Mr. Tomer Bar Meir reports

ESHBAL SIGNS BINDING AGREEMENT AND LAUNCHES NORTH AMERICAN CAPITAL MARKETS STRATEGY

Eshbal Functional Food Inc. has shared a set of strategic steps advancing its commercial and capital markets execution in North America:

• The signing of a binding letter of intent with GF Nation brand;
• The formal launch of the company's investor relations program, including the appointment of a head of investor communications.

Eshbal signs binding letter of intent to acquire Gluten Free Nation

Effective June 27, 2025, Eshbal entered into a binding letter of intent to acquire 100 per cent of the issued and outstanding equity of Starcall Broadcasting LLC (doing business as Gluten Free Nation (GF Nation)), a Texas-based company specializing in sweet and savoury gluten-free baked goods, including cookies, cakes and buns. GF Nation sells its products across both retail and food service channels. The consideration for the acquisition shall consist of payment in cash and shares of the company, payable upon closing of the acquisition, with additional performance-based consideration tied to future revenue performance. Closing of the acquisition is subject to the parties entering into a definitive agreement, which agreement will contain customary closing conditions. Actual amount of cash payments and number of shares issuable shall be determined after completion of the due diligence process and will be determined on the date of execution and announcement of the execution of the definitive agreement. The acquisition is subject to the approval of the TSX Venture Exchange.

The acquisition is intended to expand Eshbal's product offering in North America and unlock commercial synergies by introducing Eshbal's gluten-free products through GF Nation's existing sales and distribution channels.

The acquisition is considered arm's length, and no finders' fees were paid.

"This agreement supports our continued strategy of combining organic growth with strategic acquisitions to accelerate market entry," said Tomer Bar Meir, chief executive officer of Eshbal. "We're excited about the potential to integrate Gluten Free Nation's product line and leverage its customer relationships to further expand Eshbal's North American presence."

Investor relations program launched with Fairfax Partners Inc.

Effective June 28, 2025, Eshbal entered into an agreement with Fairfax Partners, a Vancouver-based investor relations and capital markets advisory firm. The engagement will formally commence upon completion of initial preparations, with Fairfax supporting the company's public market communications strategy.

Fairfax will lead initiatives aimed at increasing the company's visibility in the investor community through a combination of messaging development, digital engagement and content-driven outreach initiatives.

The initial phase, valued at $20,000 plus GST (goods and services tax), may expand -- at the company's sole discretion -- into a broader program totalling up to an additional $180,000 plus GST over the next 12 months.

As part of this initiative, the company has also appointed Anat Shuhami as head of investor communications. Ms. Shuhami will lead shareholder communications and investor outreach co-ordination, ensuring timely and consistent engagement with stakeholders.

About Eshbal Functional Food Inc.

Eshbal Functional Food is a developer and manufacturer of health-focused food and nutraceutical products. With extensive experience in food innovation, the company leverages proprietary R&D (research and development) and specialized production technologies to deliver gluten-free, vegan, low-carb, sugar-free and supplement-based solutions across a range of categories -- from baked goods and spreads to protein blends, cereals and dietary supplements.

Eshbal caters to a diverse mix of industrial, food service and retail clients in Israel and abroad and is now actively scaling its presence across the North American market. This expansion follows the successful completion of a reverse takeover (RTO) with Hakken Capital Corp., through which Eshbal became a publicly listed company on the TSX Venture Exchange as of April 14, 2025.

Eshbal is committed to making a meaningful impact on personal wellness -- offering better choices for those seeking nutritious, innovative and accessible food solutions. The company's mission is to help people lead healthier lives by rethinking everyday food through science, purpose and passion.

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