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 August 2004 ------------------ G. WILLI-FOOD INTERNATIONAL LTD. (Translation of registrant's name into English) 3 Nahal Snir St., Yavne, Israel 81224 (Address of principal executive offices) ------------------ 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-________. On August 4, 2004, G. Willi-Food International Ltd. (the "Registrant") announced its unaudited financial results for the second quarter and for the six months ended June 30, 2004. EXHIBITS The following document is filed herewith as an exhibit to this Form 6-K: Copy of the Company's press release, dated August 4, 2004. 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: August 4, 2004 By: /S/ Joseph Williger ----------------------- Joseph Williger Chief Executive Officer G. WILLI-FOOD INTERNATIONAL LTD REPORTS RECORD SALES, OPERATING INCOME AND NET INCOME IN Q2 SALES INCREASE OF 34%, OPERATING INCOME INCEASE OF 237%, NET INCOME INCREASE OF 87% Yavne, Israel, August 4, 2004. G. Willi-Food International Ltd. (NASDAQ: WILCF) today reported its unaudited financial results for the second quarter and the six months ended June 30, 2004. THE THREE MONTHS ENDING JUNE 30, 2004: Total sales for the three months ending June 30, 2004 INCREASED BY 34% to NIS 45,882,000 (US$ 10,203,000) from NIS 34,295,000 (US$ 7,626,000) for the same period in 2003. The increase of the total sales for the three months ending June 30, 2004 was due primarily to expanded advertising efforts under the Company's "WILLI FOOD" label during the first quarter of 2004 and reflects the success of the Company's heightened marketing efforts and the acceptance of new products in the marketplace. Gross profit for the three months ending June 30, 2004 INCREASED BY 79% to NIS 12,563,000 (US$ 2,794,000) from NIS 7,037,000 (US$ 1,565,000) for the same period in 2003. The gross profit represents 27% of the total sales for the three months ending June 30, 2004 in comparing with 21% for the same period in 2003. The increase is primarily attributable to the increased sales, change of products' variety, improvement of purchasing terms and an increase of the sales to the wholesalers and institutional consumers and decrease of the sales to the Supermarket Chains. Operating income for the three months ending June 30, 2004 INCREASED BY 237% to NIS 6,205,000 (US$ 1,380,000) from NIS 1,843,000 (US$ 410,000) for the same period in 2003. Net income for the three months ending June 30, 2004 INCREASED BY 87% to NIS 4,385,000 (US$ 975,000) from NIS 2,346,000 (US$ 522,000) for the same period in 2003. Basic earnings per share for the three months ending June 30, 2004 increased to NIS 1.02 (US$ 0.23) from NIS 0.55 (US$ 0.12) in the same period in 2003. G. Willi-Food International Ltd., is engaged in the import, marketing and distribution of over 400 food products, including canned vegetables, pickled olives and other pickled vegetables, packaged fruit, canned and frozen fish, edible oil, dried fruit and nuts, coffee creamers, jams, halva, pasta, tahini, butter cookies and pastries, certain dairy products and certain frozen or chilled products. The company believes that it is one of the leading importers in Israel of such a broad range of imported food products. The company sells products with widespread demand in the Israeli marketplace, as well as products that cater to more select groups. # # # 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. G. WILLI-FOOD INTERNATIONAL LTD. CONDENSED CONSOLIDATED BALANCE SHEETS CONVENIENCE ADJUSTED NEW TRANSLATION ISRAELI SHEKELS(1) INTO U.S. DOLLARS ------- ------------- ------------- JUNE 30 DECEMBER 31, JUNE 30 ------- ------- ------- 2 0 0 4 2 0 0 3 2 0 0 4 ------- ------- ------- I N T H O U S A N D S ------------------------------------------- ASSETS CURRENT ASSETS Cash and cash equivalents 37,561 12,463 8,352 Marketable securities 7,248 42,298 1,612 Trade receivables 42,623 29,674 9,478 Receivables and other current assets 2,194 2,902 488 Related parties 467 - 104 Inventories 23,434 18,823 5,211 ------- ------- ------- TOTAL CURRENT ASSETS 113,527 106,160 25,245 ------- ------- ------- PROPERTY AND EQUIPMENT, NET 3,197 3,398 711 OTHER ASSETS, NET 59 61 13 ------- ------- ------- 116,783 109,619 25,969 ======= ======= ======= LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Payables: Current maturity 15 45 3 Trade payables 15,763 16,110 3,504 Related parties 1,663 1,348 371 Payables and other current liabilities 5,720 4,796 1,272 ------- ------- ------- TOTAL CURRENT LIABILITIES 23,161 22,299 5,150 ------- ------- ------- LONG TERM LIABILITIES Accrued severance pay, net 196 170 44 Other long term liabilities - - - ------- ------- ------- TOTAL LONG TERM LIABILITIES 196 170 44 ------- ------- ------- SHAREHOLDERS' EQUITY 93,426 87,150 20,775 ------- ------- ------- 116,783 109,619 25,969 ======= ======= ======= (1) Adjusted to NIS as of December 2003 G. WILLI-FOOD INTERNATIONAL LTD. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS ADJUSTED ADJUSTED NEW NEW ISRAELI ISRAELI CONVENIENCE TRANSLATION SHEKELS(1) SHEKELS(1) INTO U.S. DOLLARS --------- --------- ---------------------- SIX MONTHS THREE MONTHS SIX MONTHS THREE MONTHS ---------------------- ---------------------- --------- --------- ENDED JUNE 30, ENDED JUNE 30 ------------------------------------------------ ---------------------- 2 0 0 4 2 0 0 3 2 0 0 4 2 0 0 3 2 0 0 4 2 0 0 4 --------- --------- --------- --------- --------- --------- I N T H O U S A N D S (EXCEPT PER SHARE AND SHARE DATA) -------------------------------------------------------------------------- Sales 90,313 71,989 45,882 34,295 20,084 10,203 Cost of sales 69,352 56,708 33,319 27,258 15,422 7,409 --------- --------- --------- --------- --------- --------- GROSS PROFIT 20,961 15,281 12,563 7,037 4,662 2,794 --------- --------- --------- --------- --------- --------- Selling expenses 8,586 5,347 3,545 3,058 1,909 788 General and administrative expenses 4,647 4,319 2,813 2,136 1,034 626 --------- --------- --------- --------- --------- --------- Total operating expenses 13,233 9,666 6,358 5,194 2,943 1,414 --------- --------- --------- --------- --------- --------- OPERATING INCOME 7,728 5,615 6,205 1,843 1,719 1,380 Financial income, net 694 1,626 148 1,085 154 33 Other income 34 - - - 8 - --------- --------- --------- --------- --------- --------- Income before taxes on income 8,456 7,241 6,353 2,928 1,881 1,413 Taxes on income 2,734 1,872 1,968 582 608 438 --------- --------- --------- --------- --------- --------- NET INCOME 5,722 5,369 4,385 2,346 1,273 975 ========= ========= ========= ========= ========= ========= Earnings per share data: Earnings per share: Basic 1.33 1.25 1.02 0.55 0.3 0.23 ========= ========= ========= ========= ========= ========= Diluted 1.33 1.25 1.02 0.55 0.3 0.23 ========= ========= ========= ========= ========= ========= Shares used in computing basic and diluted earnings per ordinary share: 4,292,500 4,277,500 4,307,500 4,277,500 4,292,500 4,307,500 ========= ========= ========= ========= ========= ========= (1) Adjusted to NIS as of December 2003