6-K
G WILLI FOOD INTERNATIONAL LTD (WILC)
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 May 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 ☐
INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K
On May 20, 2024, G. Willi-Food International Ltd. (the “Company”) issued a press release announcing its financial results for the first quarter ended March 31, 2024. A copy of the press release is filed herewith as Exhibit 99.1.
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: May 20, 2024
Exhibit 99.1
FOR IMMEDIATE RELEASE
G. WILLI-FOOD INTERNATIONAL REPORTS THE RESULTS OF FIRST QUARTER 2024
YAVNE, Israel – May 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 first quarter ended March 31, 2024.
First Quarter Fiscal Year 2024
| • | Sales decreased by 10.1% to NIS 136.0 million (USD 37.0 million) from NIS 151.4 million (USD 41.1 million) in the first<br> quarter of 2023. |
|---|---|
| • | Gross profit decreased by 13.5% year-over-year to NIS 34.7 million (USD 9.4 million). |
| --- | --- |
| • | Operating profit decreased by 10.7% year-over-year to NIS 11.6 million (USD 3.2 million). |
| --- | --- |
| • | Basic earnings per share of NIS 1.34 (USD 0.36). |
| --- | --- |
| • | Cash and securities balance of NIS 244.4 million (USD 66.4 million) as of March 31, 2024. |
| --- | --- |
Management Comment
Zwi Williger & Joseph Williger, Chairmen and CEO of Willi-Food, commented: "We are happy to present the financial results of the first quarter of 2024. Although we experienced a decline in sales as a result of significant delays in the arrival of goods, especially from the Far East, we believe we have managed to achieve favorable results, both at the operational level and with respect to our financing income. While the State of Israel is still at war against the terror organization Hamas, which has created a difficult environment, the Company has continued to conduct its business in the ordinary course, importing goods, maintaining sufficient inventory and selling its goods to its customers. In parallel, the Company is working to improve the commercial terms with its customers and suppliers in order to improve its gross profit and operating profit results. The Company is also continuing the construction of the new logistics center which, in our estimation, after its completion, will contribute significantly to the Company's logistics capabilities and support continued growth opportunities, both in terms of sales and in improving profit. The construction of the new logistics center is currently expected to be completed by the end of 2025.
First Quarter Fiscal 2024 Summary
Sales for the first quarter of 2024 decreased by 10.1% to NIS 136.0 million (USD 37.0 million) from NIS 151.4 million (USD 41.1 million) recorded in the first quarter of 2023. Sales decreased mainly due to significant delays in the arrival of goods from the Far-East following the closure of the shipping lanes on the Red Sea.
Gross profit for the first quarter of 2024 decreased by 13.5% to NIS 34.7 million (USD 9.4 million), or 25.5% of revenues, from NIS 40.0 million (USD 10.9 million), or 26.5% of revenues, recorded in the first quarter of 2023. The decrease in gross profit and gross margins was mainly due to decreased sales and increased costs of the Company’s imported products and increased shipping costs which the Company didn’t pass on to its clients.
Selling expenses decreased by 17.3% to NIS 16.5 million (USD 4.5 million), or 12.1% of revenues, compared to NIS 19.9 million (USD 5.4 million), or 13.1% of revenues, recorded in the first quarter of 2023. The decrease was mainly due to a decrease in advertising costs.
General and administrative expenses for the first quarter of 2024 decreased by 8.0% to NIS 6.6 million (USD 1.8 million), or 4.8% of revenues, from NIS 7.1 million (USD 1.9 million), or 4.7% of revenues, recorded in the first quarter of 2023. The decrease in general and administrative expenses was primarily due to a decrease in other management expenses.
Operating profit for the first quarter of 2024 decreased by 10.7% to NIS 11.6 million (USD 3.2 million), or 8.5% of revenues, from NIS 13.0 million (USD 3.5 million), or 8.6% of revenues, recorded in the first quarter of 2023. The decrease in operating profit was primarily due to the decline in sales and increase in cost of sales.
Financial income, net increased to NIS 11.5 million (USD 3.1 million) recorded in the first quarter of 2024 compared to NIS 0.5 million (USD 0.1 million) in the first quarter of 2023. Financial income, net for the first quarter of 2024 comprised mainly from income from revaluation of the Company’s portfolio of securities to fair value in an amount of NIS 7.9 million (USD 2.1 million) and interest and dividend income from the Company’s portfolio of securities in an amount of NIS 3.9 million (USD 1.1 million).
Willi-Food’s income before taxes in the first quarter of 2024 increased to NIS 23.1 million (USD 6.3 million) compared to income before taxes of NIS 13.5 million (USD 3.7 million) in the first quarter of 2023.
Willi-Food's net profit in the first quarter of 2024 was NIS 18.6 million (USD 5.1 million), or NIS 1.34 (USD 0.36) per share, or 72.2% compared to NIS 10.8 million (USD 2.9 million), or NIS 0.78 (USD 0.21) per share, recorded in the first quarter of 2023. Net profit for the first quarter of 2024 increased by 72.2% year-over-year. The increase in net profit was mainly due to the increase of financial income.
Willi-Food ended the first quarter of 2024 with NIS 244.4 million (USD 66.4 million) in cash and securities. Net cash from continuing activities for the first quarter of 2024 was NIS 3.8 million (USD 1.0 million). Willi-Food's shareholders' equity at the end of March 2024 was NIS 561.0 million (USD 152.4 million).
NOTE A: NIS to USD exchange rate used for convenience only
The convenience translation of New Israeli Shekels (NIS) into U.S. dollars was made at the rate of exchange prevailing on March 31, 2024, with U.S. $1.00 equal to NIS 3.681 The translation was made solely for the convenience of the reader.
NOTE B: IFRS
The Company’s consolidated financial results for the three-month period ended March 31, 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.
G. WILLI-FOOD INTERNATIONAL LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
| March 31, | December 31 | March 31, | December 31 | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2 0 2 4 | 2 0 2 3 | 2023 | 2 0 2 4 | 2 0 2 3 | 2023 | |||||||||||||
| NIS | US dollars (*) | |||||||||||||||||
| (in thousands) | ||||||||||||||||||
| ASSETS | ||||||||||||||||||
| Current assets | ||||||||||||||||||
| Cash and cash equivalents | 134,850 | 131,472 | 137,466 | 36,634 | 35,716 | 37,345 | ||||||||||||
| Financial assets at fair value through profit or loss | 109,571 | 105,272 | 102,163 | 29,767 | 28,599 | 27,754 | ||||||||||||
| Trade receivables, Net | 154,565 | 177,648 | 160,379 | 41,990 | 48,261 | 43,570 | ||||||||||||
| Other receivables and prepaid expenses | 13,552 | 8,113 | 10,164 | 3,682 | 2,204 | 2,761 | ||||||||||||
| Inventories, Net | 74,882 | 95,596 | 62,475 | 20,343 | 25,970 | 16,972 | ||||||||||||
| Current tax assets | 6,759 | 2,732 | 9,497 | 1,836 | 742 | 2,580 | ||||||||||||
| Total current assets | 494,179 | 520,833 | 482,144 | 134,252 | 141,492 | 130,982 | ||||||||||||
| Non-current assets | ||||||||||||||||||
| Property, plant and equipment | 128,936 | 106,052 | 122,222 | 35,027 | 28,811 | 33,203 | ||||||||||||
| Less -Accumulated depreciation | 56,876 | 52,593 | 55,636 | 15,451 | 14,288 | 15,114 | ||||||||||||
| 72,060 | 53,459 | 66,586 | 19,576 | 14,523 | 18,089 | |||||||||||||
| Right of use asset | 3,376 | 3,289 | 2,124 | 917 | 894 | 577 | ||||||||||||
| Financial assets at fair value through profit or loss | 46,159 | 44,084 | 46,143 | 12,540 | 11,976 | 12,535 | ||||||||||||
| Goodwill | 36 | 36 | 36 | 10 | 10 | 10 | ||||||||||||
| Total non-current assets | 121,631 | 100,868 | 114,889 | 33,043 | 27,403 | 31,211 | ||||||||||||
| 615,810 | 621,701 | 597,033 | 167,295 | 168,895 | 162,193 | |||||||||||||
| EQUITY AND LIABILITIES | ||||||||||||||||||
| Current liabilities | ||||||||||||||||||
| Current maturities of lease liabilities | 1,760 | 2,243 | 1,512 | 478 | 609 | 411 | ||||||||||||
| Trade payables | 20,728 | 27,242 | 21,622 | 5,631 | 7,401 | 5,874 | ||||||||||||
| Employees Benefits | 4,769 | 4,590 | 4,193 | 1,296 | 1,247 | 1,139 | ||||||||||||
| Other payables and accrued expenses | 18,617 | 41,068 | 10,854 | 5,058 | 11,157 | 2,949 | ||||||||||||
| Total current liabilities | 45,874 | 75,143 | 38,181 | 12,463 | 20,414 | 10,373 | ||||||||||||
| Non-current liabilities | ||||||||||||||||||
| Lease liabilities | 1,588 | 1,205 | 694 | 431 | 327 | 189 | ||||||||||||
| Deferred taxes | 6,287 | 3,663 | 4,868 | 1,708 | 995 | 1,322 | ||||||||||||
| Retirement benefit obligation | 1,055 | 924 | 1,055 | 287 | 251 | 287 | ||||||||||||
| Total non-current liabilities | 8,930 | 5,792 | 6,617 | 2,426 | 1,573 | 1,798 | ||||||||||||
| Shareholders' equity | ||||||||||||||||||
| Share capital | 1,490 | 1,490 | 1,490 | 405 | 405 | 405 | ||||||||||||
| Additional paid in capital | 172,789 | 171,976 | 172,589 | 46,941 | 46,720 | 46,886 | ||||||||||||
| 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 | 387,262 | 367,876 | 378,691 | 105,206 | 99,940 | 102,877 | ||||||||||||
| Treasury shares | (628 | ) | (628 | ) | (628 | ) | (171 | ) | (171 | ) | (171 | ) | ||||||
| Equity attributable to owners of the Company | 561,006 | 540,766 | 552,235 | 152,406 | 146,908 | 150,022 | ||||||||||||
| 615,810 | 621,701 | 597,033 | 167,295 | 168,895 | 162,193 |
(*) Convenience translation into U.S. dollars.
G. WILLI-FOOD INTERNATIONAL LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
| Three months | Three months | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ended | ended | |||||||||||
| March 31, | March 31, | |||||||||||
| 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 | 136,036 | 151,356 | 36,956 | 41,118 | ||||||||
| Cost of sales | 101,385 | 111,322 | 27,542 | 30,242 | ||||||||
| Gross profit | 34,651 | 40,034 | 9,414 | 10,876 | ||||||||
| Operating costs and expenses: | ||||||||||||
| Selling expenses | 16,475 | 19,919 | 4,476 | 5,411 | ||||||||
| General and administrative expenses | 6,550 | 7,117 | 1,779 | 1,933 | ||||||||
| Other income | - | (25 | ) | - | (7 | ) | ||||||
| Total operating expenses | 23,025 | 27,011 | 6,255 | 7,337 | ||||||||
| Operating profit | 11,626 | 13,023 | 3,159 | 3,539 | ||||||||
| Financial income | 12,303 | 4,606 | 3,226 | 1,251 | ||||||||
| Financial expenses | (822 | ) | (4,080 | ) | (107 | ) | (1,108 | ) | ||||
| Total financial income, net | 11,481 | 526 | 3,119 | 143 | ||||||||
| Income before taxes on income | 23,107 | 13,549 | 6,278 | 3,682 | ||||||||
| Taxes on income | (4,554 | ) | (2,704 | ) | (1,237 | ) | (735 | ) | ||||
| Income after taxes on income | 18,553 | 10,845 | 5,041 | 2,947 | ||||||||
| Earnings per share: | ||||||||||||
| Basic / diluted earnings per share | 1.34 | 0.78 | 0.36 | 0.21 | ||||||||
| Shares used in computation of basic/diluted EPS | 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 |
(*) Convenience translation into U.S. dollars.
G. WILLI-FOOD INTERNATIONAL LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
| Three months<br><br> <br>ended | Three months<br><br> <br>ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, | March 31, | |||||||||||
| 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) | ||||||||||||
| CASH FLOWS - OPERATING ACTIVITIES | ||||||||||||
| Profit from continuing operations | 18,553 | 10,845 | 5,041 | 2,947 | ||||||||
| Adjustments to reconcile net profit to net cash from continuing operating activities<br> (Appendix A) | (14,781 | ) | (31,858 | ) | (4,017 | ) | (8,655 | ) | ||||
| Net cash from (used in) continuing operating activities | 3,772 | (21,013 | ) | 1,024 | (5,708 | ) | ||||||
| CASH FLOWS - INVESTING ACTIVITIES | ||||||||||||
| Acquisition of property plant and equipment | (2,393 | ) | (644 | )(**) | (650 | ) | (175 | ) | ||||
| Acquisition of property plant and equipment under construction | (4,321 | ) | (6,167 | )(**) | (1,174 | ) | (1,675 | ) | ||||
| Proceeds from sale of marketable securities, net | 623 | 8,493 | 169 | 2,307 | ||||||||
| Net cash used in (from) continuing investing activities | (6,091 | ) | 1,682 | (1,655 | ) | 457 | ||||||
| CASH FLOWS - FINANCING ACTIVITIES | ||||||||||||
| Lease liability payments | (719 | ) | (493 | ) | (195 | ) | (134 | ) | ||||
| Net cash used in continuing financing activities | (719 | ) | (493 | ) | (195 | ) | (134 | ) | ||||
| Decrease in cash and cash equivalents | (3,038 | ) | (19,824 | ) | (826 | ) | (5,385 | ) | ||||
| Cash and cash equivalents at the beginning of the year | 137,466 | 150,607 | 37,345 | 40,915 | ||||||||
| Exchange gains on cash and cash equivalents | 422 | 689 | 115 | 187 | ||||||||
| Cash and cash equivalents at the end of the year | 134,850 | 131,472 | 36,634 | 35,717 | ||||||||
| (*) | Convenience Translation into U.S. Dollars. | |||||||||||
| --- | --- | |||||||||||
| (**) | Reclassified. | |||||||||||
| --- | --- |
G. WILLI-FOOD INTERNATIONAL LTD.
APPENDIX TO CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
CASH FLOWS – OPERATING ACTIVITIES:
| A. | Adjustments to reconcile net profit to net cash from continuing operating activities: | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Three months | Three months | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| ended | ended | |||||||||||
| March 31, | March 31, | |||||||||||
| 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 | 1,419 | (535 | ) | 385 | (145 | ) | ||||||
| Unrealized loss (gain) on marketable securities | (8,047 | ) | 3,024 | (2,186 | ) | 822 | ||||||
| Depreciation and amortization | 1,849 | 1,625 | 502 | 441 | ||||||||
| Stock based compensation reserve | 200 | 426 | 54 | 116 | ||||||||
| Capital gain on disposal of property plant and equipment | - | (25 | ) | - | (7 | ) | ||||||
| Exchange gains on cash and cash equivalents | (422 | ) | (689 | ) | (115 | ) | (187 | ) | ||||
| Changes in assets and liabilities: | ||||||||||||
| Decrease (Increase) in trade receivables and other receivables | 7,682 | (11,247 | ) | 2,087 | (3,055 | ) | ||||||
| Increase in inventories | (12,407 | ) | (23,667 | ) | (3,371 | ) | (6,431 | ) | ||||
| Increase (decrease) in trade payables, other payables and other current liabilities | (2,537 | ) | 2,564 | (689 | ) | 697 | ||||||
| Cash generated from operations | (12,263 | ) | (28,524 | ) | (3,333 | ) | (7,749 | ) | ||||
| Income tax paid | (2,518 | ) | (3,334 | ) | (684 | ) | (906 | ) | ||||
| Net cash flows used in operating activities | (14,781 | ) | (31,858 | ) | (4,017 | ) | (8,655 | ) | ||||
| (*) | 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
(+972) 8-932-1000
itsik.b@willi-food.co.il