G Willi Food International Ltd. Files 13D/A Amendment
Ticker: WILC · Form: SC 13D/A · Filed: Sep 30, 2024 · CIK: 1030997
| Field | Detail |
|---|---|
| Company | G Willi Food International Ltd (WILC) |
| Form Type | SC 13D/A |
| Filed Date | Sep 30, 2024 |
| Risk Level | medium |
| Pages | 11 |
| Reading Time | 13 min |
| Key Dollar Amounts | $1,346,243, $11,173, $14,600, $1 |
| Sentiment | neutral |
Sentiment: neutral
Topics: ownership-change, sec-filing, schedule-13d
TL;DR
Willi Food Intl. (WILDF) filed 13D/A #47 - ownership changes by B.S.D Crown, Williger brothers, Willifood Investments.
AI Summary
On September 30, 2024, G Willi Food International Ltd. filed an amendment (No. 47) to its Schedule 13D. The filing indicates changes in beneficial ownership by entities including B.S.D Crown Ltd., Joseph Williger, Zwi Williger, and Willifood Investments Ltd. The company is involved in wholesale groceries and general line distribution.
Why It Matters
This filing updates information on significant shareholders, which can impact the company's control and strategic direction.
Risk Assessment
Risk Level: medium — Schedule 13D filings often signal potential changes in control or significant shareholder activity, which can introduce volatility.
Key Players & Entities
- G Willi Food International Ltd. (company) — Subject Company
- B.S.D Crown Ltd. (company) — Group Member/Filing Party
- Joseph Williger (person) — Group Member/Filing Party
- Zwi Williger (person) — Group Member/Filing Party
- Willifood Investments Ltd. (company) — Filing Party
- Yitschak Barabi (person) — Chief Financial Officer
- Perry Wildes (person) — Attorney
FAQ
What is the primary purpose of this SC 13D/A filing?
The filing is an amendment (No. 47) to Schedule 13D, indicating changes in the beneficial ownership of G Willi Food International Ltd. by certain reporting persons.
Who are the key entities involved in this filing?
The key entities include G Willi Food International Ltd. (the issuer), and filing parties B.S.D Crown Ltd., Joseph Williger, Zwi Williger, and Willifood Investments Ltd.
What is the business of G Willi Food International Ltd.?
G Willi Food International Ltd. is in the Wholesale - Groceries & General Line industry, with its principal business address in Azur, Israel.
When was this amendment filed?
This amendment was filed on September 30, 2024.
What is the CUSIP number for G Willi Food International Ltd. ordinary shares?
The CUSIP number for the Ordinary Shares, nominal value NIS 0.10 per share, is M52523103.
Filing Stats: 3,205 words · 13 min read · ~11 pages · Grade level 10 · Accepted 2024-09-30 08:23:22
Key Financial Figures
- $1,346,243 — e Issuer for aggregate consideration of $1,346,243. ZW used his personal funds to acquire
- $11,173 — e Issuer for aggregate consideration of $11,173 ZW used his personal funds to acquire t
- $14,600 — e Issuer for aggregate consideration of $14,600 ZW used his personal funds to acquire t
- $1 — 333 purchase $14,600 Total 125,465 $1, 372,016 (d) No person, other than th
Filing Documents
- zk2432077.htm (SC 13D/A) — 190KB
- 0001178913-24-003166.txt ( ) — 191KB
Security and Issuer
Item 1. Security and Issuer. The Amendment relates to the ordinary shares, NIS 0.10 nominal value per share (the " Ordinary Shares "), of G. Willi-Food International Ltd. (the " Issuer "), an Israeli company with principal executive offices at 4 Nahal Harif St., Yavne 8110602, Israel.
Identity and Background
Item 2. Identity and Background.
of Schedule 13D, "Identity and Background" is amended and restated to read as follows
Item 2 of Schedule 13D, "Identity and Background" is amended and restated to read as follows: This Amendment to Schedule 13D is being filed jointly by Willi-Food Investments Ltd. (" WIL "), B.S.D Crown LTD. (" B.S.D "), Joseph Williger (" JW "), Zwi Williger (" ZW ") (the foregoing, collectively, the " Reporting Persons "). The agreement among the Reporting Persons relating to the joint filing of this Amendment to Schedule 13D is attached as an exhibit hereto. WIL is controlled by its majority shareholder, B.S.D (formerly known as Emblaze Ltd.), a company wholly owned by JW and his brother ZW. WIL, an Israeli company traded on the Tel Aviv Stock Exchange (symbol: WLFD), acts as a holding company for the shares of the Issuer, which imports and markets food products. The business address of WIL is 4 Nahal Harif St., Northern Industrial Zone, Yavne 8110602, Israel. B.S.D, an Israeli private company, holds WIL shares. The business address of B.S.D is 7 Menachem Begin Road, Gibor Sport Tower, 8th Floor, Ramat Gan 5268102, Israel. JW is a citizen of Israel, is a director of B.S.D, director of WIL and the CEO of the Issuer. JW is a citizen of Israel and his principal employment is business management. and his residence or business address is 76 Kaplan St., Hertzliya 4674311, Israel. ZW, the brother of JW, is a director of B.S.D, the Chairman of WIL and the Chairman of the Board of Directors of the Issuer. ZW is a citizen of Israel and his principal employment is business management. The business address of ZW is 7 Hashikma St., Savion, Israel. Unless included above, set forth on Schedule I hereto, which is incorporated herein by reference, is the name, present business addresses, principal occupation or employment, name of organization where such employment is conducted, description of the principal business of such organization and citizenship of the directors and executive officers of each Reporting Person. During the last five years, none of the Reporting Person
Source and Amount of Funds or other Consideration
Item 3. Source and Amount of Funds or other Consideration. Item 3 of Schedule 13D, "Source and Amount of Funds or other Consideration" is amended by adding the following paragraph: On September 25, 2024, ZW purchased 123,132 Ordinary Shares of the Issuer for aggregate consideration of $1,346,243. ZW used his personal funds to acquire the Ordinary Shares. On September 26, 2024, ZW purchased 1,000 Ordinary Shares of the Issuer for aggregate consideration of $11,173 ZW used his personal funds to acquire the Ordinary Shares. On September 29, 2024, ZW purchased 1,333 Ordinary Shares of the Issuer for aggregate consideration of $14,600 ZW used his personal funds to acquire the Ordinary Shares.
Interest in Securities of the Issuer
Item 5. Interest in Securities of the Issuer.
of the Schedule 13D, "Interest in Securities of the Issuer" is amended and restated to read as follows
Item 5 of the Schedule 13D, "Interest in Securities of the Issuer" is amended and restated to read as follows: (a) and (b) As of the date hereof, WIL owns directly (and therefore is considered the beneficial owner of) 8,200,542 Ordinary Shares, or approximately 59.14% of the outstanding Ordinary Shares. Thus, as of the date hereof, WIL may be deemed to have the shared power to vote, or direct the voting of, and the shared power to dispose of, or direct the disposition of, all such shares. WIL is controlled by its majority shareholder, B.S.D, which as of the date hereof directly owns 771,075 Ordinary Shares of the issuer. Accordingly, as of the date hereof, B.S.D may be deemed to beneficially own 8,971,617 Ordinary Shares (comprised of 771,075 Ordinary Shares held directly by B.S.D, and 8,200,542 Ordinary Shares held directly by WIL), or approximately 64.70% of the outstanding Ordinary Shares. Thus, as of the date hereof, B.S.D may be deemed to have the shared power to vote, or direct the voting of, and the shared power to dispose of, or direct the disposition of, all such shares. As of the date hereof, JW directly owns though a wholly-owned company 75,751 Ordinary Shares and ZW directly owns though a wholly-owned company 1,261,082 Ordinary Shares. JW and ZW together own 100% of B.S.D shares and each be deemed to beneficially own 10,308,450 Ordinary Shares (comprised of 8,200,542 Ordinary Shares held directly by WIL, 771,075 Ordinary Shares held directly by B.S.D, 75,751 Ordinary Shares held directly by JW and 1,261,082 Ordinary Shares held directly by ZW), or approximately 74.34% of the outstanding Ordinary Shares. Thus, as of the date hereof, each of JW and ZW may be deemed to have the shared power to vote, or direct the voting of, and the shared power to dispose of, or direct the disposition of, all such shares. Each Reporting Person disclaims beneficial ownership of any Ordinary Shares except to the extent of his or its pecuniary interest therein. Neither th
of Schedule 13D, "Material to be Filed as Exhibits" is amended and restated to read as follows
Item 7 of Schedule 13D, "Material to be Filed as Exhibits" is amended and restated to read as follows: 8 Number Description 99.1 Joint Filing Agreement among the Reporting Persons (incorporated by reference to Amendment No. 31 to Schedule 13D filed on August 3, 2017). 8
SIGNATURES
SIGNATURES 9 9 9 Dated: September 30, 2024 9 9 /s/ Joseph Williger 9 9 9 9 9 9 9 9 9 Joseph Williger Name: Joseph Williger Title: DIRECTOR 9 9 9 9 /s/ Yitschak Barabi 9 Yitschak Barabi 9 9 CFO 9 9 Schedule 1 Unless otherwise provided in Item 2, set forth below are the names of the directors and executive officers B.S.D. Crown LTD., and Willi-Food Investments Ltd., and their present business addresses, principal occupation or employment, name of organization where such employment is conducted, description of the principal business of such organization and citizenship. In addition, any service of such persons as officers or directors of the Issuer is also indicated. The citizenship of all those listed below is Israel unless otherwise noted. Name Joseph Williger Position in B.S.D, WIL, or Issuer Shareholder of B.S.D with his brother ZW, director in WIL, and the CEO of the Issuer Residence or business address 7 Menachem Begin Road, Gibor Sport Tower 8th Floor, Ramat Gan 5268102, Israel Present principal occupation or employment Director Name of corporation or organization where employed Yossi Willi Management and Investments Ltd and the Issuer Address of corporation or organization where employed 7 Menachem Begin Road, Gibor Sport Tower 8th Floor, Ramat Gan 5268102, Israel Description of principal business of corporation or organization where employed Management and Investments 10 10 Name Zwi Williger Noit Williger Lital Wagman-Williger Position in B.S.D, WIL, or Issuer Shareholder of B.S.D with his brother JW, the Chairman of WIL and a Chairman of the Board of Directors of the Issuer Director in WIL ZW's daughter Director in WIL YW's daughter Residence or business address Nachal Harif Street Northern Industrial Area Yavne, 81106022 Arlozorov 28, Herzliya, Israel Barak 31 Tel-Aviv Present principal occupation or employment Director UX-UI Designer Designer and architecture Name of cor