| G. Willi-Food International Ltd. | |||
| Ticker: | WILCF | 24 Hamestuda St., Industrial Zone | |
| Exchange: | NASDAQ-Small Cap Market | Azur, ISRAL 58001 | |
| Industry: | Wholesale (SIC Code 5141) | ||
| Type of Shares: | Ordinary Shares | Filing Date: | 1/20/97 | |
| U.S. Shares: | 1,300,000 | Offer Date: | 5/19/97 | |
| Non-U.S. Shares: | 0 | Filing Price: | $4.10 | |
| Primary Shares: | 1,300,000 | Offer Price: | $4.10 | |
| Secondary Shares: | 0 | Gross Spread: | $0.41 | |
| Offering Amount: | $5,330,000 | Selling: | $0.20 | |
| Expenses: | $809,900 | Reallowance: | $0.20 | |
| Shares Out After: | 4,050,000 |
| Manager | Tier | Phone |
| Patterson Travis, Inc. | Lead Manager | (212) 837-7340 |
| Issuer's Law Firm: | Baer Marks & Upham |
| Bank's Law Firm: | Bernstein & Wasserman |
| Auditor: | BDO Almagor & Co |
| Registrar/Transfer Agent: | American Stock Transfer & Trust Co |
Dollar amounts in U.S. millions except for per share data | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 12/31/96 | 12/31/96 | ||||
| Revenue: | $24.58 | Assets: | $8.11 | ||
| Net Income: | $1.81 | Curr Assets: | |||
| EPS: | $0.66 | Liabilities: | $5.55 | ||
| Prior EPS: | Curr Liabilities: | ||||
| Cash Flow/Oper: | $0.87 | Equity: | $2.56 | ||
| Cash Flow/Fin: | Cash: | ||||
| Cash Flow/Inv: | |||||
| Business Description |
| The company imports, markets and distributes diversified food products. The company sells products with widespread demand in the Israeli marketplace, as well as products which cater to more select groups. The company believes that it is one of the leading importers in Israel of such a broad range of imported food products. The products are currently sold in Israel, the areas within the Palestinian Autonomy and the areas within the West Bank administered by Israel. The company distributes certain of the products on an exclusive basis. The company purchases the products from over 80 suppliers in various locations around the world, including Africa, the Far East, Eastern Europe, South America, the United States and Western and Central Europe. The products imported by the company are marketed and sold to over 500 customers including supermarket chains, wholesalers and institutional consumers. |
| Competition |
| The food distribution business in Israel is highly competitive in respect of imported as well as locally manufactured food products. The company believes that it presently faces direct competition from a number of importers of food products. Certain of the products imported by the company are also produced by local manufacturers in Israel, such as canned fish, edible oils, certain pickles and olives. The company believes that it may also face competition from potential new-comers to the food business as well as from existing importers and/or manufacturers currently not involved in the same line of products as the company. Certain of the company's competitors are substantially more established, benefit from substantially greater market recognition and have greater financial and marketing resources than those of the company. If any of the company's major competitors materially reduces prices, the company may required to reduce its prices in order to remain competitive. There can be no assurance that such reductions, if effected, would not have a material adverse effect on the company's financial condition and results of operations. |
| Business Plan |
| The company's business strategy is to: (I) Increase Market Penetration, (ii) Expand and Diversify Product Line, (iii) Increase Inventory, (iv) Penetrate New Geographic Markets, (v) Continue to Develop Marketing Arrangements with Branded Food Companies, (vi) Expand and Enhance Use of "Willi-Food" Brand Name and (vii) Possible Acquisitions. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used to increase inventory, to repay indebtedness to Willifood Investments, the parent of the company, and to purchase additional storage, marketing and distribution facilities and equipment including additional vehicles for improving the company's distribution system, the balance will be used for general corporate purposes including working capital. |
| Name of Shareholder | % Owned Before | % Owned After |
| Willifood Investments Ltd. | 100.00% | 68.00% |
| Joseph Williger | 100.00% | 68.00% |
| Avi Williger | 100.00% | 68.00% |
| Officer Name | Title | Age |
| Joseph Williger | Chief Executive Officer and Director | 39 |
| Yitschak Harel | Chief Financial Officer | 37 |
| Zvi Williger | Chief Operating Officer and Chairman of the Board | 41 |
| # of Units: | 1,300,000 | |||
| Unit Ticker: | WILUF | Unit Price: | $4.10 | |
| Warrant Ticker: | WILWF | Warrant Price: | ||
| Warrant Exercise Date: | Warrant Exercise Price: | |||
| Warrant Expiration Date: | ||||
| Warrant Detachable: | Yes | Warrant Detach Date: | ||
| Warrant Callable: | No |
| Unit Composition: 1 Ordinary Share + 1 Warrant |
| Warrant Entitlement: 1 Ordinary Share |