Funding profile · Plant-based food tech

Spero Foods

One confirmed Form D from 2020, a company-reported $20 million total by 2021, and then an all-cash sale of the whole business to a Nasdaq shell in 2023. Here is what the filings show, and what happened to the buyer afterward.

$8.17MSold of $9.13M offered, only Form D on file (Jun 2020)
39Investors in the 2020 round, about $209,589 average
$20MTotal raised, company-reported (Nov 2021)
$1Price Superlatus was resold for by its own insiders, Mar 2024, per lawsuit

Data as of September 24, 2026. Company-reported figures are labeled.

Rounds at a glance

When Round Amount Investors Source
Summer 2018 Y Combinator, S18 batch Not disclosed Y Combinator Trade press
2019 Seed round, sought Not disclosed Not named at the time Trade press
First sale May 28, 2020 Equity offering $9.13M offered; $8.17M sold at filing 39 investors Form D
By Nov 2021 Cumulative total, as reported $20M Bessemer Venture Partners, Valor Siren Ventures, Alumni Ventures, Y Combinator, Siddhi Capital, Soma Capital, Litani, Woolworth’s W23 Company-reported
Oct 2, 2023 Asset sale to Superlatus, Inc. Not disclosed, all cash Superlatus, Inc., subsidiary of TRxADE Health (Nasdaq: MEDS) Press reports
Mar 2024 Superlatus itself resold by insiders $1 Sold to then interim CEO Tim Alford, per lawsuit Litigation report

What the filings show

Spero Foods, Inc. · Form D · filed Jun 16, 2020

First sale
May 28, 2020
Offered
$9,126,494 equity
Sold
$8,173,990 · $952,504 remaining
Investors
39 · average about $209,589
Exemption
Rule 506(b)
Related persons
Phäedra Randolph (executive officer, director, promoter); Jonathan Shulkin (director)
Filing
SEC EDGAR, CIK 0001815085

Reading the filings

  1. Only one Form D exists for this company.EDGAR shows a single Form D under Spero Foods’ own CIK, filed June 2020 and never amended. It reports $8,173,990 sold of a $9,126,494 offering, with $952,504 still remaining at the time of filing. No later filing updates that number.
  2. The company’s own total does not match the filing.Randolph told FoodNavigator-USA in November 2021 that she had raised $20 million. The only Form D on record accounts for about $8.2 million of that. The gap could reflect the 2018 Y Combinator check and a 2019 seed round that used an exemption not requiring a Form D, or a later close of the same round that was never separately filed. Either way, roughly $11.8 million of the company’s own claim is not verifiable in EDGAR.
  3. The checks were large for a seed stage food brand.Thirty nine investors put in an average of about $209,589 each by the 2020 filing date, more consistent with institutional or fund sized checks than a wide angel syndicate, though the named related persons are limited to the CEO and one director.
  4. The 2023 transaction was a sale, not a raise.Superlatus’s all cash asset purchase agreement for Spero, dated October 2, 2023, did not require a Form D because Spero was not the one selling securities. No filing discloses the purchase price.
  5. The buyer did not last long as the buyer.A lawsuit filed by Eat Well Investment Group in US District Court in Florida’s Middle District in January 2025 alleges that Superlatus, the entity that had just bought Spero’s assets, was itself resold in March 2024 to then interim CEO Tim Alford for $1, in what the complaint calls an attempt to strip roughly $10 million in obligations off the balance sheet before Eat Well could collect.
  6. The Spero brand disappears from the record after that.Nosh.com reported in January 2025 that the resulting Superlatus Foods listed only Sapientia Technology, a snack maker, as its portfolio asset, with no mention of Spero or the other Urgent Company brands it had announced acquiring in 2023. No later SEC filing found for this page names Spero at all.

Commercial signals

Signal Detail Source type
Retail distribution Approximately 1,000 stores by late 2021, including Whole Foods and Sprouts, expanding to Kroger owned banners and The Fresh Market by October 2022. Independent
Awards NEXTY Award, Best New Meat or Dairy Alternative, Expo East, September 2022. Certifier
Trademarks SPERO registered 2021 but only for salt; SCRAMBLIT, the original egg product name, was abandoned by the USPTO in 2019. Public record
Federal grants No NSF or NIH award found under the name Spero Foods. Awards under the similar name Spero Energy, Inc. belong to an unrelated biofuels company. Not a match
Acquisition Bought by Superlatus, Inc., a subsidiary of TRxADE Health (Nasdaq: MEDS), October 2, 2023, all cash, terms undisclosed. Independent
Web presence As of September 24, 2026, sperofoods.co redirects to an unrelated gambling site; the Shopify storefront returns a store unavailable error. Independent

What to watch

  • Any accounting the Eat Well Investment Group lawsuit produces of what happened to Spero’s assets after the March 2024 insider sale.
  • Whether Scienture Holdings, TRxADE’s successor under ticker SCNX, or Superlatus Foods files anything mentioning Spero by name.
  • Whether the purchase price of the October 2023 Spero asset sale ever becomes public.
  • Whether Spero’s patents or recipes are sold again, licensed, or formally shut down.

The Spero Foods story on Healthcare DiscoveryHealthcare Discovery

Related companies

Sources

  1. Public recordForm D, Spero Foods, Inc., CIK 0001815085SEC EDGAR · filed Jun 16, 2020
  2. IndependentPlant-based should be healthy, says Spero founderFoodNavigator-USA, Elaine Watson · Nov 17, 2021
  3. IndependentSpero Foods seeks capital to ramp up manufacturing for plant-based eggs, cheeseFoodNavigator-USA, Elaine Watson · May 17, 2019
  4. IndependentSpero Launches Sunflower-Based Cheeses at Kroger and Fresh Market Storesvegconomist, Janay Laing · Oct 11, 2022
  5. CompanySuperlatus, Newly Merged with TRxADE HEALTH, Acquires the assets of Spero FoodsGlobeNewswire · Oct 4, 2023
  6. IndependentSuperlatus (MEDS) Acquires the Assets of Spero FoodsStreetInsider · Oct 4, 2023
  7. IndependentTRxADE Health’s Superlatus to acquire assets of Spero FoodsTipRanks / TheFly · Oct 4, 2023
  8. IndependentTRxADE HEALTH (MEDS) to Acquire SuperlatusStreetInsider · Jun 23, 2023
  9. IndependentPerfect Day inks Superlatus deal for animal-free consumer brands businessJust Food, Simon Harvey · Aug 31, 2023
  10. IndependentUrgent Company Parent Co. Sued By Eat Well Investment GroupNosh.com, Adrianne DeLuca · Jan 9, 2025
  11. Public recordSCRAMBLIT trademark, Serial 88019290, abandonedJustia Trademarks / USPTO · status Dec 30, 2019
  12. Public recordSPERO trademark, Serial 88912913, Registration 6399799USPTO.report · registered Jun 29, 2021
  13. IndependentLive check of sperofoods.co and its storefront domainsDirect fetch · Sep 24, 2026

Compiled from SEC and other public records and published reports as of September 24, 2026. Form D notices report offerings under Regulation D; amounts reflect the filing date. Healthcare Venture Capital Fund holds no position in Spero Foods. This page is not an offer to sell or a recommendation to buy any security.