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 2007
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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 of 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):..........
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 registrant 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 [X]
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 19, 2007.
This report on Form 6-K shall be deemed to be incorporated by reference in the
Registration Statements on Form F-3 (File No. 333-11848 and 333-138200) of the
Registrant.
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 19, 2007
By: /s/ Joseph Williger
-----------------------
Joseph Williger
Chief Executive Officer
 |
News |
FOR IMMEDIATE RELEASE
G. WILLI-FOOD REPORTS 15% INCREASE IN REVENUES AND
44% INCREASE IN OPERATING INCOME FOR FISCAL 2006
AGREEMENT TO IMPORT SELECT KOSHER DAIRY PRODUCTS INTO U.S.;
INTERNATIONAL EXPANSION TO ACCELERATE THROUGH U.S. ACQUISITION AND MAJORITY
INTEREST OF GLOBAL EXPORT COMPANY
YAVNE, ISRAEL - MARCH 19, 2007 - G. WILLI-FOOD INTERNATIONAL LTD. (NASDAQ: WILC)
(the "COMPANY" or "WILLI FOOD"), one of Israel's largest food importers and a
single-source supplier of one of the world's most extensive range of quality
kosher food products, today announced its unaudited financial results for the
quarter and fiscal year ended December 31, 2006.
HIGHLIGHTS
o 15% increase in 2006 revenues over 2005 revenues
o 44% increase in 2006 operating income over 2005 operating income
o Successful IPO of Gold Frost subsidiary
o Launched new dairy products
o Completed U.S. acquisition
o Signed agreement to import select dairy products into U.S.
Mr. Zwi Williger, President and COO of Willi-Food commented, "We believe that
our success in 2006 has built a solid foundation for future growth. We have seen
strong market response to our expanded product lines and continue to develop new
innovations. We launched several new products in 2006 including Bloose, Fetina,
and Light Lurpak butter."
Revenues for the year ended December 31, 2006 increased 15% to NIS 191.5 million
(US$45.3 million) compared to NIS 166.3 million (US$39.4 million) in 2005. This
increase was driven primarily by increased sales in the private sector and
growing demand for dairy chilled products. Gross profits for the year increased
26% to NIS 47.9 million (US$11.3 million) compared to NIS 38.1 million (US$9.0
million) in the prior year. Fiscal 2006 gross margins improved to 25% compared
to 23% in 2005.
2006 operating income increased 44% to NIS 12.6 million (US$3.0 million) from
NIS 8.8 million (US$2.1 million) reported last year. Sales and marketing
expenses for the year increased to NIS 21.1 million (US$5.0 million), or 11% of
sales, from NIS 15.8 million (US$3.7 million), or 9.5% of sales for 2005. This
increase was mainly attributable to advertising campaigns and other costs
associated with several new product launches over the course of the year. In
addition, 2006 operating income includes a NIS 1.8 million (US$0.4 million)
one-time general and administrative expense due to a management bonus attributed
to an unrealized capital gain resulting from the commencement of the trading of
shares of the Company's majority-owned subsidiary, Gold Frost Ltd. (LSE:GLF.L),
on London's AIM market on March 9, 2006.
2006 income before taxes increased to NIS 35.8 million (US$8.5 million) compared
to NIS 11.3 million (US$2.7 million) recorded in 2005. Income after taxes and
before minority interest for the year increased to NIS 30.4 million (US$7.2
million) compared to NIS 7.7 million (US$1.8 million) for the prior year. Net
income for 2006 increased to NIS 28.6 million (US$6.8 million), or NIS 3.17
(US$0.75) per share compared to net income of NIS 7.7 million (US$1.8 million),
or NIS 0.90 (US$0.21) per share, recorded in 2005. Net income for 2006 includes
a net one-time unrealized capital gain of NIS 18.2 million (US$4.3 million), or
NIS 2.02 (US$0.48) per share, resulting from the public listing of the shares of
Gold Frost Ltd.
The Company's Gold Frost subsidiary reported a 30% increase in 2006 revenues to
$10.7 million from $8.2 million in the prior year. The subsidiary's gross
profits for the year increased 33% to $5.2 million compared to $3.9 million in
2005. Gold Frost's 2006 gross margins improved to 48.3% compared to 47.5% in
2005. 2006 operating income for Gold Frost increased 35% to $2.8 million from
$2.1 million last year. Gold Frost's income before taxes increased 59% to $3.5
million compared to $2.2 million in 2005. Net income for Gold Frost in 2006
increased 60% to $2.4 million from $1.5 million in 2005.
Willi-Food ended the year with $25 million in cash, cash equivalents and
marketable securities and no debt. In September 2006, the Company raised $10
million through a private placement with U.S. investors. The primary use of
proceeds from the transaction was to build a new distribution center that would
increase Willi-Food's capacity and enable the Company to progress its strategy
of international expansion.
The Company recently announced an agreement with Arla Foods, Inc. to import
kosher Lurpak butter and Brie and Camembert cheeses into the U.S. for
distribution by the Company's subsidiary Gold Frost. Shipments of these products
to the U.S. may commence once Gold Frost has produced new product labeling in
compliance with USDA regulations.
In January, Willi-Food acquired the operations and assets of Laish Israeli Food
Products Ltd., a U.S. importer and distributor of kosher food products. Laish
Israeli has been in business for 15 years and currently distributes kosher
products such as canned foods and candies to groceries, independent supermarkets
and supermarket chains in the Tri-State area. Its 2006 revenues were
approximately $7.5 million.
In February, the Company announced an agreement with a kosher food exporter
located in Israel to form a joint global kosher trade and export company. Under
the terms of the agreement, Willi-Food would hold a 50.1% interest and all of
the current food export operations of the existing company would be executed
under the new entity. Kosher products are currently exported from more than 100
suppliers, predominantly located in Israel, to the U.S., Canada, England,
Belgium, France, Switzerland, Australia, South Africa, Mexico, Argentina and
Chile. Current anticipated trade volume for the new entity in 2007 is
approximately $10.0 million. The closing of the transaction is subject to
customary closing conditions, including approval of the Israeli Anti-Trust
Authorities and completion of exhibits.
"Our strategy is to leverage Willi-Food's global supplier relationships and
expertise in product development to capitalize on the growing demand for
innovative kosher products," stated Mr. Williger. "We intend to drive profitable
growth both internationally and domestically through expanded distribution
channels and a premium product offering. The Laish acquisition and agreement
with Arla Foods to import certain dairy products into the U.S. are significant
steps towards establishing a footprint for the Willi-Food brand in the U.S.
market and providing a platform to expand retailer relationships. Moreover, we
are looking for the joint trade and export venture to enhance our U.S.
initiatives, while adding several new markets and complementary product lines."
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"We are excited by Willi-Food's growth prospects in 2007," concluded Mr.
Williger. "We believe that we will achieve revenue growth of approximately
20-25% in fiscal 2007, driven by organic growth, the Laish acquisition, the
global kosher trade and export company and the initiation of dairy imports into
the U.S. market with Arla."
The Company will host a conference call to discuss fourth quarter and fiscal
2006 results on March 19 at 3:00 PM EDT. Interested parties may participate in
the conference call by dialing (800) 374-2501 (US), or (706) 634-2468
(International) and giving conference ID# 2516655 5-10 minutes prior to the
start of the call. A replay of the conference call will be available from 6:00
PM EDT on March 19 through 12:00 AM EDT on March 26, by dialing (800) 642-1687
(US), or (706) 645-9291 (International), and entering conference ID# 2516655. A
live and archived webcast of the conference call will be available on the
Willi-Food website at http://www.willi-food.co.il.
ABOUT G. WILLI-FOOD INTERNATIONAL, LTD.
G. Willi-Food International Ltd. 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.
For more information, please visit the Company's website at
www.willi-food.co.il.
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 REVENUES, 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: CHANGES AFFECTING CURRENCY EXCHANGE RATES,
INCLUDING 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 AMBA, LOSS OF ONE OR MORE OF OUR PRINCIPAL CLIENTS, 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 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, 2005, FILED WITH THE SECURITIES AND
EXCHANGE COMMISSION ON MAY 31, 2006. 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.
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, 2006: U.S. $1.00 equals
NIS 4.225. The translation was made solely for the convenience of the reader.
COMPANY CONTACT:
G. Willi Food International Ltd.
Chen Shlein, CFO
(+972) 8-932-2233
chen@willi-food.co.il
INVESTOR RELATIONS CONTACT:
The Global Consulting Group
Christopher Chu
(646) 284-9426
cchu@hfgcg.com
FINANCIAL TABLES FOLLOW
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G. WILLI-FOOD INTERNATIONAL LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
DECEMBER 31,
-----------------------------------
NOTE 2 0 0 6 2 0 0 5 2 0 0 6 (*)
---- ------- ------- -------
NIS US DOLLARS
--------------------- -------
(IN THOUSANDS)
-----------------------------------
ASSETS
CURRENT ASSETS
Cash and cash equivalents 91,398 30,431 21,633
Marketable securities 13,945 3,229 3,301
Trade accounts receivable 48,163 48,396 11,399
Receivables and other current assets 3 4,499 7,673 1,065
Inventories 19,101 30,798 4,521
------- ------- -------
Total current assets 177,106 120,527 41,919
------- ------- -------
FIXED ASSETS 4
Cost 49,213 23,343 11,648
Less: accumulated depreciation and amortization 6,442 6,686 1,525
------- ------- -------
42,771 16,657 10,123
------- ------- -------
OTHER ASSETS, NET 5 94 90 22
======= ======= =======
219,971 137,274 52,064
======= ======= =======
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Trade accounts payable 20,137 19,938 4,766
Due to related parties 5,677 2,193 1,344
Payables and other current liabilities 6 6,969 12,977 1,650
------- ------- -------
Total current liabilities 32,783 35,108 7,760
------- ------- -------
Accrued severance pay, net 7 347 299 82
------- ------- -------
COMMITMENTS AND CONTINGENT LIABILITIES 8
WARRANTS TO ISSUE SHARES OF SUBSIDIARY 348 - 82
------- ------- -------
MINORITY INTEREST 14,754 - 3,492
------- ------- -------
SHAREHOLDERS' EQUITY 9
Share capital:
Ordinary shares NIS 0.10 par value
(authorized - 50,000,000 shares
and outstanding - 10,267,893 shares at December
31, 2006; 8,615,000 shares at December 31, 2005) 1,113 948 263
Additional paid-in capital 61,350 20,258 14,521
Retained earnings 109,276 80,661 25,864
------- ------- -------
171,739 101,867 40,648
======= ======= =======
219,971 137,274 52,064
======= ======= =======
(*) Convenience translation into U.S. dollars.
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G. WILLI-FOOD INTERNATIONAL LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
YEAR ENDED DECEMBER 31,
---------------------------------------------------------
NOTE 2 0 0 6 2 0 0 5 2 0 0 4 2 0 0 6 (*)
---- --------- --------- --------- ---------
NIS US DOLLARS
----------------------------------------- ---------
(IN THOUSANDS, EXCEPT FOR SHARE DATA)
---------------------------------------------------------
Sales 12 191,460 166,282 170,982 45,316
Cost of sales 12 143,581 128,215 130,292 33,984
--------- --------- --------- ---------
GROSS PROFIT 47,879 38,067 40,690 11,332
--------- --------- --------- ---------
Operating expenses:
Sales and marketing 21,100 15,771 15,632 4,994
General and administrative 12 14,151 13,544 9,134 3,349
--------- --------- --------- ---------
Total operating expenses 35,251 29,315 24,766 8,343
========= ========= ========= =========
OPERATING INCOME 12,628 8,752 15,924 2,989
Financing income, net 12 4,925 2,501 1,121 1,166
Other income, net 18,248 35 34 4,319
--------- --------- --------- ---------
INCOME BEFORE INCOME TAXES 35,801 11,288 17,079 8,474
Income taxes 10 5,379 3,567 5,886 1,273
--------- --------- --------- ---------
Income after taxes on income 30,422 7,721 11,193 7,201
Minority interest 1,807 - - 428
--------- --------- --------- ---------
NET INCOME 28,615 7,721 11,193 6,773
========= ========= ========= =========
EARNINGS PER SHARE (EPS)
Basic 3.17 0.9 1.3 0.75
========= ========= ========= =========
Diluted 3.12 0.9 1.3 0.74
========= ========= ========= =========
Shares used in computation
of basic and diluted EPS 9,028,223 8,615,000 8,600,000 9,028,223
========= ========= ========= =========
(*) Convenience translation into U.S. dollars.
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