6-K

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 2023

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 ☐

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- ________   

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

On March 22, 2023, G. Willi-Food International Ltd. (the “Company”) issued a press release announcing its financial results for the fiscal year ended December 31, 2022. 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: March 22, 2023

EX-99.1

Exhibit 99.1

 

   

FOR IMMEDIATE RELEASE

G. WILLI-FOOD INTERNATIONAL REPORTS 9.7% INCREASE IN

SALES AND A RECORD HIGH  ANNUAL SALES IN 2022.

YAVNE, Israel - March 22, 2023 - G. Willi-Food International Ltd. (NASDAQ: WILC and TASE: WILF) (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, 2022.

Fiscal Year 2022 Highlights

• Sales increased to NIS 498.3 million (US$ 141.6 million) from NIS 454.2 million (USD 1290. million) in fiscal year 2021.

• Gross profit increased by 3.4% from fiscal year 2021 to NIS 143.1 million (USD 40.7 million) in 2022.

• Operating profit decreased by 8.6% from fiscal year 2021 to NIS 45.1 million (USD 12.8 million) in 2022.

• Cash and cash equivalents balance of NIS 267.4 million (USD 76.0 million) as of December 31, 2022.

• Earnings per share of NIS 3.00 (US$ 0.86).

Management Comment

Joseph Williger CEO, commented: "We are very pleased to present our fiscal year 2022 financial results with record sales and strong operational results. Calendar year 2022 was characterized, among other things, by an increase in the rate of interest, an increase in inflation, and as a result an increased public discourse focusing on the increasing cost of living in Israel. Because we import and market high quality substitute food products for the existing strong brands in the Israeli market. we feel an increase in demand for our products and hope that this trend will continue to support our continued growth. In addition, we recently received a construction permit for a new and sophisticated logistics center, through which we plan to significantly upgrade our logistics capabilities, both at the storage and distribution level.  We believe this will enable us to enter  in to new and profitable categories in the frozen and chilled market and allow us to provide logistics services to other companies in the food sector. The company set itself a growth strategy for the year 2023 that includes supporting our brands through proper advertising, raising the level of inventory and managing it correctly to support sales, developing new products, entering in to new food categories, strengthening existing categories, improving the visibility of products on store shelves and improving logistics capabilities.

Fiscal 2022 Summary

Revenues for fiscal year 2022 increased by 9.7% to NIS 498.3 million (USD 141.6 million) from NIS 454.2 million (USD 129.0 million) recorded in fiscal year 2021. Sales increased mainly due to (i) increasing the range of the Company's products. (ii) proper inventory management. (iii) improving presence of the Company’s line of products in stores and (iv) advertising and promotional campaigns.

Gross profit for fiscal year 2022 increased by 3.4% to NIS 143.1 million (USD 40.7 million), or 28.7% of revenues, from NIS 138.3 million (USD 39.3 million), or 30.4% of revenues, recorded in fiscal year 2021. The increase in gross profit was mainly due to increased sales that offset the increased costs of the Company’s imported products.

Selling expenses for fiscal year 2022 increased by 12.5% to NIS 74.1 million (USD 21.0 million), or 14.9% of revenues, from NIS 65.9 million (USD 18.7 million), or 14.5% of revenues, recorded in fiscal year 2021. The increase in selling expenses was mainly due to a growth in advertising and sales promotion.

General and administrative expenses for fiscal year 2022 increased by 3.5% to NIS 24.1 million (USD 6.8 million), or 4.8% of revenues, from NIS 23.3 million (USD 6.6 million), or 5.1% of revenues, recorded in fiscal year 2021. The increase in general and administrative expenses was primarily due to an increase in management compensation as a result of grants made under the Company's option plan.

Operating profit for fiscal year 2022 decreased by NIS 4.3 million (USD 1.2 million), to NIS 45.1 million (USD 12.8 million), or 9.0% of revenues, from NIS 49.4 million (USD 14.0 million), or 10.9% of revenues, recorded in fiscal year 2021. The decrease in operating profit was primarily due to an increase in selling expenses.

Financial income, net, for fiscal year 2022 amounted to NIS 8.9 million (USD 2.5 million), compared to NIS  8.5million (USD 2.4 million) recorded in fiscal year 2021. Financial income, net for fiscal year 2022 comprised mainly of income from interest and dividend income from the Company’s portfolio of securities in an amount of NIS 9.0 million (USD 2.6 million) and exchange rate differences in an amount of NIS 4.4 million (USD 1.3 million), offset by expenses from revaluation of the Company’s portfolio of securities to fair value in an amount of NIS 3.8 million (USD 1.1 million) and other finance expenses in an amount of NIS 0.7 million (USD 0.2 million).

Willi-Food ended fiscal year 2022 with NIS 267.4 million (USD 76.0 million) in cash and cash equivalents with no debt. Net cash from operating activities in fiscal year 2022 was NIS 14.3 million (USD 4.1 million). Willi-Food's shareholders' equity at the end of December 2022 was NIS 559.4 million (USD 158.9 million).

NOTE A: NIS to US$ exchange rate used for convenience only

The conversion from New Israeli Shekels (NIS) into U.S. dollars was made at the exchange rate of USD 1.00 to NIS 3.52 as of December 31, 2022. The use of USD is solely for the convenience of the reader.

NOTE B: IFRS

The Company’s consolidated financial results for fiscal year ended December 31, 2022 are presented in accordance with International Financial Reporting Standards.

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 STATEMENTS

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, 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, adverse effects from the ongoing COVID-19 pandemic, disruptions to global shipping, 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, 2022, filed with the Securities and Exchange Commission on March 22, 2022. 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

	December 31,						December 31,
	2 0 2 2			2 0 2 1			2 0 2 2			2 0 2 1
	NIS						US dollars (*)
	(in thousands)
ASSETS
Current assets
Cash and cash equivalents		150,607			195,718			42,786			55,602
Financial assets at fair value through profit or loss		116,762			154,090			33,171			43,776
Trade receivables		165,838			134,017			47,113			38,073
Other receivables and prepaid expenses		4,956			4,939			1,407			1,403
Inventories		71,929			59,528			20,434			16,911
Current tax assets		3,117			5,780			886			1,642
Total current assets		513,209			554,072			145,797			157,407
Non-current assets
Property, plant and equipment		99,216			87,245			28,186			24,786
Less -Accumulated depreciation		51,533			48,431			14,640			13,759
		47,683			38,814			13,546			11,027
Right of use asset		3,391			4,088			963			1,161
Financial assets at fair value through profit or loss		44,113			31,056			12,532			8,823
Goodwill		36			36			10			10
Total non-current assets		95,223			73,994			27,051			21,021
		608,432			628,066			172,848			178,428
EQUITY AND LIABILITIES
Current liabilities
Current maturities of lease liabilities		2,194			1,136			623			323
Trade payables		24,842			20,386			7,056			5,791
Employees Benefits		3,756			3,442			1,067			978
Financial liabilities at fair value through profit or loss		-			13,960			-			3,966
Other payables and accrued expenses		11,836			11,216			3,363			3,186
Total current liabilities		42,628			50,140			12,109			14,244
Non-current liabilities
Lease liabilities		1,284			3,062			365			870
Deferred taxes		4,198			2,017			1,193			573
Retirement benefit obligation		878			1,615			249			459
Total non-current liabilities		6,360			6,694			1,807			1,902
Shareholders' equity
Share capital		1,490			1,490			423			423
Additional paid in capital		171,550			170,760			48,735			48,511
Remeasurement of the net liability in respect of defined benefit		(195	)		(959	)		(55	)		(272	)
Capital fund		247			247			70			70
Retained earnings		386,980			400,322			109,937			113,728
Treasury shares		(628	)		(628	)		(178	)		(178	)
Equity attributable to owners of the Company		559,444			571,232			158,932			162,282
		608,432			628,066			172,848			178,428

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

G. WILLI‑FOOD INTERNATIONAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

	For the year ended December 31,						For the year ended December 31,
	2 0 2 2			2 0 2 1			2 0 2 2			2 0 2 1
	NIS						US dollars (*)
	In thousands (except per share and share data)
Sales		498,325			454,213			141,570			129,038
Cost of sales		355,228			315,920			100,917			89,750
Gross profit		143,097			138,293			40,653			39,288
Operating costs and expenses:
Selling expenses		74,106			65,869			21,053			18,713
General and administrative expenses		24,117			23,299			6,851			6,619
Other income		(222	)		(230	)		(63	)		(65	)
Total operating expenses		98,001			88,938			27,841			25,267
Operating profit		45,096			49,355			12,812			14,021
Financial income		25,657			28,957			7,289			8,226
Financial expense		16,779			20,492			4,767			5,822
Total Finance income		8,878			8,465			2,522			2,404
Profit before taxes on income		53,974			57,820			15,334			16,426
Taxes on income		12,410			12,719			3,526			3,613
Income after taxes on income		41,564			45,101			11,808			12,813
Earnings per share:
Basic / diluted earnings per share		3.00			3.25			0.86			0.92
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

	For the year ended						For the year ended
	December 31,						December 31,
	2 0 2 2			2 0 2 1			2 0 2 2			2 0 2 1
	NIS						US dollars (*)
	In thousands (except per share and share data)
CASH FLOWS - OPERATING ACTIVITIES
Profit from continuing operations		41,564			45,101			11,808			12,813
Adjustments to reconcile net profit to net cash provided (used in) continuing operating activities (Appendix A)		(27,495	)		416			(7,812	)		118
Net cash from continuing operating activities		14,069			45,517			3,996			12,931
CASH FLOWS - INVESTING ACTIVITIES
Acquisition of property plant and equipment		(13,350	)		(6,209	)		(3,793	)		(1,764	)
Proceeds from sale of property plant and equipment		351			230			100			65
Proceeds from loans granted to others		-			18,707			-			5,315
Proceeds from sale (purchase) of marketable securities, net		21,285			2,718			6,047			772
Net cash provided investing activities		8,286			15,446			2,354			4,388
CASH FLOWS - FINANCING ACTIVITIES
Lease liability payments		(2,180	)		(2,169	)		(619	)		(616	)
Dividend distribution		(54,906	)		(59,975	)		(15,598	)		(17,038	)
Net cash used in financing activities		(57,086	)		(62,144	)		(16,217	)		(17,655	)
Increase (decrease) in cash and cash equivalents		(34,731	)		(1,181	)		(9,867	)		(336	)
Cash and cash equivalents at the beginning of the year		195,718			201,822			55,602			57,336
Exchange losses on cash and cash equivalents		(10,380	)		(4,923	)		(2,949	)		1,399
Cash and cash equivalents at the end of the year		150,607			195,718			42,786			55,602

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

G. WILLI-FOOD INTERNATIONAL LTD.

APPENDIX TO CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

	For the year ended						For the year ended
	December 31,						December 31,
	2 0 2 2			2 0 2 1			2 0 2 2			2 0 2 1
	NIS						US dollars (*)
	In thousands (except per share and share data)
CASH FLOWS - OPERATING ACTIVITIES:
A.          Adjustments to reconcile net profit to net cash from (used to)               continuing operating activities
Decrease in deferred income taxes		2,181			1,249			620			355
Unrealized loss (gain) on marketable securities		2,985			(19,464	)		848			(5,530	)
Loss (gain) of financial liabilities at fair value through profit or loss		(13,960	)		13,960			(3,966	)		3,966
Depreciation and amortization		6,508			6,200			1,849			1,761
Share based payment		790			-			224			-
Capital gain on disposal of property plant and equipment		(222	)		(230	)		(63	)		(65	)
Exchange losses on cash and cash equivalents		10,380			4,923			2,949			1,399
Changes in assets and liabilities:
Decrease (increase) in trade receivables and other receivables		(17,151	)		10,190			(4,872	)		2,895
Increase in inventories		(12,401	)		(14	)		(3,523	)		(4	)
Increase (decrease) in trade and other payables, and other current liabilities		5,418			(3,405	)		1,539			(967	)
Cash generated from operations		(15,472	)		13,409			(4,395	)		3,809
Income tax paid		(12,023	)		(12,993	)		(3,417	)		(3,691	)
Net cash flows from operating activities		(27,495	)		416			(7,812	)		118

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

Company Contact:

G. Willi - Food International Ltd.

Yitschak Barabi, Chief Financial Officer

(+972) 8-932-1000

itsik.b@willi-food.co.il

SOURCE: G. Willi-Food International Ltd.