FORM 6-K /A
AMENDMENT NO. 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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 2004
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G. WILLI-FOOD INTERNATIONAL LTD.
(Translation of registrant's name into English)
3 Nahal Snir St., Yavne, Israel 81224
(Address of principal executive offices)
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Indicate by check mark whether registrant files or will file annual reports
under cover Form 20-F or Form 40-F:
FORM 20-F [X] 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):..........
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of
a Form 6-K if submitted solely to provide an attached annual report to security
holders.
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):............
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of
a Form 6-K if submitted to furnish a report or other document that the
registrant foreign private issuer must furnish and make public under the laws of
the jurisdiction in which the registrant is incorporated, domiciled or legally
organized (the registrant's "home country"), or under the rules of the home
country exchange on which the registrant's securities are traded, as long as the
report or other document is not a press release, is not required to be and has
not been distributed to the registrant's security holders, and, if discussing a
material event, has already been the subject of a Form 6-K submission or other
Commission filing on EDGAR.
Indicate by check mark whether registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
YES [_] NO [X]
If "YES" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-________.
EXPLANATORY NOTE:
This Amendment No. 1 to Form 6-K of G. Willi-Food International Ltd.
("Registrant") filed with the Securities and Exchange Commission on November 12,
2004 (the "Form 6K") is being filed to incorporate therein the succeeding two
paragraphs. Other than as set forth below, the information contained in the Form
6-K remains unchanged. The Form 6-K is hereby amended by inserting the following
paragraphs as the first and last paragraph, respectively, of the Form 6-K:
"This report on Form 6-K, and any amendments and exhibits hereto, shall be
deemed to be incorporated by reference in the prospectus, dated April 19, 2000,
of G. Willi-Food International Ltd. ("Registrant") included in Registrant's
Registration Statement on Form F-3 (File No. 333-11848), and to be a part
thereof from the date on which this report is filed, to the extent not
superceded by documents or reports subsequently filed with the Securities and
Exchange Commission."
"Registrant requested and was granted an extension of the deadline to submit a
plan of compliance to Nasdaq. Registrant intends to submit a plan to achieve
compliance with the requirement to have 500,000 publicly held shares by November
29, 2004. There can be no assurances that this plan will be accepted by Nasdaq,
that the plan will be implemented or, if implemented, that the number of
publicly held shares of Registrant will remain at a minimum of 500,000 shares.
If Registrant fails in the future to comply with the 500,000 publicly held
shares requirement or any other requirement for the continued listing of the
ordinary shares on The Nasdaq SmallCap Market, Registrant could be delisted from
The Nasdaq SmallCap Market."
SIGNATURES
In accordance with 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.
Dated: November 21, 2004
By: /S/ Joseph Williger
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Joseph Williger
Chief Executive Officer