Report of Foreign Issuer (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 November 2018

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- ________

Attached hereto and incorporated by reference herein is a press release, dated November 15, 2018, titled : "G. Willi-Food international Reports improvements in major operational parameters in third quarter 2018 compared to third quarter 2017".

This 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.

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/ Amir Kaplan

Name: Amir Kaplan

Title: Chief Financial Officer

Date: November 15 , 2018

FOR IMMEDIATE RELEASE

G. WILLI-FOOD INTERNATIONAL REPORTS IMPROVEMENTS IN MAJOR

OPERATIONAL PARAMETERS IN THIRD QUARTER 2018 COMPARED TO

THIRD QUARTER 2017

THE COMPANY'S OPERATING PROFIT IN THE FIRST NINE MONTHS OF 2018 INCREASED

BY 107.8% COMPARED TO ITS OPERATING PROFIT IN THE FIRST NINE MONTHS OF 2017

YAVNE, Israel – November 15, 2018 - 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 third quarter ended September 30, 2018.

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

Third Quarter Fiscal Year 2018 Highlights

·	Sales increased by 3.0% year-over-year to NIS 82.4 million (US$ 22.7 million)

·	Gross profit increased by 22.3% year-over-year to NIS 25.5 million (US$ 7.0 million)

·	Operating profit of NIS 10.5 million (US$ 2.9 million), or 12.7% of sales, compared to operating profit of NIS 8.3 million (US$ 2.3 million), or 10.3% of sales, in the comparable quarter of 2017

·	Net profit increased by 25.6% year-over-year to NIS 10.3 million (US$ 2.8 million), or 12.5% of sales

·	Net cash from operating activities of NIS 6.3 million (US$ 1.7 million)

·	Cash and securities balance of NIS 274.4 million (US$ 75.6 million) as of September 30, 2018

·	Earnings per share of NIS 0.78 (US$ 0.22)

Management Comment

Zwi Williger & Joseph Williger, Co-Chairmen of Willi-Food, commented: "We are pleased to present the third quarter 2018 financial results which show improvements in sales, gross profit, operating profit and net profit over the comparable period last year. Sales increased by 3% versus third quarter of 2017, gross profit increased by 22.3% versus third quarter of 2017, operating profit increased by 26.7% versus third quarter of 2017, and net profit increased by 25.6% versus third quarter of 2017.

This is the fifth consecutive quarter since the Company's control has been changed and new managers have been appointed, in which the Company presents continued improvement over the comarable quarter of the previous year in its business results. We believe that the activities we are taking will continue to generate steady growth and increase profitability over time.

Third Quarter Fiscal 2018 Summary

Sales for the third quarter of 2018 increased by 3.0% to NIS 82.4 million (US$ 22.7 million) from NIS 80.0 million (US$ 22.1 million) recorded in the third quarter of 2017. Sales increased in the third quarter of 2018 primarily due to an increase in advertising and promotion of our products and increasing the Company's range of products.

Gross profit for the third quarter of 2018 increased by 22.3% to NIS 25.5 million (US$ 7.0 million) compared to NIS 20.9 million (US$ 5.8 million) recorded in the third quarter of 2017. Third quarter gross margin increased by 18.7% to 31.0% compared to gross margin of 26.1% for the same period in 2017. The increase in gross margin was the result of the Company's continued strategic focus on selling a favorable mix of products, which generate a higher gross margin.

Willi-Food’s operating profit for the third quarter of 2018 increased by 26.7% to NIS 10.5 million (US$ 2.9 million) compared to operating profit of NIS 8.3 million (US$ 2.3 million) in the third quarter of 2017.

Selling expenses increased by 20.3% from the comparable quarter of 2017 primarily due to an increase in advertising campaign and promotional expenses. Selling expenses as a percentage of sales were 13.5%, compared to 11.6% in the third quarter of 2017.

General and administrative expenses were NIS 4.0 million (US$ 1.1 million) in the third quarter of 2018, an increase of 19.0% compared to NIS 3.4 million (US$ 0.9 million) in the third quarter of 2017. This increase was primarily due to an increase payroll expenses.

Willi-Food’s income before taxes for the third quarter of 2018 was NIS 13.1 million (US$ 3.6 million) compared to income before taxes of NIS 10.9 million (US$ 3.0 million) in the third quarter of 2017.

Willi-Food's net profit in the third quarter of 2018 was NIS 10.3 million (US$ 2.8 million), or NIS 0.78 (US$ 0.21) per share, compared to NIS 8.2 million (US$ 2.3 million), or NIS 0.62 (US$ 0.17) per share, recorded in the third quarter of 2017.

Willi-Food ended the third quarter of 2018 with NIS 274.4 million (US$ 75.6 million) in cash and securities. Net cash from operating activities for the third quarter of 2018 was NIS 6.3 million (US$ 1.7 million). Willi-Food's shareholders' equity at the end of September 2018 was NIS 439.6 million (US$ 121.2 million).

Nine months Fiscal 2018 Highlights

Sales increased by 6.0% year-over-year to NIS 254.2 million (US$ 70.1 million)

Gross profit increased by 26.1% year-over-year to NIS 72.5 million (US$ 20.0 million), or 28.5% of sales

Operating profit increased by 107.8% year-over-year to NIS 27.6 million (US$ 7.6 million), or 10.9% of sales

Net profit increased 70.6% year-over-year to NIS 24.0 million (US$ 6.7 million), or 9.4% of sales.

Net cash from operating activities of NIS 17.5 million (US$ 4.8 million)

Earning per share of NIS 1.81 (US$ 0.50)

Nine months Fiscal 2018 Summary

Willi-Food’s sales for the nine-month period ending September 30, 2018 increased by 6.0% to NIS 254.2 million (US$ 70.1 million) compared to sales of NIS 239.8 million (US$ 66.1 million) in the nine months of 2017. Sales increased in the nine months of 2018 primarily to due redirection of resources in favor of sales, increasing the Company's range of products and proper inventory management.

Gross profit for the period increased by 26.1% to NIS 72.5 million (US$ 20.0 million) compared to gross profit of NIS 57.5 million (US$ 15.9 million) for the nine months of 2017.Gross margin for the first nine months of 2018 was 28.5% compared to a gross margin of 24.0% for the same period in 2017. The increase in gross margin was the result of the Company's continued strategic focus on selling a favorable mix of products which generate a higher gross margin.

Operating profit for the first nine months of 2018 increased by 107.8% to NIS 27.6 million (US$ 7.6 million) from NIS 13.3 million (US$ 3.7 million) reported in the comparable period of last year primarily due to the increase of gross profit.

Income before taxes for the first nine months of 2018 increased by 73.4% to NIS 30.7 million (US$ 8.5 million) compared to NIS 17.7 million (US$ 4.9 million) recorded in the first nine months of 2017.

Net income for the nine months of 2018 increased by 70.6% to NIS 24.0 million (US$ 6.7 million), or NIS 1.81 (US$ 0.50) per share, from NIS 14.1 million (US$ 3.9 million), or NIS 1.06 (US$ 0.29) per share, recorded in the first nine months of 2017.

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 September 30, 2018, U.S. $1.00 equals NIS 3.627 The translation was made solely for the convenience of the reader.

IFRS

The Company’s consolidated financial results for the nine-month period ended September 30, 2018 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 600 food products worldwide. As one of Israel's leading food importers, Willi-Food markets and sells its food products to over 1,500 customers 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 Gold Frost, a wholly owned subsidiary who 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 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, 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, 2017, filed with the Securities and Exchange Commission on April 30, 2018. 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.

{FINANCIAL TABLES TO FOLLOW}

G. WILLI-FOOD INTERNATIONAL LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS

	September 30,						December 31			September 30,						December 31
	2018			2017			2017			2018			2017			2017
	NIS									US dollars (*)
	(in thousands)
ASSETS

Current assets
Cash and cash equivalents		126,185			111,350			113,062			34,790			30,700			31,172
Financial assets carried at fair value through profit or loss		148,174			122,981			143,514			40,853			33,908			39,568
Trade receivables		96,099			95,993			85,943			26,495			26,466			23,695
Other receivables and prepaid expenses		1,270			2,621			5,996			350			723			1,653
Inventories		49,244			41,646			39,899			13,577			11,482			11,001
Current tax assets		2,154			6,308			6,760			595			1,739			1,864
Total current assets		423,126			380,899			395,174			116,660			105,018			108,953

Non-current assets
Property, plant and equipment		78,858			78,315			78,598			21,742			21,592			21,670
Less -Accumulated depreciation		39,296			36,530			37,389			10,834			10,072			10,309
		39,562			41,785			41,209			10,908			11,520			11,361

Goodwill		36			36			36			10			10			10
Deferred taxes		882			1,619			503			243			446			139
Total non-current assets		40,480			43,440			41,748			11,161			11,976			11,510

		463,606			424,339			436,922			127,821			116,994			120,463

EQUITY AND LIABILITIES

Current liabilities
Trade payables		15,252			10,463			12,800			4,205			2,885			3,529
Employees Benefits		2,269			2,117			2,147			625			584			592
Other payables and accrued expenses		5,461			5,789			5,246			1,506			1,595			1,446
Total current liabilities		22,982			18,369			20,193			6,336			5,064			5,567

Non-current liabilities
retirement benefit obligation		1,065			1,212			1,148			294			334			317
Total non-current liabilities		1,065			1,212			1,148			294			334			317

Shareholders' equity
Share capital NIS 0.1 par value (authorized - 50,000,000 shares, issued and outstanding - 13,240,913 shares at September 30, 2018; and December 31, 2017)		1,424			1,424			1,424			393			393			393
Additional paid in capital		128,354			128,354			128,354			35,388			35,388			35,388
Capital fund		247			247			247			68			68			68
Remeasurement of the net liability in respect of defined benefit		(954	)		(809	)		(954	)		(263	)		(223	)		(263	)
Retained earnings		310,488			275,542			286,510			85,605			75,970			78,993
Equity attributable to owners of the Company		439,559			404,758			415,581			121,191			111,596			114,579

		463,606			424,339			436,922			127,821			116,994			120,463

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

G. WILLI-FOOD INTERNATIONAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

	Nine months					Three months						Nine months
	ended					ended						ended
	September 30,					September 30,						September 30,
	2018			2017		2018			2017			2018			2017
	NIS											US dollars (*)
	In thousands (except per share and share data)

Sales		254,221			239,771		82,440			80,041			70,091			66,107
Cost of sales		181,735			182,270		56,908			59,166			50,106			50,254

Gross profit		72,486			57,501		25,532			20,875			19,985			15,853

Operating costs and expenses:

Selling expenses		32,040			32,296		11,145			9,260			8,834			8,904
General and administrative expenses		12,921			12,229		3,989			3,352			3,562			3,372
Other income		69			301		69			-			19			83

Total operating expenses		44,892			44,224		15,065			12,612			12,377			12,193

Operating income		27,594			13,277		10,467			8,263			7,608			3,660

Financial income		1,741			7,853		2,396			2,352			480			2,165
Financial expense		(1,372	)		3,423		(261	)		(264	)		(378	)		944

Total financial income		3,113			4,430		2,657			2,616			858			1,221

Income before taxes on income		30,707			17,707		13,124			10,879			8,466			4,881

Taxes on income		6,730			3,653		2,842			2,691			1,856			1,007

Profit for the period		23,977			14,054		10,282			8,188			6,610			3,874

Earnings per share:
Basic earnings per share		1.81			1.06		0.78			0.62			0.50			0.29

Diluted earnings per share		1.81			1.06		0.78			0.62			0.50			0.29

Shares used in computation of basic EPS		13,240,913			13,240,913		13,240,913			13,240,913			13,240,913			13,240,913

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

G. WILLI-FOOD INTERNATIONAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

	Nine months						Three months						Nine months
	ended						ended						ended
	September 30,						September 30,						September 30,
	2018			2017			2018			2017			2018			2017
	NIS												US dollars (*)
	(in thousands)

CASH FLOWS - OPERATING ACTIVITIES
Profit from continuing operations		23,977			14,054			10,282			8,188			6,611			3,875
Adjustments to reconcile net profit to net cash used in continuing operating activities (Appendix)		(6,520	)		(19,320	)		(3,945	)		22,817			(1,798	)		(5,327	)

Net cash used in (used to) continuing operating activities		17,457			(5,266	)		6,337			31,005			4,813			(1,452	)

CASH FLOWS - INVESTING ACTIVITIES
Acquisition of property plant and equipment		(1,392	)		(2,202	)		(815	)		(609	)		(384	)		(607	)
Proceeds from sale of property plant and Equipment		415			301			415			-			114			83
Acquisition of marketable securities, net		(7,327	)		(13,228	)		(10,634	)		(9,632	)		(2,020	)		(3,647	)
Proceeds of non current financial assets		3,970			2,168			-			1,398			1,095			598
Net cash from continuing investing activities		(4,334	)		(12,961	)		(11,034	)		(8,843	)		(1,195	)		(3,573	)

Increase (decrease) in cash and cash equivalents		13,123			(18,227	)		(4,697	)		22,162			3,618			(5,025	)

Cash and cash equivalents at the beginning of the financial period		113,062			129,577			130,882			89,188			31,172			35,726

Cash and cash equivalents of the end of the financial year		126,185			111,350			126,185			111,350			34,790			30,700

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

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 operating activities:

	Nine months						Three months						Nine months
	ended						ended						ended
	September 30,						September 30,						September 30,
	2018			2017			2018			2017			2018			2017
	NIS												US dollars (*)
	(in thousands)

Decrease (increase) in deferred income taxes		(379	)		735			426			1,509			(104	)		203
Unrealized gain on marketable securities		2,670			(4,832	)		2,421			(2,804	)		736			(1,332	)
Depreciation and amortization		2,691			2,658			857			868			742			731
Capital gain on disposal of property plant and equipment		(69	)		(301	)		(69	)		-			(19	)		(83	)

Changes in assets and liabilities:
Increase in trade receivables and other receivables		(4,794	)		(16,624	)		(1,153	)		(2,124	)		(2,266	)		(4,583	)
Decrease (increase) in inventories		(9,345	)		231			(4,550	)		29,281			(2,577	)		64
Increase (decrease) in trade and other payables, and other current liabilities		2,706			(1,187	)		(1,877	)		(3,913	)		1,690			(327	)

		(6,520	)		(19,320	)		(3,945	)		22,817			(1,798	)		(5,327	)

B. Significant non-cash transactions:

	Nine months				Three months				Nine months
	ended				ended				ended
	September 30,				September 30,				September 30,
	2018		2017		2018		2017		2018		2017
	NIS								US dollars (*)
	(in thousands)

Supplemental cash flow information:
Income tax paid		5,761		4,377		1,812		658		1,588		1,207