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 December 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 ☐
INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K
On December 22, 2023, G. Willi-Food International Ltd. (the “Company”) issued a press release announcing a share repurchase
program. A copy of the press release is filed herewith as
Exhibit 99.1.
This Report on Form 6-K is hereby incorporated by reference into the Company's Registration Statement on Form S-8 (File No. 333-199295 and 333-266312).
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.
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G. Willi-Food International Ltd.
By: /s/ Yitschak Barabi
Name: Yitschak Barabi
Title: Chief Financial Officer
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Date: December 22, 2023
Exhibit 99.1
G. WILLI-FOOD ANNOUNCES SHARE REPURCHASE PROGRAM
YAVNE, Israel – December 21, 2023 - G. Willi-Food International Ltd. (NASDAQ: WILC) (TASE: WILF) (the “Company” or
“Willi-Food”), a global company that specializes in the development, marketing and international distribution of kosher foods, announces today that its Board of Directors has authorized a share repurchase program permitting the Company to repurchase
up to $5 million of the Company's Ordinary Shares over the next six months.
The Ordinary Shares may be repurchased from time to time through various methods, including open market transactions, block
trades, privately negotiated transactions or otherwise at the Company's discretion. The timing, number and value of Ordinary Shares repurchased will be determined by the Company's management based on various factors, including its evaluation of
market and economic conditions, the market price of the Company’s Ordinary Shares, regulatory requirements and other considerations. The Company is not obligated to purchase any Ordinary Shares under the repurchase program, and the repurchase program
may be increased, suspended or discontinued at any time without prior notice.
“We are very pleased to announce this repurchase program to benefit shareholders at a time when we believe our share is
undervalued," said Willi-Food Chairman Zwi Williger and Willi-Food Chief Executive Officer Joseph Williger. "The initiation of our share repurchase program reflects our confidence in our business and the long-term potential for Willi-Food and our
commitment to maximize shareholder value," he added.
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 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 our share repurchase program. 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: market and economic conditions, market price of the Company’s Ordinary Shares, regulatory issues, the war in Ukraine, the COVID-19 pandemic, disruptions to international commercial
shipping and disruptions in commodity pricing 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, 2022,
filed with the Securities and Exchange Commission on March 15, 2023. 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.