Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

  

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the month of August 2024

 

G. Willi-Food International Ltd.

(Translation of registrant’s name into English)

  

4 Nahal Harif St., Yavne, Israel 81106

 (Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. 

Form 20-F ☒ Form 40-F ☐

 

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INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

 

On August 13, 2024, G. Willi-Food International Ltd. (the “Company”) issued a press release announcing its financial results for the second quarter ended June 30, 2024. A copy of the press release is filed herewith as Exhibit 99.1.

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Signatures 

Pursuant to 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.
	By:	/s/ Yitschak Barabi
		Name: Yitschak Barabi
		Title: Chief Financial Officer

Date: August 13, 2024

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Exhibit 99.1

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FOR IMMEDIATE RELEASE

G. WILLI-FOOD INTERNATIONAL REPORTS THE RESULTS OF  SECOND QUARTER 2024

YAVNE, Israel – August 13, 2024 - G. Willi-Food International Ltd. (NASDAQ: WILC) (the “Company” or “Willi-Food”), a global company that specializes in the development, marketing and international distribution of kosher foods, today announced its unaudited financial results for the second quarter ended June 30, 2024.

Second Quarter Fiscal Year 2024

•	Sales increased by 13.5% to NIS 146.7 million (US$ 39.0 million) from NIS 129.2 million (US$ 34.4 million) in the second quarter of 2023.

•	Gross profit increased by 76.2% year-over-year to NIS 45.9 million (US$ 12.2 million).

•	Operating profit before other expenses (income) increased by 2,080.2% year-over-year to NIS 21.2 million (US$ 5.6 million).

•	Operating profit after other expenses (income) increased by 891.2% year-over-year to NIS 9.6 million (US$ 2.6 million).

•	Net profit increased by 40.6% year-over-year to NIS 6.8 million (US$ 1.8 million(.

•	Basic earnings per share of NIS 0.5 (US$ 0.1).

•	Cash and securities balance of NIS 199.6 million (US$ 53.1 million) as of June 30, 2024.

Management Comment

Zwi Williger & Joseph Williger, Chairmen & CEO of Willi-Food, commented: "We are pleased to present the second quarter 2024 financial results which show improvements in all operational parameters compared to the second quarter of 2023. In the second quarter of this year, the Company compensated for the decrease in sales in the first quarter by increasing the inventory and increasing the availability of its products intended for sale. Despite the recently annuonced administrative fine of NIS 11.6 (see more details on the other expenses summary) ,the operational profit results still indicate an improvement in the profit parameters, We hope to continue this evolving trend of improvement and growth in the future as well".

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Second Quarter Fiscal 2024 Summary

Sales for the second quarter of 2024 increased by 13.5% to NIS 146.7 million (US$ 39.0 million), compared to NIS 129.2 million (US$ 34.4 million) recorded in the second quarter of 2023. We believe that the sales were increased mainly due to increases (i) in the range of the Company’s products and (ii) in our inventory levels and its availability for the demand of our products.

Gross profit for the second quarter of 2024 increased by 76.2% to NIS 45.9 million (US$ 12.2 million), or 31.3% of revenues, compared to NIS 26.1 million (US$ 6.9 million), or 20.2% of revenues in the second quarter of 2023. The increase in gross profit and gross margins was due to the Company’s efforts to improve its purchase prices of its imported products.

Selling expenses for the second quarter of 2024 were NIS 18.6 million (US$ 4.9 million), remaining at the same level compared to second quarter of 2023.

General and administrative expenses for the second quarter of 2024 were NIS 6.1 million (US$ 1.6 million), remaining at the same level as in the second quarter of 2023.

 

Operating profit before other expenses (income) for the second quarter of 2024 increased by 2,080.2% to NIS 21.2 million (US$ 5.6 million), compared to NIS 1.0 million (US$ 0.3 million) in the second quarter of 2023. The increase was primarily due to the increase in gross profit and reduction in operating expenses compare to sales.

Other expenses for the second quarter of 2024 were NIS 11.6 million (US$ 3.1 million), which was mainly due to the provision made in the amount of approximately 11.7 million (US$ 3.1 million) in respect of the agreement reached by the Company with the competition authority for the payment of administrative fine. For further details, please see the Company’s report from July 17, 2024.

Operating profit after other expenses (income) for the second quarter of 2024 increased by 891.2% to NIS 9.6 million (US$ 2.6 million), compared to NIS 1.0 million (US$ 0.3 million) in the second quarter of 2023. The increase was primarily due to the increase in gross profit and reduction in operating expenses compare to sales and despite the administrative fine of NIS 11.7 million (US$ 3.1 million).

Financial income, net for the second quarter of 2024 totaled NIS 2.6 million (US$ 0.7 million), compared to NIS 5.3 million (US$ 1.4 million) in the second quarter of 2023. Financial income for the second quarter of 2024 was comprised mainly of interest and dividend income from the Company’s portfolio of securities in the amount of NIS 2.3 million (US$ 0.6 million).

Willi-Food’s income before taxes for the second quarter of 2024 was NIS 12.3 million (US$ 3.3 million), compared to NIS 6.3 million (US$ 1.7 million) in the second quarter of 2023.

Willi-Food’s net profit in the second quarter of 2024 was NIS 6.8 million (US$ 1.8 million), or NIS 0.5 (US$ 0.1) per share, compared to NIS 4.9 million (US$ 1.3 million), or NIS 0.4 (US$ 0.1) per share, in the second quarter of 2023.

Willi-Food ended the second quarter of 2024 with NIS 199.6 million (US$ 53.1 million) in cash and securities. Net cash used in operating activities for the second quarter of 2024 was NIS 18.7 million (US$ 5.0 million).

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First Half Fiscal 2024 Highlights

•	Sales increased by 0.7% to NIS 282.7 million (US$ 75.2 million), compared to NIS 280.6 million (US$ 74.6 million) in the first half of 2023.

•	Gross profit increased by 21.9% year-over-year to NIS 80.6 million (US$ 21.4 million).

•	Operating profit before othe expenses (income) increased by 135.0% year-over-year to NIS 32.8 million (US$ 8.7 million).

•	Operating profit after other expenses (income) increased by 52.0% year-over-year to NIS 21.3 million (US$ 5.7 million).

•	Net profit increased by 61.6% year-over-year to NIS 25.4 million (US$ 6.8 million), or 9.0% of sales.

•	Basic earnings per share of NIS 1.8 (US$ 0.5).

First Half Fiscal 2024 Summary

Sales for the six-month period ending June 30, 2024 increased by 0.7% to NIS 282.7 million (US$ 75.2 million), compared to NIS 280.6 million (US$ 74.6 million) recorded in the first half of 2023. The Company compensated for the decrease in sales in the first quarter of 2024 that resulted from delays in the arrival of goods as a result of the war, by increasing inventory balances and improving the availability of its products for sale to its customers in the second quarter of 2024.

Gross profit for the first half of 2024 increased by 21.9% to NIS 80.6 million (US$ 21.4 million), or 28.5% of revenues, compared to NIS 66.0 million (US$ 17.6 million), or 23.6% of revenues, in the first half of 2023. The increase in gross profit and gross margins was due to the increase in the Company’s sales and the Company’s efforts to improve its buying prices of its imported products.

Selling expenses for the first half of 2024 decreased by 9.4% to NIS 35.1 million (US$ 9.3 million), compared to NIS 38.7 million (US$ 10.3 million) in the first half of 2023, and the decrease was mainly due to reduce in advertising and salaries.

General and administrative expenses for the first half of 2024 decreased by 5.5% to NIS 12.7 million (US$ 3.4 million), compared to NIS 13.4 million (US$ 3.6 million).

 

Operating profit before other expenses (income) for the first half of 2024 increased by 135.0% to NIS 32.8 million (US$ 8.7 million), compared to NIS 14.0 million (US$ 3.7 million) in the first half of 2023. The increase was primarily due to the increase in gross profit and reduction in operating expenses compare to sales.

Other expenses for the first half of 2024 were NIS 11.6 million (US$ 3.1 million), which was mainly due to the provision made in the amount of approximately 11.7 million (US$ 3.1 million) in respect of the agreement reached by the Company with the competition authority for the payment of administrative fine. For further details, please see the Company’s report from July 17, 2024.

Operating profit after other expenses (income) for the first half of 2024 increased by 52.0% to NIS 21.3 million (US$ 5.7 million), compared to NIS 14.0 million (US$ 3.7 million) in the first half of 2023. The increase was primarily due to the increase in gross profit and reduction in operating expenses compare to sales and despite the administrative fine of NIS 11.7 million (US$ 3.1 million).

Financial income, net for the first half of 2024 totaled NIS 14.1 million (US$ 3.8 million), compared to NIS 5.9 million (US$ 1.6 million) in the first half of 2023. Financial income, net for the first half of 2024 was comprised mainly of interest and dividend income from the Company’s portfolio of securities in an amount of NIS 7.5 million (US$ 2.0 million) and from revaluation of the Company’s portfolio of securities to in the amount of NIS 6.6 million (US$ 1.8 million).

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Willi-Food’s income before taxes for the first half of 2024 was NIS 35.4 million (US$ 9.4 million), compared to NIS 19.8 million (US$ 5.3 million) in the first half of 2023.

Willi-Food’s net profit in the first half of 2024 was NIS 25.4 million (US$ 6.8 million), or NIS 1.8 (US$ 0.5) per share, compared to NIS 15.7 million (US$ 4.2 million), or NIS 1.1 (US$ 0.3) per share, recorded in the first half of 2023.

NOTE A: NIS to US$ exchange rate used for convenience only

Convenience translation of New Israeli Shekels (NIS) into U.S. dollars was made at the rate of exchange prevailing on June 30, 2024, with U.S. $1.00 equal to NIS 3.759. The translation is made solely for the convenience of the reader.

NOTE B: IFRS

The Company’s consolidated financial results for the three-month period ended June 30, 2024 are presented in accordance with International Financial Reporting Standards (“IFRS”).

ABOUT G. WILLI-FOOD INTERNATIONAL LTD.

 

G. Willi-Food International Ltd. (http://www.willi-food.com) is an Israeli-based company specializing in high-quality, great-tasting kosher food products. Willi-Food is engaged directly and through its subsidiaries in the design, import, marketing and distribution of over 650 food products worldwide. As one of Israel's leading food importers, Willi-Food markets and sells its food products to over 1,500 customers and 3,000 selling points in Israel and around the world, including large retail and private supermarket chains, wholesalers and institutional consumers. The Company’s operating divisions include Willi-Food in Israel and Euro European Dairies, a wholly owned subsidiary that designs, develops and distributes branded kosher, dairy-food products.

FORWARD LOOKING STATEMENT

This press release contains forward-looking statements within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995 relating to future events or our future performance, such as statements regarding trends, demand for our products, expected sales, operating results, and earnings. Forward-looking statements include statements regarding the commercial terms with customers and suppliers and timing of construction of the Company’s new logistics center and its expected benefits. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied in those forward-looking statements. These risks and other factors include but are not limited to: the inability to improve commercial terms with customers and suppliers: delays in the construction of the Company’s new logistics center and the risk that its expected benefits will not be materialized, monetary risks including changes in marketable securities or changes in currency exchange rates- especially the NIS/U.S. Dollar exchange rate, payment default by any of our major clients, the loss of one of more of our key personnel, changes in laws and regulations, including those relating to the food distribution industry, and inability to meet and maintain regulatory qualifications and approvals for our products, termination of arrangements with our suppliers, loss of one or more of our principal clients, increase or decrease in global purchase prices of food products, increasing levels of competition in Israel and other markets in which we do business, changes in political, economic and military conditions in Israel, particularly the recent war in Israel. Economic conditions in the Company's core markets, delays and price increases due to the attacks on global shipping routes in the Red Sea, our inability to accurately predict consumption of our products and changes in consumer preferences, our inability to protect our intellectual property rights, our inability to successfully integrate our recent acquisitions, insurance coverage not sufficient enough to cover losses of product liability claims, risks associated with product liability claims and risks associated with the start of credit extension activity. We cannot guarantee future results, levels of activity, performance or achievements. The matters discussed in this press release also involve risks and uncertainties summarized under the heading "Risk Factors" in the Company's Annual Report on Form 20-F for the year ended December 31, 2023, filed with the Securities and Exchange Commission on March 21, 2024. These factors are updated from time to time through the filing of reports and registration statements with the Securities and Exchange Commission. We do not assume any obligation to update the forward-looking information contained in this press release.

 

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G. WILLI-FOOD INTERNATIONAL LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)

		June 30,								December 31				June 30,								December 31
		2 0 2 4				2 0 2 3				2 0 2 3				2 0 2 4				2 0 2 3				2 0 2 3
		NIS												US dollars (*)
		(in thousands)
ASSETS
Current assets
Cash and cash equivalents			94,972				110,916				137,466				25,265				29,507				36,570
Financial assets carried at fair value through profit or loss			104,600				101,140				102,163				27,827				26,906				27,178
Trade receivables			168,733				166,020				160,379				44,888				44,166				42,665
Other receivables and prepaid expenses			14,019				3,828				10,164				3,729				1,018				2,704
Inventories			121,908				98,302				62,475				32,431				26,151				16,620
Current tax assets			5,185				7,086				9,497				1,379				1,885				2,526
Total current assets			509,417				487,292				482,144				135,519				129,633				128,263
Non-current assets
Property, plant and equipment			144,840				108,217				122,222				38,531				28,789				32,514
Less - Accumulated depreciation			58,161				53,708				55,636				15,472				14,288				14,801
			86,679				54,509				66,586				23,059				14,501				17,713
Right of use asset			3,035				3,359				2,124				807				893				565
Financial assets carried at fair value through profit or loss			46,315				44,252				46,143				12,321				11,772				12,275
Goodwill			36				36				36				10				10				10
Total non-current assets			136,065				102,156				114,889				36,197				27,176				30,563
			645,482				589,448				597,033				171,716				156,809				158,826
EQUITY AND LIABILITIES
Current liabilities
Current maturities of lease liabilities			1,640				2,170				1,512				436				577				402
Trade payables			41,136				22,196				21,622				10,943				5,905				5,752
Employees Benefits			4,537				4,050				4,193				1,207				1,077				1,115
Other payables and accrued expenses			21,584				8,329				10,854				5,742				2,216				2,887
Total current liabilities			68,897				36,745				38,181				18,328				9,775				10,156
Non-current liabilities
Lease liabilities			1,506				1,482				694				401				394				185
Deferred taxes			6,081				4,345				4,868				1,617				1,156				1,295
Retirement benefit obligation			1,055				977				1,055				281				260				280
Total non-current liabilities			8,642				6,804				6,617				2,299				1,810				1,760
Shareholders’ equity
Share capital			1,490				1,490				1,490				396				396				396
Additional paid in capital			172,880				172,240				172,589				45,991				45,821				45,914
Remeasurement of the net liability in respect of defined benefit			(154	)			(195	)			(154	)			(41	)			(52	)			(41	)
Capital fund			247				247				247				66				66				66
Retained earnings			394,108				372,745				378,691				104,844				99,160				100,742
Treasury shares			(628	)			(628	)			(628	)			(167	)			(167	)			(167	)
Equity attributable to owners of the Company			567,943				545,899				552,235				151,089				145,224				146,910
			645,482				589,448				597,033				171,716				156,809				158,826

(*)          Convenience translation into U.S. dollars.

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G. WILLI-FOOD INTERNATIONAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

		Six months								Three months								Six months
		ended								ended								ended
		June 30,								June 30,								June 30,
		2 0 2 4				2 0 2 3				2 0 2 4				2 0 2 3				2 0 2 4				2 0 2 3
		NIS																US dollars (*)
		In thousands (except per share and share data)
Sales			282,694				280,600				146,658				129,244				75,205				74,648
Cost of sales			202,119				214,508				100,734				103,186				53,769				57,065
Gross profit			80,575				66,092				45,924				26,058				21,436				17,583
Operating costs and expenses:
Selling expenses			35,051				38,700				18,576				18,781				9,325				10,295
General and administrative expenses			12,685				13,421				6,135				6,304				3,374				3,570
Operating profit before other expenses (income)			32,839				13,971				21,213				973				8,737				3,718
Other expenses (income)			11,569				(25	)			11,569				-				3,078				(7	)
Operating profit after other expenses (income)			21,270				13,996				9,644				973				5,659				3,725
Financial income			15,152				6,220				4,188				5,683				4,031				1,655
Financial expense			(1,031	)			(370	)			(1,549	)			(359	)			(275	)			(98	)
Total financial income			14,121				5,850				2,639				5,324				3,756				1,557
Income before taxes on income			35,391				19,846				12,283				6,297				9,415				5,282
Taxes on income			(9,990	)			(4,132	)			(5,436	)			(1,428	)			(2,658	)			(1,099	)
Profit for the period			25,401				15,714				6,847				4,869				6,757				4,183
Earnings per share:
Basic earnings per share			1.8				1.1				0.5				0.4				0.5				0.3
Diluted earnings per share			1.8				1.1				0.5				0.4				0.5				0.3
Shares used in computation of basic EPS			13,867,017				13,867,017				13,867,017				13,867,017				13,867,017				13,867,017
Shares used in computation of diluted EPS			13,867,017				13,867,017				13,867,017				13,867,017				13,867,017				13,867,017
Actual number of shares			13,867,017				13,867,017				13,867,017				13,867,017				13,867,017				13,867,017

(*)          Convenience translation into U.S. dollars.

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G. WILLI-FOOD INTERNATIONAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

		Six months								Three months								Six months
		ended								ended								ended
		June 30,								June 30,								June 30,
		2 0 2 4				2 0 2 3				2 0 2 4				2 0 2 3				2 0 2 4				2 0 2 3
		NIS																US dollars (*)
		(in thousands)
CASH FLOWS - OPERATING ACTIVITIES
Profit from continuing operations			25,401				15,714				6,847				4,869				6,757				4,183
Adjustments to reconcile net profit to net cash used to continuing operating activities (Appendix A)			(40,352	)			(32,042	)			(25,571	)			(184	)			(10,735	)			(8,524	)
Net cash from (used in) continuing operating activities			(14,951	)			(16,328	)			(18,724	)			4,685				(3,978	)			(4,341	)
CASH FLOWS - INVESTING ACTIVITIES
Acquisition of property plant and equipment			(3,474	)			(**) (2,339	)			(1,081	)			(**) (1,695	)			(924	)			(622	)
Acquisition of property plant and equipment under construction			(18,262	)			(**) (6,637	)			(13,941	)			(**) (470	)			(4,859	)			(1,766	)
Proceeds from sale of property plant and Equipment			116				-				116				-				31				-
Proceeds from sale of marketable securities, net			4,212				16,033				3,589				7,540				1,121				4,265
Net cash used in (from) continuing investing activities			(17,408	)			7,057				(11,317	)			5,375				(4,631	)			1,877
CASH FLOWS - FINANCING ACTIVITIES
Lease liability payments			(1,087	)			(954	)			(367	)			(461	)			(289	)			(254	)
Dividend			(9,982	)			(29,949	)			(9,982	)			(29,949	)			(2,655	)			(7,967	)
Net cash used in continuing financing activities			(11,069	)			(30,903	)			(10,349	)			(30,410	)			(2,944	)			(8,221	)
Decrease in cash and cash equivalents			(43,428	)			(40,174	)			(40,390	)			(20,350	)			(11,553	)			(10,685	)
Cash and cash equivalents at the beginning of the financial period			137,466				150,607				134,850				131,472				36,570				40,066
Exchange gains (loss) on cash and cash equivalents			934				483				512				(206	)			248				128
Cash and cash equivalents of the end of the financial year			94,972				110,916				94,972				110,916				25,265				29,509

(*)	Convenience Translation into U.S. Dollars.

(**)	Reclasified

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G. WILLI-FOOD INTERNATIONAL LTD.

APPENDIX A TO CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

CASH FLOWS - OPERATING ACTIVITIES:

A.          Adjustments to reconcile net profit to net cash from operating activities:

		Six months								Three months								Six months
		ended								ended								ended
		June 30,								June 30,								June 30,
		2 0 2 4				2 0 2 3				2 0 2 4				2 0 2 3				2 0 2 4				2 0 2 3
		NIS																US dollars (*)
		(in thousands)
Increase (decrease) in deferred income taxes			1,213				147				(206	)			682				323				39
Unrealized losses (gain) on marketable securities			(6,821	)			(553	)			1,226				(3,577	)			(1,815	)			(147	)
Depreciation and amortization			2,644				3,336				795				1,711				703				887
Stock based compensation reserve			291				690				91				264				77				184
Capital gain on disposal of property plant and equipment			-				(25	)			-				-				-				(7	)
Exchange losses (gains) on cash and cash equivalents			(934	)			(483	)			(512	)			206				(248	)			(128	)
Changes in assets and liabilities:
Increase (decrease) in trade receivables and other receivables			(1,339	)			5,395				(9,021	)			16,642				(356	)			1,435
increase in inventories			(59,433	)			(26,373	)			(47,026	)			(2,706	)			(15,811	)			(7,016	)
Increase (decrease) in trade and other payables, and other current liabilities			30,588				(5,759	)			33,125				(8,323	)			8,137				(1,532	)
Cash generated from operations			(33,791	)			(23,625	)			(21,528	)			4,899				(8,990	)			(6,285	)
Income tax paid			(6,561	)			(8,417	)			(4,043	)			(5,083	)			(1,745	)			(2,239	)
Net cash flows used in operating activities			(40,352	)			(32,042	)			(25,571	)			(184	)			(10,735	)			(8,524	)

(*)          Convenience Translation into U.S. Dollars.

This information is intended to be reviewed in conjunction with the Company’s filings with the Securities and Exchange Commission.

Company Contact:

G. Willi - Food International Ltd.

Yitschak Barabi, Chief Financial Officer

([phone]

[e-mail]

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