Under the terms announced by Eshbal, the deal transfers majority ownership and certain operating assets of D2BD to Eshbal, positioning the Canadian firm to leverage D2BD’s existing product lines, retail relationships and manufacturing know how as it pursues broader North American distribution.

CANADA – Eshbal Functional Food Inc. (TSXV: ESBL), a Vancouver-based innovator in functional foods, has finalized its acquisition of a 55% majority stake in New York City-based Dare to Be Different Foods (D2BD), along with select operational assets, marking a key expansion into North America’s booming gluten-free and better-for-you market.
The deal, first outlined in a July 2025 letter of intent and refined through amendments, expands Eshbal’s US footprint by adding D2BD’s vegetable-forward, low-carb products, which are already stocked in over 500 retail locations, including Walmart stores across New York, New Jersey, and Connecticut.
D2BD specializes in high-quality, simple-ingredient gluten-free offerings that align seamlessly with Eshbal’s portfolio of functional snacks and meals, targeting health-conscious consumers amid a US gluten-free sector growing at double the pace of traditional groceries.
The Company acquired its 55% interest in D2BD, and certain assets related to the business of D2BD by issuing an aggregate of 3,600,000 common shares in the capital of Eshbal (the “Shares”) at the deemed issue price of CAD$0.21 (US$0.15) per Share for an aggregate value of CAD$756,000 (US$540,000).
Additionally, cash payments totaling US$248,000, of which US$26,000 was paid at closing, will be paid in a minimum of US$18,500 monthly instalments over the next 12 months.
Performance milestones could trigger further share issuances within two years, fueling scalable growth without long-term liabilities.
Post-close, Eshbal plans to integrate its brands into D2BD’s channels, leveraging local production and management expertise to enable a rapid North American rollout.
Eshbal’s move continues its aggressive consolidation in better-for-you foods, building on prior US ventures amid 15% category growth driven by wellness trends, celiac awareness, and plant-based shifts.
The deal, approved by the TSX Venture Exchange, positions Eshbal as a pure-play platform for investors, blending Israeli innovation with American distribution to deliver simple, nutritious staples, from veggie chips to low-carb breads, for everyday health.
This acquisition underscores Eshbal’s vision for a scaled portfolio, promising synergies in supply chains strained by inflation and sustainability demands, while inspiring agribusiness parallels in Kenya’s emerging functional food scene.
Recently, Eshbal acquired the business of Gluten Free Nation (GFN) in a strategic move to enhance its North American presence in the rapidly expanding gluten-free market.
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