
Transaction Details Finalized After Months of Negotiations (Image Credits: Flickr)
Vancouver, BC – Eshbal Functional Food Inc. completed its acquisition of a majority interest in U.S.-based Dare to Be Different Foods on February 10, 2026, marking a key step in its North American expansion.[1][2]
Transaction Details Finalized After Months of Negotiations
Eshbal issued 3.6 million common shares valued at a deemed price of C$0.21 each, totaling C$756,000, as part of the deal. The company also committed to cash payments amounting to US$248,000, with US$26,000 disbursed at closing and the remainder scheduled in monthly installments of at least US$18,500 over the next year.[3]
Discussions began last July with a letter of intent for a majority stake. Negotiators reached a definitive agreement in November, followed by amendments in January that incorporated additional assets from D2BD’s managing director, Marvin Jemal. The TSX Venture Exchange classified the arm’s-length transaction as an expedited acquisition, with shares subject to a four-month hold period.[1]
- July 2025: Initial letter of intent signed.
- November 2025: Definitive share purchase agreement executed.
- January 2026: Terms updated to include operational assets.
- February 10, 2026: Closing announced.
Eshbal Builds Momentum in North America
The Israel-originated firm, now listed on the TSX Venture Exchange following a reverse takeover with Hakken Capital Corp., supplies over 300 SKUs in gluten-free and better-for-you categories. It reported more than US$11 million in revenue for 2024 and pursues consolidation in the artisanal gluten-free sector.[2]
Recent moves underscore this strategy. Eshbal secured assets from U.S.-based Gluten Free Nation last week after a prior deal collapsed. The company also contracted Canadian producer Queen St Gluten Free in January for North American manufacturing. Earlier statements from CEO Tomer Bar Meir highlighted plans to triple revenue through such acquisitions.[1]
A fresh private placement closed on February 11 raised C$721,670 to fund further opportunities, product development, and working capital.
Dare to Be Different Foods Brings Vegetable Innovation
Founded in 2012 in New York, D2BD specializes in low-carb, gluten-free frozen products made with broccoli and cauliflower. Its portfolio targets health-conscious consumers seeking alternatives to traditional baked goods.[1]
The acquisition opens doors to D2BD’s established distribution network, including potential placement in Walmart and over 300 stores across the U.S. Northeast. Products include:
- Pizza crusts formulated with vegetables.
- Crisps for snacks.
- Gnocchi as a gluten-free staple.
| Component | Value |
|---|---|
| Shares Issued | 3.6 million at C$0.21 |
| Cash Total | US$248,000 |
| Stake Acquired | 55% plus assets |
Strategic Gains in a Growing Sector
Eshbal gains control over innovative, vegetable-forward formulations that align with rising demand for low-carb and gluten-free options. The deal positions the company to scale production and distribution efficiently.[4]
CEO Tomer Bar Meir noted that ongoing discussions with other targets support the roll-up approach, aiming for manufacturing efficiencies demanded by major grocers.[4]
Key Takeaways
- Eshbal’s 55% stake enhances its U.S. footprint in gluten-free foods.
- Deal combines shares, cash, and assets for balanced consideration.
- Expansion targets include Walmart and regional chains.
This acquisition solidifies Eshbal’s trajectory as a consolidator in the competitive gluten-free arena, where consumer preferences continue to shift toward healthier alternatives. What impact do you see for the low-carb market? Share your thoughts in the comments.[2]


