reserves, our product
and customer mix, expanding into new geographies and markets, enhancing our
production infrastructure, improving our innovation capabilities, enhancing our
product offerings and increasing consumer engagement to apply increasing
pressure on the three key levers of taste, health and cost that we believe are
critical for mass adoption. Margin improvement may also be negatively impacted
by the impact of lower demand forecast, inflation, increasing labor costs,
materials costs and transportation costs.

Operating Expenses

Research and Development Expenses



Research and development expenses consist primarily of personnel and related
expenses for our research and development staff, including salaries, benefits,
bonuses, share-based compensation, scale-up expenses, and depreciation and
amortization expense on research and development assets. We are beginning to
incur research and development expenses in the form of rent associated with our
new Commerce, California commercialization center. Design work for the build out
of the commercialization center is underway, however, we have currently delayed
the anticipated commencement of operations. Our research and development efforts
are focused on enhancements to our product formulations and production processes
in addition to the development of new products. We expect to continue to invest
substantial amounts in research and development, as research and development and
innovation are core elements of our business strategy, and we believe they
represent a critical competitive advantage for us. We believe that we need to
continue to rapidly innovate in order to continue to capture a larger market
share of consumers who typically eat animal-based meats. Over time and subject
to the duration, magnitude and effects of the COVID-19 pandemic, inflationary
pressures and other factors impacting our business, we expect these expenses to
increase in absolute dollars, but to decrease as a percentage of net revenues as
we continue to scale production volume.

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SG&A Expenses



SG&A expenses consist primarily of selling, marketing and administrative
expenses, including personnel and related expenses, share-based compensation,
outbound shipping and handling costs, non-manufacturing lease expense,
depreciation and amortization expense on non-manufacturing assets, consulting
fees and other non-production operating expenses. Marketing and selling expenses
include advertising costs, share-based compensation awards to brand ambassadors,
costs associated with consumer promotions, product samples and sales aids
incurred to acquire new customers, retain existing customers and build our brand
awareness. Administrative expenses include expenses related to management,
accounting, legal, IT, and other office functions.

We expect SG&A expenses for the remainder of 2022 to decrease from the levels in
the first half of 2022, as we focus on reducing and optimizing non-people
expenses. On August 3, 2022, we announced a reduction-in-force affecting
approximately 4% of our global workforce. The reduction-in-force is expected to
result in total annualized savings of approximately $8 million, excluding
one-time separation costs of approximately $1 million, which we expect to incur
in the third quarter of 2022.

Over time, our administrative expenses are generally expected to increase in
absolute dollars with increased personnel to support various functions,
including among others, operations and supply chain, accounting, finance, legal,
IT and compliance-related functions, but to decrease as a percentage of net
revenues.

Restructuring Expenses



In May 2017, management approved a plan to terminate an exclusive supply
agreement with one of our co-manufacturers. For a discussion of these expenses,
see   Note 3  , Restructuring, and   Note 10  , Commitments and Contingencies,
to the Notes to Unaudited Condensed Consolidated Financial Statements, included
elsewhere in this report.


Results of Operations

The following table sets forth selected items in our condensed consolidated statements of operations for the respective periods presented:



                                                 Three Months Ended                       Six Months Ended
                                             July 2,             July 3,             July 2,             July 3,
(in thousands)                                2022                2021                2022                2021
Net revenues                              $  147,040          $  149,426          $  256,495          $  257,590
Cost of goods sold                           153,202             102,074             262,467             177,530
Gross (loss) profit                           (6,162)             47,352              (5,972)             80,060
Research and development expenses             16,202              13,823              35,880              29,748
Selling, general and administrative
expenses                                      63,015              48,286             138,129              87,240
Restructuring expenses                         4,302               3,844               7,328               6,318
Total operating expenses                      83,519              65,953             181,337             123,306
Loss from operations                      $  (89,681)         $  (18,601)         $ (187,309)         $  (43,246)


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The following table presents selected items in our condensed consolidated
statements of operations as a percentage of net revenues for the periods
presented:

                                                     Three Months Ended                                  Six Months Ended
                                              July 2,                  July 3,                  July 2,                   July 3,
                                                2022                     2021                     2022                     2021
Net revenues                                       100.0  %                 100.0  %                 100.0  %                  100.0  %
Cost of goods sold                                 104.2                     68.3                    102.3                      68.9
Gross (loss) profit                                 (4.2)                    31.7                     (2.3)                     31.1
Research and development expenses                   11.0                      9.3                     14.0                      11.5
Selling, general and
administrative expenses                             42.9                     32.3                     53.9                      33.9
Restructuring expenses                               2.9                      2.6                      2.9                       2.5
Total operating expenses                            56.8                     44.2                     70.8                      47.9
Loss from operations                               (61.0) %                 (12.5) %                 (73.1) %                  (16.8) %


Three and Six Months Ended July 2, 2022 Compared to Three and Six Months Ended July 3, 2021 (unaudited)



Net Revenues

Net revenues decreased by $2.4 million, or 1.6%, in the three months ended
July 2, 2022, as compared to the prior-year period primarily due to a decrease
in net revenue per pound of approximately 14.2%, partially offset by a 14.6%
increase in total pounds sold. The decrease in net revenue per pound was
primarily attributable to changes in price, including the impact of sales to
liquidation channels and list price reductions in the EU implemented in the
first quarter of 2022, changes in foreign exchange rates, and increased trade
discounts.

The following table presents our net revenues by channel in the three months ended July 2, 2022 as compared to the prior-year period:



                                               Three Months Ended                Change
                                             July 2,        July 3,
         (in thousands)                       2022           2021          Amount          %
         U.S.:
         Retail                            $  78,861      $  77,195      $  1,666         2.2  %
         Foodservice                          23,389         23,961          (572)       (2.4) %
         U.S. net revenues                   102,250        101,156         1,094         1.1  %
         International:
         Retail                               23,692         28,544        (4,852)      (17.0) %
         Foodservice                          21,098         19,726         1,372         7.0  %
         International net revenues           44,790         48,270        (3,480)       (7.2) %
         Net revenues                      $ 147,040      $ 149,426      $ (2,386)       (1.6) %



Net revenues from U.S. retail channel sales in the three months ended July 2,
2022 increased $1.7 million, or 2.2%, primarily due to sales to TPP of Beyond
Meat Jerky introduced in the first quarter of 2022, which contributed $15.9
million in net revenues, and, to a lesser extent, by chicken products including
Beyond Chicken Tenders, partially offset by decreases in sales of other
products. Beyond Meat branded products were available at approximately 78,000
U.S. retail outlets as of June 2022.

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Net revenues from U.S. foodservice channel sales in the three months ended
July 2, 2022 decreased $0.6 million, or 2.4%, primarily due to discontinued
distribution at a certain customer which was included in the year-ago period,
partially offset by increases in sales of Beyond Sausage and chicken products
including Beyond Chicken Tenders. Beyond Meat branded products were available at
approximately 41,000 U.S. foodservice outlets as of June 2022.

Net revenues from international retail channel sales in the three months ended
July 2, 2022 decreased $4.9 million, or 17.0%, primarily driven by a 21.7%
decrease in net revenue per pound, partially offset by a 6.0% increase in pounds
sold. The decrease in net revenue per pound was primarily due to list price
reductions in the EU, unfavorable foreign exchange rate impact and increased
trade discounts. By product, the decrease in sales was primarily due to
decreases in sales of Beyond Sausage and Beyond Beef. Beyond Meat branded
products were available at approximately 33,000 international retail outlets as
of June 2022.

Net revenues from international foodservice channel sales in the three months
ended July 2, 2022 increased $1.4 million, or 7.0%, primarily due to a 37.5%
increase in pounds sold, partially offset by a 22.2% decrease in net revenue per
pound due to changes in sales mix, unfavorable foreign exchange rate impact and
increased trade discounts. By product, the increase in sales was primarily due
to increases in sales of Beyond Burger and chicken products including Beyond
Chicken Tenders. Beyond Meat branded products were available at approximately
31,000 international foodservice outlets as of June 2022.

Net revenues decreased by $1.1 million, or 0.4%, in the six months ended July 2,
2022, as compared to the prior-year period, primarily due to a decrease in net
revenue per pound of approximately 12.3%, partially offset by a 13.7% increase
in total pounds sold. The decrease in net revenue per pound was primarily
attributable to changes in sales mix, price, including the impact of sales to
liquidation channels and list price reductions in the EU implemented in the
first quarter of 2022, increased trade discounts, and changes in foreign
exchange rates.

The following table presents our net revenues by channel in the six months ended July 2, 2022 as compared to the prior-year period:



                                                Six Months Ended                 Change
                                             July 2,        July 3,
         (in thousands)                       2022           2021          Amount          %
         U.S.:
         Retail                            $ 147,121      $ 141,021      $  6,100         4.3  %
         Foodservice                          38,882         40,703        (1,821)       (4.5) %
         U.S. net revenues                   186,003        181,724         4,279         2.4  %
         International:
         Retail                               39,829         45,743        (5,914)      (12.9) %
         Foodservice                          30,663         30,123           540         1.8  %
         International net revenues           70,492         75,866        (5,374)       (7.1) %
         Net revenues                      $ 256,495      $ 257,590      $ (1,095)       (0.4) %



Net revenues from U.S. retail channel sales in the six months ended July 2, 2022
increased $6.1 million, or 4.3%, as compared to the six months ended July 3,
2021. The increase in U.S. retail channel net revenues was primarily due to
sales to TPP of Beyond Meat Jerky introduced in the first quarter of 2022, which
contributed $26.6 million in net revenues, and, to a lesser extent, by chicken
products including Beyond Chicken Tenders, partially offset by decreases in
sales of other products.

Net revenues from U.S. foodservice channel sales in the six months ended July 2,
2022 decreased $1.8 million, or 4.5%, primarily due to higher trade discounts.
By product, the decrease in sales was

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primarily due to a decrease in sales of Beyond Breakfast Sausage, partially offset by increased sales of Beyond Sausage and chicken products including Beyond Chicken Tenders.



Net revenues from international retail channel sales in the six months ended
July 2, 2022 decreased $5.9 million, or 12.9%, primarily driven by a 21.6%
decrease in net revenue per pound, partially offset by an 11.1% increase in
pounds sold. The decrease in net revenue per pound was due to list price
reductions in the EU, increased trade discounts, unfavorable foreign exchange
rate impact and changes in sales mix. By product, the decrease in sales was
primarily due to decreases in sales of Beyond Sausage, Beyond Burger and Beyond
Beef, partially offset by increases in sales of Beyond Meatballs and Beyond
Breakfast Sausage.

Net revenues from international foodservice channel sales in the six months
ended July 2, 2022 increased $0.5 million, or 1.8%, primarily due to a 34.5%
increase in pounds sold, partially offset by a 24.3% decrease in net revenue per
pound due to changes in sales mix, increased trade discounts and unfavorable
foreign exchange rate impact. By product, the increase in sales was primarily
due to increases in sales of Beyond Burger and chicken products including Beyond
Chicken Tenders.

The following table presents total pounds sold by channel for the periods
presented:

                                        Three Months Ended                              Change                             Six Months Ended                             Change
                                 July 2,                  July 3,                                                   July 2,                July 3,
(in thousands)                     2022                    2021                Amount               %                2022                   2021               Amount               %

U.S.:
Retail                            16,057                   13,834          

     2,223             16.1  %          28,510                  24,962               3,548             14.2  %
Foodservice                        3,965                    4,002                  (37)            (0.9) %           6,717                   6,884                (167)            (2.4) %

International:


Retail                             5,061                    4,775                  286              6.0  %           8,591                   7,734                 857             11.1  %
Foodservice                        5,042                    3,666                1,376             37.5  %           7,623                   5,669               1,954             34.5  %
Total pounds sold                 30,125                   26,277                3,848             14.6  %          51,441                  45,249               6,192             13.7  %



Cost of Goods Sold

                                    Three Months Ended                         Change                         Six Months Ended                          Change
                                July 2,            July 3,                                               July 2,            July 3,
(in thousands)                    2022               2021             Amount              %                2022               2021             Amount              %
Cost of goods sold            $ 153,202          $ 102,074          $ 51,128             50.1  %       $ 262,467          $ 177,530          $ 84,937             47.8  %



Cost of goods sold increased by $51.1 million, or 50.1%, to $153.2 million, in
the three months ended July 2, 2022 as compared to the prior-year period. Cost
of goods sold as a percentage of net revenues in the three months ended July 2,
2022 increased to 104.2% from 68.3% of net revenues in the prior-year period.
The increase in cost of goods sold was primarily due to increased cost per pound
and increased pounds sold compared to the prior-year period. The increase in
cost per pound was primarily driven by increases in manufacturing costs
including depreciation, materials costs, logistics costs and inventory
write-offs and reserves. The introduction of Beyond Meat Jerky in the first
quarter of 2022 negatively impacted cost per pound in the three months ended
July 2, 2022 compared to the prior-year period. The decrease in revenue per
pound in the three months ended July 2, 2022 compared to the prior-year period
also had the effect of increasing cost of goods sold as a percentage of net
revenues.

Cost of goods sold increased by $84.9 million, or 47.8%, to $262.5 million, in
the six months ended July 2, 2022 as compared to the prior-year period. As a
percentage of net revenues, cost of goods sold in

                                       39

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the six months ended July 2, 2022 increased to 102.3% from 68.9% of net revenues
in the prior-year period. The increase in cost of goods sold was due to
increased cost per pound and increased pounds sold compared to the prior-year
period. The increase in cost per pound was due to manufacturing costs including
depreciation, increased materials costs, increased logistics costs and increased
inventory write-offs and reserves. The introduction of Beyond Meat Jerky in the
first quarter of 2022 negatively impacted cost per pound in the six months ended
July 2, 2022 compared to the prior-year period. The decrease in revenue per
pound in the six months ended July 2, 2022 compared to the prior-year period
also had the effect of increasing cost of goods sold as a percentage of net
revenues.

Gross Profit and Gross Margin

                                        Three Months Ended                                 Change                                  Six Months Ended                                  Change
                                 July 2,                 July 3,                                                            July 2,                 July 3,
(in thousands)                     2022                    2021            Amount                        %                    2022                   2021                Amount                    %
Gross (loss) profit              $(6,162)                $47,352
  $(53,514)              (113.0)%               $(5,972)                $80,060             $(86,032)              (107.5)%
Gross margin                      (4.2)%                  31.7%              (3,590) bps                N/A                  (2.3)%                  31.1%             (3,340) bps                N/A


Gross profit in the three months ended July 2, 2022 was a loss of $6.2 million
as compared to gross profit of $47.4 million in the prior-year period, a
decrease of $53.5 million. Gross margin in the three months ended July 2, 2022
decreased to a negative gross margin of (4.2)% from a positive gross margin of
31.7% in the prior-year period. Despite a 14.6% increase in total pounds sold,
gross profit and gross margin decreased primarily as a result of increased costs
per pound of approximately $1.20 and decreased net revenue per pound of
approximately $0.81 in the three months ended July 2, 2022 versus the prior-year
period. Included in the cost and revenue per pound impacts were the impact of
sales through the liquidation channel and sales of Beyond Meat Jerky. The
inventory associated with the liquidation channel sales carried a cost of
approximately $10.5 million and we realized revenue of approximately $1.9
million and a loss of approximately $8.7 million on the transaction.
Additionally, we estimate Beyond Meat Jerky, which was introduced in the first
quarter of 2022, contributed a gross profit loss of approximately $7.7 million
in the three months ended July 2, 2022.

Gross profit in the six months ended July 2, 2022 was a loss of $6.0 million as
compared to gross profit of $80.1 million in the prior-year period, a decrease
of $86.0 million. Gross margin in the six months ended July 2, 2022 decreased to
a negative gross margin of (2.3)% from a positive gross margin of 31.1% in the
prior-year period. Despite a 13.7% increase in total pounds sold, gross profit
and gross margin decreased primarily as a result of increased costs per pound of
approximately $1.18 and decreased net revenue per pound of approximately $0.71
in the six months ended July 2, 2022 compared to the prior-year period. Sales of
Beyond Meat Jerky and sales into the liquidation channel were both headwinds to
gross profit compared to the prior-year period.

We include outbound shipping and handling costs within SG&A expenses. As a result, our gross profit and gross margin may not be comparable to other entities that present shipping and handling costs as a component of cost of goods sold.


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Research and Development Expenses



                                  Three Months Ended                         Change                        Six Months Ended                         Change
                               July 2,            July 3,                                              July 2,           July 3,
(in thousands)                  2022               2021             Amount              %               2022              2021             Amount              %
Research and
development expenses        $   16,202          $ 13,823          $ 2,379              17.2  %       $ 35,880          $ 29,748          $ 6,132              20.6  %


Research and development expenses increased $2.4 million, or 17.2%, in the three
months ended July 2, 2022, as compared to the prior-year period. Research and
development expenses increased to 11.0% of net revenues in the three months
ended July 2, 2022 from 9.3% of net revenues in the prior-year period primarily
due to higher headcount and higher scale-up expenses compared to the prior-year
period.

Research and development expenses increased $6.1 million, or 20.6%, in the six
months ended July 2, 2022, as compared to the prior-year period. Research and
development expenses increased to 14.0% of net revenues in the six months ended
July 2, 2022 from 11.5% of net revenues in the prior-year period primarily due
to higher headcount and higher new product scale-up expenses compared to the
prior-year period.

SG&A Expenses

                                       Three Months Ended                         Change                         Six Months Ended                         Change
                                    July 2,            July 3,                                              July 2,            July 3,
(in thousands)                       2022               2021             Amount              %                2022              2021             Amount              %
Selling, general and
administrative expenses          $   63,015          $ 48,286          $ 14,729             30.5  %       $ 138,129          $ 87,240          $ 50,889             58.3  %



SG&A expenses increased $14.7 million, or 30.5%, in the three months ended
July 2, 2022 to 42.9% of net revenues in the three months ended July 2, 2022,
from 32.3% of net revenues in the prior-year period. The increase in SG&A
expenses was primarily due to $6.4 million in higher salaries and related
expenses resulting from higher headcount, $4.2 million in higher consulting
fees, $2.8 million in higher advertising costs, $2.3 million in higher
share-based compensation expense, $1.2 million in increased marketing costs and
$1.0 million in higher travel-related costs, partially offset by $0.7 million in
lower outbound freight costs.

SG&A expenses increased $50.9 million, or 58.3%, in the six months ended July 2,
2022 to 53.9% of net revenues in the six months ended July 2, 2022, from 33.9%
of net revenues in the prior-year period. The increase in SG&A expenses was
primarily due to $14.4 million in higher salaries and related expenses resulting
from higher headcount, $12.7 million in higher advertising costs, $8.5 million
in higher marketing expenses, $6.7 million in higher consulting fees, $4.3
million in higher share-based compensation expense, $2.0 million in outbound
freight costs, $1.7 million in higher product donation costs, and $1.7 million
in travel and related costs, partially offset by $0.8 million in lower product
commissions.

Restructuring Expenses

As a result of the termination in May 2017 of an exclusive supply agreement with
one of our co- manufacturers due to non-performance under the agreement, we
recorded restructuring expenses of $4.3 million and $3.8 million in the three
months ended July 2, 2022 and July 3, 2021, respectively, and $7.3 million and
$6.3 million in the six months ended July 2, 2022 and July 3, 2021,
respectively. The restructuring expenses were primarily related to legal and
other expenses associated with the dispute. As

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of July 2, 2022 and December 31, 2021, there were $2.2 million and $2.7 million,
respectively, in accrued and unpaid restructuring expenses. We continue to incur
legal fees and other costs in connection with our ongoing efforts to resolve
this dispute. See   Note 3  , Restructuring, and   Note 10  , Commitments and
Contingencies to the Notes to Unaudited Condensed Consolidated Financial
Statements included elsewhere in this report.

Loss from Operations



Loss from operations in the three months ended July 2, 2022 was $89.7 million
compared to $18.6 million in the prior-year period. The increase in loss from
operations in the three months ended July 2, 2022 was primarily driven by lower
gross profit, growth in non-production headcount expenses, increased general and
administrative expenses driven by ongoing consulting agreements, greater
investment in marketing activities, higher expenses associated with production
trial activities, and increased investments in innovation compared to the
prior-year period.

Loss from operations in the six months ended July 2, 2022 was $187.3 million
compared to $43.2 million in the prior-year period. The increase in loss from
operations in the six months ended July 2, 2022 was primarily driven by lower
gross profit, growth in non-production headcount expenses, higher advertising
costs, higher marketing-related expenses, higher consulting expenses, increased
production trial activities and higher share-based compensation expense compared
to the prior-year period.

Total Other Expense, net

Total other expense, net in the three months ended July 2, 2022 of $6.0 million
included approximately $5.5 million in realized and unrealized foreign currency
transaction losses due to unfavorable changes in foreign exchange rates of the
Euro and Chinese Yuan and $1.0 million in interest expense from the amortization
of convertible debt issuance costs, partially offset by $0.6 million in interest
income. Total other expense of $0.8 million in the prior-year period consisted
of $1.0 million in interest expense on our debt balances, partially offset by
$0.2 million in foreign currency transaction gains and $0.2 million in subsidies
received from the Jiaxing Economic Development Zone Finance Bureau for our
investment in BYND JX.

Total other expense, net in the six months ended July 2, 2022 of $8.2 million
consisted primarily of $6.6 million in realized and unrealized foreign currency
transaction losses due to unfavorable changes in foreign exchange rates of the
Euro and Chinese Yuan and $2.0 million in interest expense from the amortization
of convertible debt issuance costs, partially offset by $0.7 million in interest
income. Total other expense, net in the six months ended July 3, 2021 of
$3.0 million consisted of $1.3 million in interest expense from the amortization
of convertible debt issuance costs, $1.0 million in loss on extinguishment of
debt associated with the termination of our bank credit facility, $0.1 million
in foreign currency transaction losses, partially offset by $0.2 million in
subsidies received from the Jiaxing Economic Development Zone Finance Bureau for
our investment in BYND JX.

Net Loss

Net loss was $97.1 million and $197.6 million in the three and six months ended
July 2, 2022, respectively, compared to net loss of $19.7 million and
$46.9 million in the prior-year periods. Net loss during the three and six
months ended July 2, 2022 was primarily due to lower gross profit and higher
operating expenses discussed above compared to the prior-year periods.

Non-GAAP Financial Measures



We use the non-GAAP financial measures set forth below in assessing our
operating performance and in our financial communications. Management believes
these non-GAAP financial measures provide useful additional information to
investors about current trends in our operations and are useful for
period-over-period comparisons of operations. In addition, management uses these
non-GAAP financial measures to assess operating performance and for business
planning purposes. Management also believes these measures are widely used by
investors, securities analysts, rating agencies and other

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parties in evaluating companies in our industry as a measure of our operational performance. These non-GAAP financial measures should not be considered in isolation or as a substitute for the comparable GAAP measures. In addition, these non-GAAP financial measures may not be computed in the same manner as similarly titled measures used by other companies.



"Adjusted EBITDA" is defined as net loss adjusted to exclude, when applicable,
income tax expense, interest expense, depreciation and amortization expense,
restructuring expenses, share-based compensation expense, expenses attributable
to COVID-19, and Other, net, including interest income, loss on extinguishment
of debt and foreign currency transaction gains and losses.

"Adjusted EBITDA as a % of net revenues" is defined as Adjusted EBITDA divided by net revenues.

There are a number of limitations related to the use of Adjusted EBITDA and Adjusted EBITDA as a % of net revenues rather than their most directly comparable GAAP measure. Some of these limitations are:

•Adjusted EBITDA excludes depreciation and amortization expense and, although these are non-cash expenses, the assets being depreciated may have to be replaced in the future increasing our cash requirements;

•Adjusted EBITDA does not reflect interest expense, or the cash required to service our debt, which reduces cash available to us;

•Adjusted EBITDA does not reflect income tax payments that reduce cash available to us;

•Adjusted EBITDA does not reflect restructuring expenses that reduce cash available to us;

•Adjusted EBITDA does not reflect expenses attributable to COVID-19 that reduce cash available to us;

•Adjusted EBITDA does not reflect share-based compensation expense and therefore does not include all of our compensation costs;



•Adjusted EBITDA does not reflect Other, net, including interest income, loss on
extinguishment of debt and foreign currency transaction gains and losses, that
may increase or decrease cash available to us; and

•other companies, including companies in our industry, may calculate Adjusted EBITDA differently, which reduces its usefulness as a comparative measure.

The following table presents the reconciliation of Adjusted EBITDA to its most comparable GAAP measure, net loss, as reported (unaudited):


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                                             Three Months Ended                           Six Months Ended
                                        July 2,               July 3,               July 2,               July 3,
(in thousands)                           2022                  2021                  2022                  2021
Net loss, as reported               $    (97,134)         $    (19,652)         $   (197,592)         $    (46,918)
Income tax expense                            11                     2                    21                    50
Interest expense                           1,108                 1,022                 2,133                 1,651
Depreciation and amortization
expense                                    7,729                 4,881                14,820                 9,207
Restructuring expenses(1)                  4,302                 3,844                 7,328                 6,318
Share-based compensation
expense                                   10,306                 7,863                19,598                15,239
Other, net(2)                              4,902                  (180)                6,026                 1,390
Adjusted EBITDA                     $    (68,776)         $     (2,220)         $   (147,666)         $    (13,063)
Net loss as a % of net
revenues                                   (66.1) %              (13.2) %              (77.0) %              (18.2) %
Adjusted EBITDA as a % of net
revenues                                   (46.8) %               (1.5) %              (57.6) %               (5.1) %


____________

(1) Primarily comprised of legal and other expenses associated with the dispute with a

co-manufacturer with whom an exclusive supply agreement was terminated in May 2017. (2) (a) Includes $5.5 million and $6.6 million in foreign currency transaction losses in

the three and six months ended July 2, 2022, respectively, and $0.2 million in foreign

currency transaction gains and $0.1 million in foreign currency transaction losses in

the three and six months ended July 3, 2021, respectively.

(b) Includes $1.0 million in loss on extinguishment of debt associated with

termination of the Company's credit facility in the six months ended July 3, 2021.





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Liquidity and Capital Resources

Convertible Senior Notes

For a discussion about the Notes, see Note 7 , Debt, to the Notes to Unaudited Condensed Consolidated Financial Statements included elsewhere in this report.



Liquidity

Liquidity Outlook

In 2022, our cash from operations could be affected by various risks and
uncertainties, including, but not limited to, the effects of COVID-19 and other
risks detailed in Part I, Item 1A, "Risk Factors," of our 2021 10-K and Part II,
Item 1A, "Risk Factors" and "Note Regarding Forward-Looking Statements" included
elsewhere in this report. The pandemic, inflation, rising interest rates and
hostilities in Eastern Europe have led to increased disruption and volatility in
capital markets and credit markets generally which could adversely affect our
liquidity and capital resources in the future. However, based on our current
business plan, we believe that our existing cash balances will be sufficient to
finance our operations and meet our foreseeable cash requirements through at
least the next twelve months. In the future, we may raise funds by issuing debt
or equity securities. Our cash requirements under our significant contractual
obligations and commitments are listed below in the section titled "Contractual
Obligations and Commitments." Our future capital requirements may vary
materially from those currently planned and will depend on many factors,
including the impact of the COVID-19 pandemic; the number and characteristics of
any additional products or manufacturing processes we develop or acquire to
serve new or existing markets; our investment in and build out of our campus
headquarters and expanding our Manhattan Beach Project Innovation Center; the
expenses associated with our marketing initiatives; our investment in
manufacturing and facilities to expand our manufacturing and production
capacity; our investments in real property and joint ventures; the costs
required to fund domestic and international operations and growth; the scope,
progress, results and costs of researching and developing future products or
improvements to existing products or manufacturing processes; any lawsuits
related to our products or commenced against us or our directors and officers;
the expenses needed to attract and retain skilled personnel; the costs
associated with being a public company; the costs involved in preparing, filing,
prosecuting, maintaining, defending and enforcing intellectual property claims,
including litigation costs and the outcome of such litigation; and the timing,
receipt and amount of sales of, or royalties on, any future approved products,
if any.

Sources of Liquidity

Our primary cash needs are for operating expenses, working capital and capital
expenditures to support the planned growth in our business. Prior to our IPO, we
financed our operations through private sales of equity securities and through
sales of our products. Since our inception and through our IPO, we raised a
total of $199.5 million from the sale of convertible preferred stock, including
through sales of convertible notes which were converted into preferred stock,
net of costs associated with such financings. In connection with our IPO, we
sold an aggregate of 11,068,750 shares of our common stock at a public offering
price of $25.00 per share and received approximately $252.4 million in net
proceeds. In connection with our Secondary Offering, we sold 250,000 shares of
our common stock at a public offering price of $160.00 per share and received
approximately $37.4 million in net proceeds. In March 2021, we issued $1.2
billion in aggregate principal amount of Notes (see   Note 7  , Debt, to the
Notes to Unaudited Condensed Consolidated Financial Statements included
elsewhere in this report). As of July 2, 2022, we had $454.7 million in cash and
cash equivalents.

Cash Flows

In the six months ended July 2, 2022, approximately $102.7 million in aggregate
expenditures to purchase inventory, purchase property, plant and equipment and
pay escrow payments related to the Campus Lease, and approximately $174.5
million in net cash outflows from other operating, investing and financing
activities were funded with our existing cash balance.

The following table presents the major components of net cash flows used in and provided by operating, investing and financing activities for the periods indicated.


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                                       Six Months Ended
                                   July 2,          July 3,
(in thousands)                       2022            2021
Cash (used in) provided by:
Operating activities             $ (235,690)     $  (120,445)
Investing activities             $  (41,988)     $   (51,565)
Financing activities             $      497      $ 1,022,074

Net Cash Used in Operating Activities



In the six months ended July 2, 2022, we incurred a net loss of $197.6 million,
which was the primary reason for net cash used in operating activities of $235.7
million. Net cash outflows from changes in our operating assets and liabilities
were $86.2 million, primarily due to the escrow payments related to the Campus
Lease (see   Note 10  , Commitments and Contingencies, to the Notes to Unaudited
Condensed Consolidated Financial Statements included elsewhere in this report),
increase in accounts receivable balances and increase in inventory. The cash
outflows were partially offset by the increase in accrued expenses and other
current liabilities. Net loss in the six months ended July 2, 2022 included
$48.1 million in non-cash expenses primarily comprised of share-based
compensation expense and depreciation and amortization expense.

In the six months ended July 3, 2021, we recorded a net loss of $46.9 million
which was the primary reason for net cash used in operating activities of $120.4
million. Net cash outflows from changes in our operating assets and liabilities
were $102.6 million, primarily due to the increase in inventory, increase in
accounts receivable balances and escrow payments related to the Campus Lease
(see   Note 10  , Commitments and Contingencies, to the Notes to Unaudited
Condensed Consolidated Financial Statements included elsewhere in this report).
The cash outflows were partially offset by the increase in accrued expenses and
other current liabilities. Net loss in the six months ended July 3, 2021
included $29.1 million in non-cash expenses primarily comprised of share-based
compensation expense and depreciation and amortization expense.

Depreciation and amortization expense was $14.8 million and $9.2 million in the six months ended July 2, 2022 and July 3, 2021, respectively.

Net Cash Used in Investing Activities

Net cash used in investing activities primarily relates to capital expenditures to support our investment in property, plant and equipment.



In the six months ended July 2, 2022, net cash used in investing activities was
$42.0 million and consisted of cash outflows for purchases of property, plant
and equipment, primarily driven by continued investments in production equipment
and facilities.

In the six months ended July 3, 2021, net cash used in investing activities was
$51.6 million and consisted of cash outflows for purchases of property, plant
and equipment, primarily driven by continued investments in production equipment
and facilities related to our capacity expansion initiatives and international
expansion.

Net Cash Provided by Financing Activities



In the six months ended July 2, 2022, net cash provided by financing activities
was $0.5 million primarily from $1.3 million in proceeds from stock option
exercises, partially offset by $0.8 million in payments of minimum withholding
taxes on net share settlement of equity awards and payments under finance lease
obligations.

In the six months ended July 3, 2021, net cash provided by financing activities
was $1,022.1 million primarily from the proceeds of the Notes of $1,066.1
million and $6.5 million in proceeds from stock option exercises, partially
offset by repayment of revolving credit facility of $25.0 million, debt issuance
costs of $23.6 million associated with the Notes, $1.8 million in payments of
minimum withholding taxes on net share settlement of equity awards and payments
under finance lease obligations.

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Contractual Obligations and Commitments



There have been no significant changes during the six months ended July 2, 2022
to the contractual obligations disclosed in Management's Discussion and Analysis
of Financial Condition and Results of Operations set forth in the 2021 10-K,
other than the following:

Leases

On January 14, 2021, we entered into the Campus Lease with HC Hornet Way, LLC, a
Delaware limited liability company (the "Landlord"), to house our lab and
innovation space and headquarters offices in El Segundo, California. As of July
2, 2022, the tenant improvements associated with Phase 1-A had not been
completed, and the underlying asset had not been delivered to the Company.
Accordingly, there was no lease commencement during the six months ended July 2,
2022. Therefore, we have not recognized an asset or a liability for the Campus
Lease in our condensed consolidated balance sheets as of July 2, 2022 and
December 31, 2021. We contributed $43.7 million and $59.2 million in payments to
a construction escrow account in the six months ended July 2, 2022 and the year
ended December 31, 2021, respectively. In the three and six months ended July 2,
2022, we paid $0.5 million and $0.8 million, respectively, in payments towards
common area maintenance, parking, and insurance under the Campus Lease. No such
payments were made in the three and six months ended July 3, 2021.

Concurrent with our execution of the Campus Lease, as a security deposit, we
delivered to the landlord a letter of credit under the revolving credit facility
in the amount of $12.5 million. Upon termination of the revolving credit
facility, the letter of credit continued in effect, unsecured. See   Note 10  ,
Commitments and Contingencies, and   Note 4  , Leases, to the Notes to Unaudited
Condensed Consolidated Financial Statements included elsewhere in this report.

China Investment and Lease Agreement



In the three months ended July 2, 2022, we amended the lease for our facility in
the JXEDZ to extend the term an additional five years without rent escalation.
As of July 2, 2022, we had invested $22.0 million and had advanced $20.0 million
to our subsidiary, BYND JX. See   Note 10  , Commitments and Contingencies, to
the Notes to Unaudited Condensed Consolidated Financial Statements included
elsewhere in this report.

Investment in The Planet Partnership



On January 25, 2021, we entered into TPP, a joint venture with PepsiCo, Inc., to
develop, produce and market innovative snack and beverage products made from
plant-based protein. We believe TPP will allow us to reach more consumers by
entering new product categories and distribution channels, increasing
accessibility to plant-based protein around the world. We recognized our share
of the net losses in TPP in the amount of $1.4 million and $0.2 million for the
three months ended July 2, 2022 and July 3, 2021, respectively, and our share of
the net losses in TPP in the amount of $2.1 million and $0.6 million for the six
months ended July 2, 2022 and July 3, 2021, respectively. In the three months
ended July 2, 2022, we also entered into an agreement for a nonrefundable
up-front fee associated with our manufacturing and supply agreement with TPP
that will be recognized over the estimated term of the manufacturing and supply
agreement. See   Note 13  , Related Party Transactions, to the Notes to
Unaudited Condensed Consolidated Financial Statements included elsewhere in this
report. For the year ended December 31, 2021, we contributed our share of the
investment in TPP, $11.0 million, which was increased subsequent to the quarter
ended July 2, 2022. See   Note 14  , Subsequent Events, to the Notes to
Unaudited Condensed Consolidated Financial Statements included elsewhere in this
report.

Purchase Commitments

As of July 2, 2022, we had a commitment to purchase pea protein inventory
totaling $56.4 million in the remainder of 2022, which commitment schedule was
amended subsequent to the quarter ended July 2, 2022 to purchase $16.2 million
in the remainder of 2022 and $40.2 million in 2023. See   Note 14  , Subsequent
Events, to the Notes to Unaudited Condensed Consolidated Financial Statements
included elsewhere in this report. In addition, as of July 2, 2022, we had
approximately $49.3 million in purchase order commitments for capital
expenditures primarily to purchase machinery and equipment and $86.7 million in
fee commitments to

                                       47

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manufacture products at a co-manufacturer's facility over a 5-year term (see

Note 10 , Commitments and Contingencies, to the Notes to Unaudited Condensed Consolidated Financial Statements included elsewhere in this report).



Subsequent to the quarter ended July 2, 2022, on July 27, 2022, we entered into
an agreement to purchase certain real property on a neighboring site to our
manufacturing facility in Europe located in Enschede, the Netherlands, for cash
consideration of approximately €6.3 million. The purchase is expected to close
in the second half of 2023 (see   Note 14  , Subsequent Events, to the Notes to
Unaudited Condensed Consolidated Financial Statements included elsewhere in this
report).

Off-balance Sheet Arrangements

We do not have any off-balance sheet arrangements or any holdings in variable interest entities.



Critical Accounting Policies

In preparing our financial statements in accordance with GAAP, we are required
to make estimates and assumptions that affect the amounts of assets,
liabilities, revenue, costs and expenses, and disclosure of contingent assets
and liabilities that are reported in the financial statements and accompanying
disclosures. We evaluate our estimates and assumptions on an ongoing basis. Our
estimates are based on historical experience and various other assumptions that
we believe to be reasonable under the circumstances. Our actual results may
differ from these estimates and assumptions. To the extent that there are
differences between our estimates and actual results, our future financial
statement presentation, financial condition, results of operations and cash
flows will be affected.

There have been no material changes in our critical accounting policies during
the six months ended July 2, 2022, as compared to those disclosed in
the "Management's Discussion and Analysis of Financial Condition and Results of
Operations-Critical Accounting Policies" in the 2021 10-K other than as
described in   Note 2  , Summary of Significant Accounting Policies, to the
Notes to Unaudited Condensed Consolidated Financial Statements included
elsewhere in this report.

Recent Accounting Pronouncements

Please refer to Note 2 , Summary of Significant Accounting Policies, to the Notes to Unaudited Condensed Consolidated Financial Statements included elsewhere in this report for a discussion of recently adopted accounting pronouncements and new accounting pronouncements that may impact us.

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