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 March 2017

 

(Translation of registrant’s name into English)

  

 (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 ☐

 

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): ____ 

 

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): ____ 

 

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. 

 

Yes ☐          No ☒

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________   

Attached hereto and incorporated by reference herein is a press release issued by G. Willi-Food International Ltd. (“Registrant”) on March 28, 2017.

This report on Form 6-K is hereby incorporated by reference in the Registration Statements on Form F-3 (File No. 333-11848 and 333-138200) of the Registrant.

	G. Willi-Food International Ltd.
	By:	/s/ Pavel Buber
		Name: Pavel Buber
		Title: Chief Financial Officer

 

Net Profit growth in fiscal 2016 of 58.6% year-over-year to NIS 10.9 million

Net Cash from operating activities of NIS 17.3 million (US$ 4.5 million) in fiscal 2016

YAVNE, Israel - March 28, 2017 - 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 financial results for the fiscal year ended December 31, 2016.

·

Operating income increased by 224% from fiscal 2015 to NIS 22.7 million (US$ 5.9 million), or 7.7% of sales in fiscal 2016.

·

Sales decreased by 5.9% from fiscal 2015 to NIS 294.2 million (US$ 76.5 million) in fiscal 2016.

·

Gross margin increased by 8.3% from fiscal 2015 to 26% of sales, or NIS 76.6 million (US$ 19.5 million),  in fiscal 2016.

·

Net income increased by 58.6% from fiscal 2015 to NIS 10.9 million (US$ 2.8 million), or 3.7% of sales in fiscal 2016.

·

Earning per share increased  to NIS0.82  (US$ 0.21) in fiscal 2016.

·

Net cash from operating activities increased by 20.6% from fiscal 2015 to NIS 17.3 million (US$ 5.5 million) in fiscal 2016.

·

Cash and securities balance of NIS 234.5 million (US$ 61 million) as of December 31, 2016.

Willi-Food’s operating divisions include Willi-Food, a distributor of a broad variety of kosher foods, and its wholly-owned Gold Frost, a designer, developer and distributor of branded kosher innovative dairy food products.

 

Iram Graiver, President of Willi-Food, commented, “We are pleased with our 2016 results, which represent a strong improvement for Willi-Food. In particular, during the year we placed strong focus on, and succeeded in, significantly improving profitability. Specifically, we focused on products with higher margins, which enabled us to improve gross profit even given a lower level of sales. Moreover, combined with tight control over our corporate expenses, we more than doubled our net profits over those of 2015. Towards the end of 2016, we launched a dividend program, sharing our profits and bringing increased value to our shareholders.”

 

Continued Mr. Graiver, “Looking ahead to 2017, we will continue to work hard in keeping our expenses low and maintaining a favorable product mix. In addition, we look to expand our product lines, increase product sales with existing customers while growing into new customers. We have also started the process of exmaining M&A oppurtunities to further increase our market presence. Our overall goal is to build a strong, stable and profitable company, with the aim of maximizing long-term value for our shareholders.”

 

Sales for fiscal 2016 decreased by 5.9% to NIS 294.2 million (US$ 76.5 million) from NIS 312.5 million (US$ 81.3 million) in fiscal 2015. Sales decreased in 2016 due to; (i) the change in the Company's strategic focus to higher gross margin products which, while causing a decrease in the volume of sales, it enabled an increased level of gross profit as compared to fiscal 2015; (ii) the impact of shortage of inventories in the third quarter 2016 due to the strike at the Israeli Ministry of Health in July-August 2016, which significantly delayed the release of the Company’s products from customs, and (iii) overall market decline in food product consumption by the Israeli consumer.

Gross profit for fiscal 2016 increased by 2.1% to NIS 76.6 million (US$ 19.9 million) compared to NIS 75.1 million (US$ 19.5 million) recorded in fiscal 2015. Gross margins for fiscal 2016 increased by 8.3 % to 26.0% compared to gross margins of 24.0% for fiscal 2015. The increase in gross margin was the result of the Company's strategic focus on selling a favorable mix of products, which generated a higher gross margin in addition to successful negotiations with suppliers for improved commercial terms.

Operating income for fiscal 2016 increased by 224% to NIS 22.7 million (US$ 5.9 million) compared to NIS 7 million (US$ 1.8 million) recorded in fiscal 2015. The most significant expense, which affected operating income, and in particular general and administrative expenses in fiscal 2015, was the cost related to the termination agreement with companies controlled by Messrs. Zwi and Joseph Williger, the Company's former Chairman and President, as described below.

 

Selling expenses increased by 5.7% from fiscal 2015, primarily due to an increase of 58% in promotional expenses  that included an approximate NIS 3 million (US$ 0.8 million) expense related to a nationwide campaign launched in the second half of 2016 aimed at broadening awareness of Willi-Food's brands and products. Selling expenses as a percentage of sales were 13.4%, compared to 11.9% as in fiscal 2015.

 

General and administrative expenses decreased by 56% from fiscal 2015 to NIS 14.6 million (US$ 3.8 million) compared to NIS 32.9 million (US$ 8.6 million). This was mainly due to the significant decrease in the costs of management salaries to Mr. Zwi Williger, the Company's former Co-Chairman of the Board of Directors and president, and Mr. Joseph Williger, a former director and president of the Company, which totaled NIS 13 million (US$ 3.4 million). In addition, in fiscal 2015, a NIS 1.7 million (US$ 0.4 million) write-off was recorded, with respect to the Company’s estimated exposure to Mega Retail Ltd. and Eden Briut Teva Market Ltd. debts.

 

Willi-Food’s income before taxes for fiscal 2016 increased by 136% to NIS 16.1 million (US$ 4.2 million) compared to NIS 9.4 million (US$ 2.4 million) recorded in fiscal 2015.

 

Willi-Food's net income for fiscal 2016 increased by 142% to NIS 16.6 million (US$ 4.3 million), or NIS 0.82 (US$ 0.21) per share, from NIS 6.8 million (US$ 1.8 million), or NIS 0.52 (US$ 0.14) per share, recorded in fiscal 2015.

 

Willi-Food ended fiscal 2016 with NIS 234.5 million (US$ 61 million) in cash and securities with no short-term debt. Net cash from operating activities in fiscal 2016 was NIS 17.2 million (US$ 4.5 million).Willi-Food's shareholders' equity at the end of December 2016 was NIS 391 million (US$ 101.7 million).

 

The Company's Board of directors  has scheduled the convening of an annual meeting of shareholders, to be held on June 20, 2017 following submission by the Company of its Annual Report on Form 20-F.

 

As previously announced, on March 7, 2017, the Company will host a conference call on Tuesday, March 28, 2017 starting at 1.30pm Eastern Time.  Management will host the call and will be available to answer questions after presenting the results.

To participate in the conference call, please call one of the following teleconferencing numbers. Please begin placing your calls at least 10 minutes before the conference call commences. If you are unable to connect using the toll-free numbers, try the international dial-in number.

US:	1-888-281-1167
Israel:	03- 918-0685
International:	+972-3- 918-0685

 

At: 1.30pm Eastern Time, 10.30am Pacific Time, 6.30pm UK Time, 8.30pm Israel Time

For those unable to participate, the teleconference will be available for replay on the company’s website at http://willi-food.com/ beginning 24 hours after the call for a period of 30 days.

 

The Investment was carried out by B.H.W.F.I Ltd., a wholly owned subsidiary of the Company (“BHWFI”), pursuant to subscription forms to purchase 300 bonds with a nominal value of US$ 10,000 each (“Subscription Forms”). The Bonds bear an annual interest rate of 6%, payable semi-annually on June 30 and December 31 of each year as of the issue date until the final maturity date of 31 December 2018. The issuer has the right to repay the Bonds with prior notice of 30 days without penalty.

On December 30, 2016, BHWFI and the issuer signed an agreement (the “Agreement”) for an early redemption of the bonds for a total of US$ 1.8 million that was to be paid until February 15, 2017.  Similarly, as part of the terms of the Agreement, the issuer waived all its claims against BHWFI, including an alleged obligation to make an additional investment in bonds up to an aggregate amount of $5 million (as stated above, an amount of US$ 2.25 million was invested in the past).

On March 21, 2017, a first payment in the amount of US$200 thousands was received. As of the financial results reporting date, due to uncertainty related to the collection of the remaining US$1.6 million debt, the company made non-cash provision in the amount of the unpaid debt.

 

NOTE A: Convenience Translation to Dollars

The convenience translation of New Israeli Shekels (NIS) into U.S. dollars was made at the rate of exchange prevailing on December 31, 2016, U.S. $1.00 equals NIS 3.845. The translation was made solely for the convenience of the reader.

NOTE B: IFRS

The Company’s consolidated financial results for fiscal year ended December 31, 2016 are presented in accordance with International Financial Reporting Standards (“IFRS”).

 

 

 

 

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 and expected sales, operating results, and earnings. 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: 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, in particular Arla Foods, 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 economic conditions in Israel, including in particular economic conditions in the Company's core markets, 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 and risks associated with product liability claims. 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, 2015, filed with the Securities and Exchange Commission on April 28, 2016. 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.

 

 

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

 

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

 

 

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

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

 

 

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

 

Company Contact:

G. Willi - Food International Ltd.

Pavel Buber, Chief Financial Officer

(+972) 8-932-1000

Investor Relations Contact:

GK Investor and Public Relations

Ehud Helft / Gavriel Frohwein

(646) 688-3559

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SOURCE: G. Willi-Food International Ltd.

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