Alt-egg startups The EVERY Company and Onego Bio had been discussing a merger before talks fell apart and Onego sued its rival, court documents reveal.
The valuation figure was disclosed in a court filing that remains publicly accessible as of October 31. The company has since asked the court to seal that information.
Details of the talks were shared in an October 28 legal filing by The EVERY Co, which urged a court in Wisconsin to toss a lawsuit* from Onego Bio seeking to invalidate one of EVERY’s patents.
The IP at issue covers the production of ovalbumin, the primary protein in egg white, via precision fermentation.
The EVERY Co uses yeast (Komagataella phaffii) as its host microorganism, while Onego Bio uses fungus (Trichoderma reesei). The dispute centers on whether Onego is infringing a “foundational” patent (‘784) from The EVERY Co covering ovalbumin expression in a range of hosts.
EVERY Co ‘has consistently counseled against litigation’
In an explosive lawsuit filed last month in Wisconsin—where it is planning a commercial-scale facility—Onego Bio claimed that “EVERY’s demands for resolution have been objectively unreasonable and have included a proposed merger with Onego at a severe devaluation.”
According to Onego Bio, EVERY demanded “unwarranted patent licensing fees” from Onego and engaged in tortious interference by telling potential investors that “Onego needs a patent license from EVERY or Onego would be infringing EVERY’s patents.”
In court papers filed this week, however, The EVERY Co said Onego Bio could not “identify a single third party or investor who allegedly received such a communication.” Moreover, Onego had “failed to allege that it has lost business from even a single consumer, investor, or member of the general public as a result of EVERY’s statements.”
It added: “The parties’ full communications—which are misleadingly excerpted in the amended complaint—reveal that Onego has at all times been the only antagonist and issuer of threats while EVERY has consistently counseled against litigation.”
Pleadings with ‘rampant flaws’
According to The EVERY Co, the two parties had been in discussions about licensing arrangements and a possible merger since May, “during which Onego repeatedly threatened to burden EVERY with expensive litigation if EVERY did not cede to Onego’s unreasonable demands.”
It added: “This case is Onego making good on those threats and is specifically designed for a singular purpose: to inflict significant legal expense on EVERY in an attempt to leverage access to EVERY’s IP. This is clear from both the history between the parties and the rampant flaws in Onego’s pleadings.
“EVERY is the pioneer of the recombinant egg protein industry and owns corresponding IP that it is not obligated to gift to Onego.”
According to EVERY, the two parties agreed to meet on September 5 to discuss a possible merger.
Five days later, says The EVERY Co, Onego filed a lawsuit seeking to invalidate EVERY’s ‘784 patent.
Onego Bio: EVERY’s patent is ‘invalid and unenforceable’
According to Onego Bio, the use of Trichoderma fungus to produce recombinant ovalbumin was pioneered by Finnish technical research center VTT (from which Onego Bio spun out in 2022).
The EVERY Co, it alleges, “has never stated that it made protein using fungus, much less before the earliest priority date of the ’784 patent. To the contrary, it sought technical information from VTT on how to do so.”
It adds: “EVERY has attempted to patent technologies that were well-known by VTT before the ’784 patent’s earliest claimed priority date of July 11, 2019. EVERY’s attempts to patent the publicly known technology render the ’784 patent invalid and unenforceable.”
The EVERY Co, in turn, says it started filing patents discussing the recombinant production of egg white proteins in Trichoderma reesei fungus in late 2014.
And while its commercial products are made in yeast, its “decade of R&D, and thus its IP portfolio, encompasses a range of methods for producing recombinant protein, including some that EVERY has not yet commercialized, and including organisms beyond Pichia pastoris, and beyond yeast.”
EVERY CEO: ‘We engaged in good faith discussions’
EVERY Co founder and CEO Arturo Elizondo told AgFunderNews: “Onego Bio’s lawsuit against EVERY is a desperate attempt to access EVERY’s intellectual property. Onego was the one who initiated contact with EVERY earlier this year seeking a license to our patents. Onego repeatedly threatened litigation if a license was not granted, not the other way around and contrary to the claims in their complaint.
“Despite their repeated threats, EVERY engaged in good faith discussions. Upon dissatisfaction with the proposed terms, Onego filed a baseless lawsuit in an attempt to enhance their negotiating position.”
He added: “EVERY will not capitulate to threats and will vigorously defend its extensive IP estate from any attacks, particularly those as unsubstantiated and baseless as the ones brought forth by Onego. EVERY has been innovating for a decade – for more than seven years before Onego was even founded – and has invested significantly in its intellectual property since its inception.
“We have accumulated 63 issued patents across global jurisdictions over that period, each having undergone the standard, rigorous review process by the patent office, and we have over 100 more in the pipeline still pending issuance. Our robust IP portfolio, developed over a decade, is a testament of our leadership in the category.”
Onego Bio declined to comment on the litigation.
Egg proteins… without chickens
South San Francisco-based The EVERY Company was founded by Arturo Elizondo and David Anchel in late 2014 as Clara Foods. It has two core products: ‘OvoPro’ ovalbumin, which replaces the functionality of egg and egg whites in a range of applications, and OvoBoost, a highly soluble, ‘near-invisible’ protein bio-identical to a glycoprotein (ovomucoid) found in egg white ideal for adding to beverages.
The firm, which has secured GRAS “no questions” letters from the FDA for its proteins, has raised $233 million to date and has just entered a strategic partnership with the Abu Dhabi Investment Office with fellow startup Vivici to “explore the establishment of a 4-million-litre industrial-scale facility for alternative protein production” in the UAE.
Onego Bio, which was founded by Maija Itkonen and Dr. Chris Landowski in Finland in 2022 as a spinoff from VTT, is focused on ovalbumin (brand name: Bioalbumen).
The firm, which filed a GRAS notice with the FDA late last year, has raised $75 million to date. It recently set up a commercial HQ in San Diego and is now establishing a manufacturing facility in Jefferson County, Wisconsin.
*The case is Onego Bio Inc v Clara Foods (d.b.a. The Every Company) filed on Sept 10 in the US District Court for the Western District of Wisconsin. Case # 3:25-cv-00761
Further reading:
‘Objectively unreasonable’: Onego Bio slams The Every Co in high-stakes patent fight
Egg protein IP fight escalates as VTT challenges Every Co patent in Europe
🎥How to protect your IP on a budget: A primer for foodtech startups
🎥 Onego Bio eyes Wisconsin site for chicken-free egg production, files GRAS notice
Vivici and The Every Co explore 4m-liter alt protein facility in UAE
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