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 May 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 May 24, 2018, entitled " G. Willi-Food international Reports Major Improvements in All Major Operational Parameters in First Quarter 2018 Compared to First 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: May 24, 2018

FOR IMMEDIATE RELEASE

G. WILLI-FOOD INTERNATIONAL REPORTS MAJOR IMPROVEMENTS IN

ALL MAJOR OPERATIONAL PARAMETERS IN FIRST QUARTER 2018

COMPARED TO FIRST QUARTER 2017

YAVNE, Israel – May 24, 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 first quarter ended March 31, 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.

First Quarter Fiscal Year 2018

·	Sales increased by 12.1% year-over-year to NIS 93.4 million (US$ 26.6 million).

·	Gross profit increased by 12.5% year-over-year to NIS 24.8 million (US$ 7.1 million).

·	Operating profit increased by 43.4% year-over-year to NIS 9.6 million (US$ 2.7 million).

·	Net profit increased by 67.9% year-over-year to NIS 7.2 million (US$ 2.1 million).

·	Net cash from operating activities of NIS 3.3 million (US$ 0.9 million).

·	Cash and securities balance net of short-term bank debt of NIS 261.5 million (US$ 74.4 million) as of March 31, 2018.

·	Earnings per share of NIS 0.54 (US$ 0.15).

Management Comment

Zwi Williger & Joseph Williger, Co-Chairmen of Willi-Food, commented: "We are pleased to present first quarter 2018 financial report which shows improvements in sales, gross profit, operating profit and net profit. Sales increased by 12.1% versus first quarter of 2017, gross profit increased by 12.5% versus first quarter of 2017, operating profit increased by 43.4% versus first quarter of 2017, and net profit increased by 67.9% versus first quarter of 2017.

Since the ownership of the company has been changed, the new management appointed and the new management's initiatives were introduced, Willi-Food shows major improvements in all operational parameters. The new management's initiatives allow for organizational stability and provide a solid basis for enhanced future growth."

First Quarter Fiscal 2018 Summary

Sales for the first quarter of 2018 increased by 12.1% to NIS 93.4 million (US$ 26.6 million) from NIS 83.3 million (US$ 23.7 million) recorded in the first quarter of 2017. Sales increased in the first quarter of 2018 primarily due redirection of resources in favor of sales, increasing the range of the Company's products and proper inventory management.

Gross profit for the first quarter of 2018 increased by 12.5% to NIS 24.8 million (US$ 7.1 million) compared to NIS 22 million (US$ 6.3 million) recorded in the first quarter of 2017 primarily due to the sales increase. First quarter gross margin increased by 0.4% to 26.5% compared to gross margin of 26.4% 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 first quarter of 2018 increased by 43.4% to NIS 9.6 million (US$ 2.7 million) compared to NIS 6.7 million (US$ 1.9 million) in the first quarter of 2017 primarily due to the sales increase. Selling expenses decreased by 9.5% from the comparable quarter of 2017 primarily due to a decrease in promotional expenses. Selling expenses as a percentage of sales were 11.5%, compared to 14.2% in the first quarter of 2017.

General and administrative expenses were NIS 4.5 million (US$ 1.3 million) in the first quarter of 2018, an increase of 27.1% compared to NIS 3.5 million (US$ 1 million) in the first quarter of 2017. This was primarily due to an increase in manpower and management salary.

Willi-Food’s income before taxes for the first quarter of 2018 was NIS 9.5 million (US$ 2.7 million) compared to income before taxes of NIS 5.8 million (US$ 1.6 million) in the first quarter of 2017.

Willi-Food's net profit in the first quarter of 2018 was NIS 7.2 million (US$ 2.1 million), or NIS 0.54 (US$ 0.15) per share, compared to NIS 4.3 million (US$ 1.2 million), or NIS 0.32 (US$ 0.09) per share, recorded in the first quarter of 2017.

Willi-Food ended the first quarter of 2018 with NIS 261.5 million (US$ 74.4 million) in cash and securities net of short-term bank debt. Net cash from operating activities for the first quarter of 2018 was NIS 3.3 million (US$ 0.9 million). Willi-Food's shareholders' equity at the end of March 2018 was NIS 422.8 million (US$ 120.3 million).

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 March 31, 2018, U.S. $1.00 equals NIS 3.514 The translation was made solely for the convenience of the reader.

IFRS

The Company’s consolidated financial results for the three-month period ended March 31, 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

	March 31,						December 31			March 31,						December 31
	2 0 1 8			2 0 1 7			2 0 1 7			2 0 1 8			2 0 1 7			2 0 1 7
	NIS									US dollars (*)
	(in thousands)
ASSETS

Current assets
Cash and cash equivalents		140,337			84,590			113,062			39,937			24,072			32,175
Financial assets carried at fair value through profit or loss		141,341			108,353			143,514			40,222			30,835			40,841
Trade receivables		103,406			94,013			85,943			29,427			26,754			24,457
Other receivables and prepaid expenses		3,679			7,524			5,996			1,046			2,141			1,706
Inventories		39,508			76,548			39,899			11,243			21,784			11,355
Current tax assets		2,466			6,319			6,760			702			1,798			1,924
Total current assets		430,737			377,347			395,174			122,577			107,384			112,458

Non-current assets
Property, plant and equipment		78,655			77,946			78,598			22,383			22,182			22,367
Less -Accumulated depreciation		38,309			36,323			37,389			10,902			10,337			10,640
		40,346			41,623			41,209			11,481			11,845			11,727

Goodwill		36			36			36			10			10			10
Deferred taxes		862			1,830			503			245			521			143
Total non-current assets		41,244			43,489			41,748			11,736			12,376			11,880

		471,981			420,836			436,922			134,313			119,760			124,338

EQUITY AND LIABILITIES

Current liabilities
Short-term bank debt		20,161			-			-			5,737			-			-
Trade payables		16,730			18,470			12,800			4,761			5,256			3,642
Employees Benefits		3,162			3,956			2,147			900			1,126			611
Other payables and accrued expenses		7,989			2,248			5,246			2,273			640			1,493
Total current liabilities		48,042			24,674			20,193			13,671			7,022			5,746

Non-current liabilities
retirement benefit obligation		1,148			864			1,148			327			246			327
Total non-current liabilities		1,148			864			1,148			327			246			327

Shareholders' equity
Share capital NIS 0.1 par value (authorized - 50,000,000 shares, issued and outstanding - 13,240,913 shares at March 31, 2018; and December 31, 2017)		1,425			1,425			1,425			406			406			406
Additional paid in capital		128,354			128,354			128,354			36,526			36,526			36,526
Capital fund		247			247			247			71			71			71
Remeasurement of the net liability in respect of defined benefit		293,719			265,780			286,509			83,583			75,634			81,533
Retained earnings		(954	)		(508	)		(954	)		(271	)		(145	)		(271	)
Equity attributable to owners of the Company		422,791			395,298			415,581			120,315			112,492			118,265

		471,981			420,836			436,922			134,313			119,760			124,338

(*) 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 1 8			2 0 1 7			2 0 1 8			2 0 1 7
	NIS						US dollars (*)
	In thousands (except earnings per share and share data)

Sales		93,371			83,291			26,571			23,703
Cost of sales		68,582			61,266			19,517			17,435

Gross profit		24,789			22,025			7,054			6,268

Operating costs and expenses:

Selling expenses		10,722			11,853			3,051			3,373
General and administrative expenses		4,511			3,549			1,284			1,010
Other (expense) income		-			39			-			11

Total operating expenses		15,233			15,363			4,335			4,372

Operating income		9,556			6,662			2,719			1,896

Investments income		(460	)		2,147			(131	)		611
Finance cost		(437	)		3,018			(125	)		859

Total financial income (expenses), net		(23	)		(871	)		(6	)		(248	)

Income before taxes on income		9,533			5,791			2,713			1,648
Taxes on income		(2,323	)		(1,497	)		(661	)		(426	)

Profit for the period		7,210			4,294			2,052			1,222

Earnings per share:
Basic earnings per share		0.54			0.32			0.15			0.09

Diluted earnings per share		0.54			0.32			0.15			0.09

Shares used in computation of basic EPS		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

	Three months						Three months
	ended						ended
	March 31,						March 31,
	2 0 1 8			2 0 1 7			2 0 1 8			2 0 1 7
	NIS						US dollars (*)
	(in thousands)

CASH FLOWS - OPERATING ACTIVITIES
Profit from operations		7,210			4,293			2,052			1,222
Adjustments to reconcile net profit to net cash used in operating activities (Appendix)		(3,914	)		(47,608	)		(1,114	)		(13,548	)

Net cash used in (used to) operating activities		3,296			(43,315	)		938			(12,326	)

CASH FLOWS - INVESTING ACTIVITIES
Acquisition of property plant and equipment		(57	)		(311	)		(16	)		(89	)
Proceeds from sale of property plant and Equipment		-			39			-			11
Proceeds from (used in) purchase of marketable securities, net		(95	)		(2,170	)		(27	)		(618	)
Receipt of non current financial assets		3,970			770			1,130			219

Net cash from continuing investing activities		3,818			(1,672	)		1,087			(477	)

CASH FLOWS - FINANCING ACTIVITIES
Short-term bank debt		20,161			-			5,737			-

Net cash used in continuing financing activities		20,161			-			5,737			-

Increase (decrease) in cash and cash equivalents		27,275			(44,987	)		7,762			(12,803	)

Cash and cash equivalents at the beginning of the financial year		113,062			129,577			32,175			36,875

Cash and cash equivalents of the end of the financial year		140,337			84,590			39,937			24,072

(*) 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:

	Three months						Three months
	ended						ended
	March 31,						March 31,
	2 0 1 8			2 0 1 7			2 0 1 8			2 0 1 7
	NIS						US dollars (*)
	(in thousands)

Decrease in deferred income taxes		(359	)		524			(102	)		149
Unrealized loss (gain) on marketable securities		2,268			(1,260	)		645			(359	)
Depreciation and amortization		920			929			262			264
Capital loss (gain) on disposal of property plant and equipment		-			(39	)		-			(11	)

Changes in assets and liabilities:
increase in trade receivables and other receivables		(14,822	)		(19,210	)		(4,218	)		(5,467	)
increase in inventories		391			(34,671	)		111			(9,866	)
Increase (decrease) in trade and other payables, and other current liabilities		7,688			6,119			2,188			1,742

		(3,914	)		(47,608	)		(1,114	)		(13,548	)

B. Significant non-cash transactions:

	Three months				Three months
	ended				ended
	March 31,				March 31,
	2 0 1 8		2 0 1 7		2 0 1 8		2 0 1 7
	NIS				US dollars (*)
	(in thousands)

Supplemental cash flow information:
Income tax paid		2,166		2,650		616		754