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 November 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 November 20, 2024, G. Willi-Food International Ltd. (the “Company”) issued a press release announcing its financial results for the third quarter ended September 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: November 20, 2024

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Exhibit 99.1

FOR IMMEDIATE RELEASE

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

YAVNE, Israel – November 20, 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 third quarter ended September 30, 2024.

Third Quarter Fiscal Year 2024

•	Sales increased by 23.3% to NIS 152.8 million (US$ 41.2 million) from NIS 123.9 million (US$ 33.4 million) in the third quarter of 2023.

•	Gross profit increased by 78.3% year-over-year to NIS 42.0 million (US$ 11.3 million).

•	Operating profit increased by 3,401.4% year-over-year to NIS 17.6 million (US$ 4.7 million).

•	Net profit increased by 323.0% year-over-year to NIS 20.8 million (US$ 5.6 million(.

•	Basic earnings per share of NIS 1.5 (US$ 0.4).

•	Cash and securities balance of NIS 225.7 million (US$ 60.8 million) as of September 30, 2024.

Management Comment

Zwi Williger & Joseph Williger, Chairman & CEO, respectively, of Willi-Food, commented: "We are pleased to present a strong third quarter 2024 financial results which show improvements in all operational parameters compared to the third quarter of 2023 despite the difficulties caused by the war like restrictions of sailing on the Red Sea and importing from Turkey. These financial results were due to the Company succeessful maintenance of sufficient inventory level for supporting increasing demands for its products and its improved commercial terms with its customers and suppliers. The Company is also continuing the construction of the new logistics center which is estimated to be completed in the second half of 2025. We believe that this new logistic center will help us in acheiving our goals for the future by improving logistics and operational capabilities and supporting increasing product imports and sales.

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Third Quarter Fiscal 2024 Summary

Sales for the third quarter of 2024 increased by 23.3% to NIS 152.8 million (US$ 41.2 million), compared to NIS 123.9 million (US$ 33.4 million) recorded in the third quarter of 2023. Sales were increased mainly due to increases in our inventory levels and its availability for the demand of our products.

Gross profit for the second quarter of 2024 increased by 78.3% to NIS 42.0 million (US$ 11.3 million), or 27.5% of revenues, compared to NIS 23.5 million (US$ 6.3 million), or 19.0% of revenues in the third quarter of 2023. The increases in gross profit and gross margins were due to the Company’s efforts to improve its commercial terms with its customers and suppliers and focusing on selling a more profitable products portfolio.

Selling expenses for the third quarter of 2024 were NIS 17.7 million (US$ 4.8 million), remaining at the same level compared to third quarter of 2023 despite the increase in sales. Distribution expenses increased due to the increase in sales, but this increase was offset by a decrease in advertising expenses compared to third quarter last year.

General and administrative expenses for the third quarter of 2024 increased by 14.2% to NIS 6.7 million (US$ 1.8 million), compared to NIS 5.9 million (US 1.6 million) in the third quarter of 2023. The increase was mainly due to the provision for compensation based on profit for senior management due to the increase in operating profit.

 

Operating profit for the third quarter of 2024 increased by 3,401.4% to NIS 17.6 million (US$ 4.7 million), compared to NIS 0.4 million (US$ 0.1 million) in the third quarter of 2023. The increase was primarily due to the increase in gross profit.

Financial income, net for the third quarter of 2024 totaled NIS 9.1 million (US$ 2.5 million), compared to NIS 5.7 million (US$ 1.5 million) in the third quarter of 2023. Financial income for the third quarter of 2024 was comprised mainly from revaluation of the Company’s portfolio of securities to in the amount of NIS 6.6 million (US$ 1.8 million) and from interest and dividend income from the Company’s portfolio of securities in an amount of NIS 2.4 million (US$ 0.6 million)

Willi-Food’s income before taxes for the third quarter of 2024 was NIS 26.7 million (US$ 7.2 million), compared to NIS 6.2 million (US$ 1.7 million) in the third quarter of 2023.

Willi-Food’s net profit in the third quarter of 2024 was NIS 20.8 million (US$ 5.6 million), or NIS 1.5 (US$ 0.4) per share, compared to NIS 4.9 million (US$ 1.3 million), or NIS 0.4 (US$ 0.1) per share, in the third quarter of 2023.

Willi-Food ended the third quarter of 2024 with NIS 225.7 million (US$ 60.8 million) in cash and securities. Net cash resulted from operating activities for the third quarter of 2024 was NIS 31.1 million (US$ 8.4 million).

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First Nine Months Fiscal 2024 Highlights

•	Sales increased by 7.7% to NIS 435.5 million (US$ 117.4 million), compared to NIS 404.5 million (US$ 109.0 million) in the first nine months of 2023.

•	Gross profit increased by 36.7% year-over-year to NIS 122.5 million (US$ 33.0 million).

•	Operating profit before other expenses (income) increased by 251.4% year-over-year to NIS 50.4 million (US$ 13.6 million).

•	Operating profit after other expenses (income) increased by 167.9% year-over-year to NIS 38.8 million (US$ 10.5 million).

•	Net profit increased by 123.8% year-over-year to NIS 46.2 million (US$ 12.5 million), or 10.6% of sales.

•	Basic earnings per share of NIS 3.4 (US$ 0.9).

First Nine Months Fiscal 2024 Summary

Sales for the nine-month period ending September 30, 2024 increased by 7.7% to NIS 435.5 million (US$ 117.4 million), compared to NIS 404.5 million (US$ 109.0 million) recorded in the first nine months 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 and third quarter.

Gross profit for the first nine months of 2024 increased by 36.7% to NIS 122.5 million (US$ 33.0 million), or 28.1% of revenues, compared to NIS 89.6 million (US$ 24.2 million), or 22.2% of revenues, in the first nine months of 2023. The increases in gross profit and gross margins were due to the increase in the Company’s sales and due to the Company’s efforts to improve its commercial terms with its customers and suppliers and focusing on selling a more profitable products portfolio.

Selling expenses for the first nine months of 2024 decreased by 5.8% to NIS 52.8 million (US$ 14.2 million), compared to NIS 56.0 million (US$ 15.1 million) in the first nine months of 2023. The decrease was mainly due to reduce in advertising.

General and administrative expenses for the first nine months of 2024 were NIS 19.4 million (US$ 5.2 million), remaining at the same level as in the third quarter of 2023.

 

Operating profit before other expenses (income) for the first nine months of 2024 increased by 251.4% to NIS 50.4 million (US$ 13.6 million), compared to NIS 14.3 million (US$ 3.9 million) in the first nine months of 2023. The increase was primarily due to the increase in gross profit.

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Other expenses for the first nine months of 2024 were NIS 11.5 million (US$ 3.1 million), this was mainly due to the provision on the second quarter of 2024 made in the amount of approximately 11.6 million (US$ 3.1 million) in respect of the agreement reached by the Company with the Israel Competition Authority for the payment of an administrative fine as disclosed in the Company’s Report on Form 6-K submitted to the Securities and Exchange Commission on July 17, 2024.

Operating profit after other expenses (income) for the first nine months of 2024 increased by 167.9% to NIS 38.8 million (US$ 10.5 million), compared to NIS 14.5 million (US$ 3.9 million) in the first nine months of 2023. This increase was primarily due to the increase in gross profit and reduction in operating expenses compared to sales offset by the administrative fine of NIS 11.7 million (US$ 3.1 million).

Financial income, net for the first nine months of 2024 totaled NIS 23.2 million (US$ 6.3 million), compared to NIS 11.6 million (US$ 1.6 million) in the first nine months of 2023. Financial income, net for the first nine months of 2024 was comprised mainly from revaluation of the Company’s portfolio of securities to in the amount of NIS 13.4 million (US$ 3.6 million) and from interest and dividend income from the Company’s portfolio of securities in an amount of NIS 10.3 million (US$ 2.8 million).

Willi-Food’s income before taxes for the first nine months of 2024 was NIS 62.1 million (US$ 16.7 million), compared to NIS 26.1 million (US$ 7.0 million) in the first nine months of 2023.

Willi-Food’s net profit in the first nine months of 2024 was NIS 46.2 million (US$ 12.5 million), or NIS 3.3 (US$ 0.9) per share, compared to NIS 20.6 million (US$ 5.6 million), or NIS 1.5 (US$ 0.4) per share, recorded in the first nine months 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 September 30, 2024, with U.S. $1.00 equal to NIS 3.71. 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 September 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)

		September 30,								December 31				September 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			111,262				121,231				137,466				29,990				32,677				37,053
Financial assets carried at fair value through profit or loss			114,437				99,895				102,163				30,846				26,926				27,537
Trade receivables			178,047				155,857				160,379				47,990				42,010				43,229
Other receivables and prepaid expenses			9,543				8,433				10,164				2,572				2,273				2,739
Inventories			97,796				75,807				62,475				26,360				20,433				16,840
Current tax assets			5,385				9,556				9,497				1,451				2,576				2,560
Total current assets			516,470				470,779				482,144				139,209				126,895				129,958
Non-current assets
Property, plant and equipment			154,438				115,789				122,222				41,627				31,210				32,944
Less - Accumulated depreciation			58,035				54,750				55,636				15,642				14,757				14,996
			96,403				61,039				66,586				25,985				16,453				17,948
Right of use asset			4,504				2,729				2,124				1,214				736				573
Financial assets carried at fair value through profit or loss			45,851				44,505				46,143				12,359				11,996				12,437
Goodwill			36				36				36				10				10				10
Total non-current assets			146,794				108,309				114,889				39,568				29,195				30,968
			663,264				579,088				597,033				178,777				156,090				160,926
EQUITY AND LIABILITIES
Current liabilities
Current maturities of lease liabilities			2,112				1,847				1,512				569				498				408
Trade payables			30,968				16,873				21,622				8,347				4,548				5,828
Employees Benefits			4,264				4,132				4,193				1,149				1,114				1,130
Other payables and accrued expenses			25,932				8,342				10,854				6,990				2,249				2,926
Total current liabilities			63,276				31,194				38,181				17,055				8,409				10,292
Non-current liabilities
Lease liabilities			2,684				1,079				694				723				291				187
Deferred taxes			7,455				4,742				4,868				2,009				1,278				1,312
Retirement benefit obligation			1,055				1,030				1,055				284				278				284
Total non-current liabilities			11,194				6,851				6,617				3,016				1,847				1,783
Shareholders’ equity
Share capital			1,490				1,490				1,490				402				402				402
Additional paid in capital			172,981				172,477				172,589				46,626				46,490				46,520
Remeasurement of the net liability in respect of defined benefit			(154	)			(195	)			(154	)			(42	)			(53	)			(42	)
Capital fund			247				247				247				67				67				67
Retained earnings			414,858				367,652				378,691				111,822				99,097				102,073
Treasury shares			(628	)			(628	)			(628	)			(169	)			(169	)			(169	)
Equity attributable to owners of the Company			588,794				541,043				552,235				158,706				145,834				148,851
			663,264				579,088				597,033				178,777				156,090				160,926

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

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G. WILLI-FOOD INTERNATIONAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

		Nine months								Three months								Nine months
		ended								ended								ended
		September 30,								September 30,								September 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			435,493				404,521				152,799				123,921				117,384				109,035
Cost of sales			312,956				314,895				110,837				100,387				84,355				84,877
Gross profit			122,537				89,626				41,962				23,534				33,029				24,158
Operating costs and expenses:
Selling expenses			52,758				55,982				17,707				17,282				14,220				15,089
General and administrative expenses			19,410				19,311				6,725				5,890				5,232				5,205
Operating profit before other expenses (income)			50,369				14,333				17,530				362				13,577				3,864
Other expenses (income)			11,522				(165	)			(47	)			(140	)			3,106				(44	)
Operating profit after other expenses (income)			38,847				14,498				17,577				502				10,471				3,908
Financial income			24,568				12,142				9,416				5,923				6,622				3,273
Financial expense			1,345				550				314				181				363				148
Total financial income			23,223				11,592				9,102				5,742				6,259				3,125
Income before taxes on income			62,070				26,090				26,679				6,244				16,730				7,033
Taxes on income			15,919				5,471				5,929				1,339				4,291				1,475
Profit for the period			46,151				20,619				20,750				4,905				12,439				5,558
Earnings per share:
Basic earnings per share			3.33				1.49				1.50				0.35				0.90				0.40
Diluted earnings per share			3.33				1.49				1.50				0.35				0.90				0.40
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)

		Nine months								Three months								Nine months
		ended								ended								ended
		September 30,								September 30,								September 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			46,151				20,619				20,750				4,905				12,439				5,558
Adjustments to reconcile net profit to net cash used to continuing operating activities (Appendix A)			(30,029	)			(12,225	)			10,323				19,817				(8,095	)			(3,295	)
Net cash from continuing operating activities			16,122				8,394				31,073				24,722				4,344				2,263
CASH FLOWS - INVESTING ACTIVITIES
Acquisition of property plant and equipment			(4,278	)			(**)(4,230	)			(804	)			(**)(1,891)	)			(1,152	)			(1,140	)
Acquisition of property plant and equipment under construction			(29,399	)			(**)(12,318)	)			(11,137	)			(**)(5,681)	)			(7,923	)			(3,320	)
Proceeds from sale of property plant and Equipment			143				-				27				-				39				-
Proceeds from sale of marketable securities, net			1,074				19,772				(3,138	)			3,739				289				5,329
Net cash used in (from) continuing investing activities			(32,460	)			3,224				(15,052	)			(3,833	)			(8,747	)			869
CASH FLOWS - FINANCING ACTIVITIES
Lease liability payments			(1,513	)			(1,681	)			(426	)			(727	)			(408	)			(453	)
Dividend			(9,982	)			(39,946	)			-				(9,997	)			(2,691	)			(10,767	)
Net cash used in continuing financing activities			(11,495	)			(41,627	)			(426	)			(10,724	)			(3,099	)			(11,220	)
Increase (decrease) in cash and cash equivalents			(27,833	)			(30,009	)			15,595				10,165				(7,502	)			(8,088	)
Cash and cash equivalents at the beginning of the financial period			137,466				150,607				94,972				110,916				37,053				40,595
Exchange gains on cash and cash equivalents			1,629				633				695				150				439				170
Cash and cash equivalents of the end of the financial year			111,262				121,231				111,262				121,231				29,990				32,677

(*)	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:

		Nine months								Three months								Nine months
		ended								ended								ended
		September 30,								September 30,								September 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)
Decrease in deferred income taxes			2,587				544				1,374				397				697				147
Unrealized losses (gains) on marketable securities			(13,058	)			(3,297	)			(6,237	)			(2,744	)			(3,519	)			(889	)
Depreciation and amortization			5,583				5,008				2,939				1,672				1,505				1,350
Stock based compensation reserve			392				926				101				236				106				250
Capital gain on disposal of property plant and equipment			(143	)			(25	)			(143	)			-				(38	)			(7	)
Exchange gains on cash and cash equivalents			(1,629	)			(633	)			(695	)			(150	)			(439	)			(170	)
Changes in assets and liabilities:
Increase (decrease) in trade receivables and other receivables			(1,764	)			10,882				(425	)			5,487				(477	)			2,933
Decrease (increase) in inventories			(35,321	)			(3,878	)			24,112				22,495				(9,521	)			(1,045	)
Increase (decrease) in trade and other payables, and other current liabilities			24,495				(10,935	)			(6,093	)			(5,176	)			6,602				(2,948	)
Cash generated from operations			(18,858	)			(1,408	)			14,933				22,217				(5,084	)			(379	)
Income tax paid			(11,171	)			(10,817	)			(4,610	)			(2,400	)			(3,011	)			(2,916	)
Net cash flows from (used in) operating activities			(30,029	)			(12,225	)			10,323				19,817				(8,095	)			(3,295	)

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

(**)	Reclasified

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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