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 March 2005
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G. WILLI-FOOD INTERNATIONAL LTD.
(Translation of registrant's name into English)
3 Nahal Snir St., Yavne, Israel 81224
(Address of principal executive offices)
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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filed, to the extent not superceded by documents or reports subsequently filed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 March 9, 2005, the Registrant announced its audited financial results
for the fourth quarter and for the year ended December 31, 2004.
EXHIBITS
The following document is filed herewith as an exhibit to this Form 6-K:
Copy of the Company's press release, dated March 9, 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: March 9, 2004
By: /s/ Joseph Williger
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Joseph Williger
Chief Executive Officer
[WILLI FOOD LOGO] NEWS
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CONTACT:
Gil Hochboim, CFO
(+972) 8-932-2233
gil@willi-food.co.il
FOR IMMEDIATE RELEASE
G. WILLI-FOOD REPORTS 348% OPERATING INCOME GROWTH FOR Q4,
120% FOR 2004
-- 6TH STRAIGHT QUARTER OF SIGNIFICANT YOY RISES IN REVENUES,
GROSS, OPERATING AND NET PROFITS --
YAVNE, ISRAEL - MARCH 9, 2005 -- G. WILLI-FOOD INTERNATIONAL LTD. (NASDAQ:
WILCF) today announced financial results for the fourth quarter and full year
ended December 31, 2004.
Revenues for the fourth quarter increased by 16% to NIS 40.2 million (US$ 9.3
milliona) from NIS 34.7 million in the fourth quarter of 2003. Gross profit for
the period increased by 63%, resulting in a gross margin of 27% compared to 19%
in the comparable quarter of 2003. Operating income increased by 348% to NIS 4.7
million (US$ 1.1 million) from NIS 1.0 million in the fourth quarter of 2003.
Net income for the three month period increased by 63% to NIS 3.1 million (US$
0.7 million), or NIS 0.36 (US$ 0.08) per share compared to NIS 1.9 million, or
NIS 0.22 per share, in the same period of 2003.
Revenues for 2004 increased by 24% to NIS 171.0 million (US$ 39.7 million) from
NIS 137.4 million in 2003. Gross profit for the period increased by 49%,
resulting in a gross margin of 24% compared to 20% in 2003. Operating income
increased by 120% to NIS 15.9 million (US$ 3.7 million) from NIS 7.2 million in
2003. Net income for the period increased by 28% to NIS 11.2 million (US$ 2.6
million), or NIS 1.3 (US$ 0.3) per share compared to NIS 8.8 million, or NIS
1.05 per share, in 2003.
"The fourth quarter was a strong end to a record year for Willi-Food," said Mr.
Zvi Williger, President and COO of Willi-Food. "Our increased revenue levels as
compared to 2003 derived from our growing portfolio of unique Kosher products,
the continuous expansion of our marketing and advertising efforts, and
encouraging improvement of the Israeli economy. In parallel, our successful
control of expenses and purchasing terms has enabled us to post a steady rise in
gross, operating and net margins. As the engine for our future growth, we
continue to prepare for entering the US and other international markets while
continuing to expand our local distribution and sales capabilities."
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 December 31, 2004: U.S.
$1.00 equals NIS 4.308. The translation was made solely for the convenience of
the reader.
G. WILLI-FOOD INTERNATIONAL LTD.
CONSOLIDATED BALANCE SHEETS
DECEMBER 31,
-----------------------------------
2 0 0 4 2 0 0 3 2 0 0 4 (*)
------- ------- -------
NIS US DOLLARS
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(IN THOUSANDS)
-----------------------------------
ASSETS
CURRENT ASSETS
Cash and cash equivalents 55,831 12,463 12,960
Marketable securities 1,694 42,298 393
Trade accounts receivable 40,887 29,674 9,492
Receivables and other current assets 1,211 2,902 281
Inventories 27,139 18,823 6,301
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Total current assets 126,762 106,160 29,427
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FIXED ASSETS
Cost 8,590 8,038 1,994
Less: accumulated depreciation and amortization 5,554 4,640 1,289
------- ------- -------
3,036 3,398 705
------- ------- -------
OTHER ASSETS, NET 63 61 15
======= ======= =======
129,861 109,619 30,147
======= ======= =======
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Short-term bank borrowings 2,489 45 578
Trade accounts payable 19,066 16,110 4,426
Due to related parties 2,557 1,348 595
Payables and other current liabilities 6,664 4,796 1,547
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Total current liabilities 30,776 22,299 7,146
------- ------- -------
LONG-TERM LIABILITIES
Accrued severance pay, net 185 170 43
Other long-term liabilities - - -
------- ------- -------
Total long-term liabilities 185 170 43
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COMMITMENTS AND CONTINGENT LIABILITIES
SHAREHOLDERS' EQUITY
Share capital:
Ordinary shares NIS 0.10 par value (authorized - 10,000,000 shares, issued
and outstanding - 4,277,500 shares at
December 31, 2003 and 2002) 1,502 514 349
Additional paid-in capital 19,704 19,704 4,574
Retained earnings 77,694 66,932 18,035
------- ------- -------
98,900 87,150 22,958
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129,861 109,619 30,147
======= ======= =======
(*) Convenience translation into U.S. dollars
G. WILLI-FOOD INTERNATIONAL LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS
YEAR ENDED DECEMBER 31,
--------------------------------------------------------------
2 0 0 4 2 0 0 3 2 0 0 2 2 0 0 4 (*)
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NIS US DOLLARS
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(IN THOUSANDS, EXCEPT FOR SHARE DATA)
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Sales 170,982 137,385 128,870 39,689
Cost of sales 130,292 110,160 101,126 30,245
---------- ---------- ---------- ----------
GROSS PROFIT 40,690 27,225 27,744 9,444
---------- ---------- ---------- ----------
Operating expenses:
Sales and marketing 15,632 11,662 10,024 3,629
General and administrative 9,134 8,335 8,199 2,121
---------- ---------- ---------- ----------
Total operating expenses 24,766 19,997 18,223 5,750
========== ========== ========== ==========
OPERATING INCOME 15,924 7,228 9,521 3,694
Financing income (expenses), net 1,121 4,336 (239) 260
Other income , net 34 101 29 8
---------- ---------- ---------- ----------
PRE-TAX INCOME 17,079 11,665 9,311 3,962
Income taxes 5,886 2,889 2,254 1,366
---------- ---------- ---------- ----------
NET INCOME 11,193 8,776 7,057 2,596
========== ========== ========== ==========
EARNINGS PER SHARE (EPS)
Basic 1.3 1.05 0.82 0.30
========== ========== ========== ==========
Fully diluted 1.3 1.05 0.82 0.30
========== ========== ========== ==========
Shares used in computation
of basic EPS 8,600,000 8,555,000 8,555,000 8,600,000
========== ========== ========== ==========
Shares used in computing
fully diluted EPS 8,600,000 8,555,000 8,555,000 8,600,000
========== ========== ========== ==========
(*) Convenience translation into U.S. dollars