FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
The Securities Exchange Act of 1934
For the month of May 2005
-------------------------
-------------------------
G. WILLI-FOOD INTERNATIONAL LTD.
(Translation of registrant's name into English)
3 Nahal Snir St., Yavne, Israel 81224
(Address of principal executive offices)
----------------------------------------
----------------------------------------
Indicate by check mark whether registrant files or will file annual reports
under cover Form 20-F or Form 40-F:
FORM 20-F [X] FORM 40-F [_]
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(1):..........
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of
a Form 6-K if submitted solely to provide an attached annual report to security
holders.
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(7):............
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of
a Form 6-K if submitted to furnish a report or other document that the
registrant foreign private issuer must furnish and make public under the laws of
the jurisdiction in which the registrant is incorporated, domiciled or legally
organized (the registrant's "home country"), or under the rules of the home
country exchange on which the registrant's securities are traded, as long as the
report or other document is not a press release, is not required to be and has
not been distributed to the registrant's security holders, and, if discussing a
material event, has already been the subject of a Form 6-K submission or other
Commission filing on EDGAR.
Indicate by check mark whether registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
YES [_] NO [X]
If "YES" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-________.
EXPLANATORY NOTE:
This report on Form 6-K shall be deemed to be incorporated by reference in
the prospectus, dated April 19, 2000, of G. Willi-Food International Ltd.
("Registrant") included in Registrant's Registration Statement on Form F-3 (File
No. 333-11848), and to be a part thereof from the date on which this report is
filed, to the extent not superceded by documents or reports subsequently filed
with the Securities and Exchange Commission.
On May 4, 2005, the Registrant announced its unaudited financial results
for the first quarter ended March 31, 2005.
EXHIBITS
The following document is filed herewith as an exhibit to this Form 6-K:
Copy of the Company's press release, dated May 4, 2005.
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
G. WILLI-FOOD INTERNATIONAL LTD.
Dated: May 4, 2005
By: /s/ Joseph Williger
-----------------------
Joseph Williger
Chief Executive Officer
[G. WILLI FOOD LOGO] NEWS
--------------------------------------------------------------------------------
FOR IMMEDIATE RELEASE
G. WILLI-FOOD REPORTS 58% GROWTH OF OPERATING INCOME AND 39%
RISE IN NET INCOME FOR Q1 2005
YAVNE, ISRAEL - MAY 4, 2005 -- G. WILLI-FOOD INTERNATIONAL LTD. (NASDAQ: WILCF)
today announced financial results for the first quarter ended March 31, 2005.
Revenues for the quarter decreased by 9% to NIS 40.5 million (US$ 9.3 milliona)
from NIS 44.4 million (US$ 10.2 million) in the first quarter of 2004,
reflecting seasonable adjustment in buying habits due to the timing of the
Passover holidays, which fell mostly during March in 2004 but entirely in April
in 2005. Nonetheless, with gross margins of 21% for the period compared to 19%
in the first quarter of 2004, gross profit remained steady on a year-over-year
basis. Further, due to a 13% decline in operating expenses, the Company's
operating profit increased by 58% compared to the first quarter of 2004,
delivering in an operating margin of 5.9% compared to 3.4% in the parallel
period of 2004.
Net income for the first quarter of 2005 increased by 39% to NIS 1.9 million
(US$ 0.43 million), or NIS 0.22 (US$ 0.05) per share, compared with NIS 1.3
million (US$ 0.3 million), or NIS 0.16 (US$ 0.036) per share, in the same period
of 2004. Net margin for the quarter rose to 4.6% compared to 3.0% for the first
quarter of 2004.
"We are pleased to report another quarter of increased profits and rising
margins despite the comparative decline of our revenues, which is attributable
partially to the timing of the Passover buying season," said Mr. Zvi Williger,
President and COO of Willi-Food. "The reduction in our expenses during the
period more than compensated, enabling us to record steady gross profit with
rising gross, operating and net margins compared to last year, and continued
strong profits."
See Financial tables below
###
ABOUT G. WILLI FOOD INTERNATIONAL LTD.
G. Willi-Food International is one of Israel's largest food importers and a
single-source supplier of one of the world's most extensive ranges of quality
Kosher food products. It currently imports, markets and distributes more than
400 food products manufactured by some 100 top-tier suppliers throughout the
world to more than 1,000 customers. The Company excels in identifying changing
tastes in its markets and sourcing high-quality kosher products to address them.
Except for historical information contained herein, the matters set forth in
this release are forward-looking statements that are dependent on certain risks
and uncertainties, including such factors, among others, as market acceptance,
market demand, pricing, competition, changing economic conditions and other risk
factors detailed in the Company's SEC filings.
NOTE A: CONVENIENCE TRANSLATION TO DOLLARS
The convenience translation of the Adjusted New Israeli Shekel (NIS) into U.S.
dollars was made at the rate of exchange prevailing at March 31, 2005: U.S.
$1.00 equals NIS 4.361. The translation was made solely for the convenience of
the reader.
CONTACT:
Gil Hochboim, CFO
(+972) 8-932-2233
gil@willi-food.co.il
IR CONTACT:
Sheldon Lutch,
Fusion IR & Communications, Inc.
212.268.1816
sheldon@fusionir.com
G. WILLI-FOOD INTERNATIONAL LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
MARCH 31, DECEMBER 31, MARCH 31, DECEMBER 31,
------- ------- ------- -------
2 0 0 5 2 0 0 4 2 0 0 5 2 0 0 4
------- ------- ------- -------
NIS US DOLLARS (*)
--------------------- ---------------------
(IN THOUSANDS)
-------------------------------------------------
ASSETS
CURRENT ASSETS
Cash and cash equivalents 53,602 55,831 12,291 12,802
Marketable securities 8,623 1,694 1,977 388
Trade receivables 38,280 40,887 8,779 9,376
Other receivables and prepaid expenses 2,194 1,211 503 278
Inventories 25,396 27,139 5,823 6,223
------- ------- ------- -------
TOTAL CURRENT ASSETS 128,095 126,762 29,373 29,067
------- ------- ------- -------
PROPERTY AND EQUIPMENT, NET 3,645 3,036 836 696
------- ------- ------- -------
OTHER ASSETS, NET 73 63 17 14
======= ======= ======= =======
131,813 129,861 30,226 29,777
======= ======= ======= =======
LIABILITIES AND SHAREHOLDERS'
EQUITY
CURRENT LIABILITIES
Payables:
Short term bank credit and other 2 2,489 - 571
Trade payables 19,004 19,066 4,358 4,372
Related parties 3,933 2,557 902 586
Other and accrued expenses 7,875 6,664 1,806 1,528
------- ------- ------- -------
TOTAL CURRENT LIABILITIES 30,814 30,776 7,066 7,057
------- ------- ------- -------
LONG TERM LIABILITIES
Accrued severance pay 243 185 56 42
------- ------- ------- -------
SHAREHOLDERS' EQUITY
Ordinary shares NIS 0.10 par value
(authorized - 50,000,000 shares, issued
and outstanding - 8,615,000 shares at
March 31, 2005; 8,555,000 shares at
December 31, 2004) 1,502 1,502 344 344
Additional paid-in capital 19,704 19,704 4,518 4,518
Retained earnings 79,550 77,694 18,242 17,816
------- ------- ------- -------
100,756 98,900 23,104 22,678
======= ======= ======= =======
131,813 129,861 30,226 29,777
======= ======= ======= =======
(*) Convenience translation into U.S. dollars
G. WILLI-FOOD INTERNATIONAL LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS THREE MONTHS THREE MONTHS THREE MONTHS
ENDED ENDED ENDED ENDED
MARCH 31 MARCH 31 MARCH 31 MARCH 31
--------- --------- --------- ---------
2 0 0 5 2 0 0 4 2 0 0 5 2 0 0 4
--------- --------- --------- ---------
NIS US DOLLARS (*)
------------------------- -------------------------
(IN THOUSANDS, EXCEPT PER SHARE AND SHARE DATA)
---------------------------------------------------------
Sales 40,497 44,431 9,286 10,188
Cost of sales 32,107 36,033 7,362 8,263
--------- --------- --------- ---------
GROSS PROFIT 8,390 8,398 1,924 1,925
--------- --------- --------- ---------
Selling expenses 3,558 5,041 816 1,156
General and administrative
expenses 2,426 1,834 556 420
--------- --------- --------- ---------
Total operating expenses 5,984 6,875 1,372 1,576
--------- --------- --------- ---------
OPERATING INCOME 2,406 1,523 552 349
Financial income, net 433 546 99 125
--------- --------- --------- ---------
Income before other income 2,839 2,069 651 474
Other income - 34 - 8
--------- --------- --------- ---------
Income before taxes
on income 2,839 2,103 651 482
Taxes on income 983 766 225 176
--------- --------- --------- ---------
NET INCOME 1,856 1,337 426 306
========= ========= ========= =========
Earnings per share data:
Earnings per share:
Basic 0.22 0.16 0.05 0.04
========= ========= ========= =========
Diluted 0.22 0.16 0.05 0.04
========= ========= ========= =========
Shares used in computing
basic and diluted earnings
per ordinary share: 8,615,000 8,555,000 8,615,000 8,555,000
========= ========= ========= =========
(*) Convenience translation intos U.S. dollars