Willi-Food Investments Ltd. H1 Unaudited Reports

B.S.D. CROWN LTD - Willi-Food Investments Ltd. H1 Unaudited Reports

PR Newswire

                          B.S.D Crown Ltd (LSE:BSD)

                           ("BSD" or "the Company")

               Willi-Food Investments Ltd. H1 Unaudited Reports

Tel Aviv, Israel, 14 August, 2014

Willi-Food Investments Ltd. H1 Unaudited Reports

The Company announces that Willi-Food Investments Ltd. (TASE: WLFD) published
its unaudited condensed consolidated financial statements as of June 30, 2014
today, 14 August, 2014. These results can be accessed (in Hebrew) on the TASE
website (www.tase.co.il) through ticker code WLFD and an English translation
is copied below in full.

The Company owns shares representing approximately 62.21 per cent. of
Willi-Food Investments Ltd.'s fully diluted issued share capital.

Further information about the Company

For more information about the Company, visit www.emblaze.com.

Enquiries:

Eyal Merdler, CFO: 
 This email address is being protected from spambots. You need JavaScript enabled to view it.
 

                         WILLI-FOOD INVESTMENTS LTD.

                 CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                             AS OF JUNE 30, 2014

                                  UNAUDITED

                                    INDEX

                                                            Page

Auditors' Review Report                                      2

Condensed Consolidated Financial Statements: (Unaudited)

Condensed Consolidated Statements of Financial Position    3 - 4

Condensed Consolidated Statements of Operations            5 - 6

Condensed Consolidated Statements of Comprehensive Income    7

Condensed Consolidated Statements of Changes in Equity     8 - 12

Condensed Consolidated Statements of Cash Flows            13-14

Notes to Condensed Consolidated Financial Statements      15 - 20

                Auditors' Review Report to the Shareholders of

                         Willi-Food Investments Ltd.

Introduction

We have reviewed the accompanying financial information of
Willi-Food Investments Ltd., the Company and subsidiaries (hereafter: "the
Group") which includes the condensed consolidated statement of financial
position as of June 30, 2014 and the condensed consolidated statements of
operations, comprehensive income, changes in equity and cash flows for the
periods of six months and three months then ended. The Board of Directors and
management are responsible for the preparation and presentation of this
interim financial information in accordance with IAS 34 "Financial Reporting
for Interim Periods", and they are also responsible for the preparation of
this interim financial information in accordance with Chapter D of the
Securities Regulations (Periodic and Immediate Reports), 1970. Our
responsibility is to express a conclusion on this interim financial
information based on our review.

Scope of Review

We conducted our review in accordance with Review Standard 1 of the Institute
of Certified Public Accountants in Israel "Review of Interim Financial
Information Performed by the Independent Auditor of the Entity". A review of
interim financial information consists of making inquiries, primarily of
persons responsible for financial and accounting matters, and applying
analytical and other review procedures. A review is substantially less in
scope than an audit conducted in accordance with auditing standards generally
accepted in Israel and consequently does not enable us to obtain assurance
that we would become aware of all significant matters that might be identified
in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to
believe that the abovementioned financial information is not prepared, in all
material respects, in accordance with IAS 34.

In addition to what is stated to the preceding paragraph, based on our review,
nothing has come to our attention that causes us to believe that the
abovementioned financial information does not comply, in all material
respects, with the disclosure requirements of Chapter D of the Securities
Regulations (Periodic and Immediate Reports), 1970.

Brightman Almagor Zohar & Co.

Certified Public Accountants

Tel Aviv, Israel, August 12, 2014


                         WILLI-FOOD INVESTMENTS LTD.

           CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

                                                        June 30,     December 31,
                                                     2 0 1 4 2 0 1 3   2 0 1 3
                                                           NIS in thousands
                                                        Unaudited      Audited

ASSETS

Current assets
Cash and cash equivalents                            76,469  87,943  45,895
Financial assets at fair value through operations    215,126 191,610 176,976
Trade receivables                                    96,140  82,650  82,963
Other current assets                                 6,129   3,317   3,582
Investment in a fund designated at fair value
through operations                                   15,180  6,296   9,349
Inventories                                          38,911  43,877  54,036
Current tax assets                                   191     -       -
Loan designated at fair value through operations     -       -       65,300

Total current assets                                 448,146 415,693 438,101

Non current assets

Fixed assets
Cost                                                 69,800  66,001  67,323
Less -accumulated depreciation                       26,887  23,120  25,811

                                                     42,913  42,881  41,512

Long term receivables
Other receivables and long-term prepaid expenses     52      476     51
Goodwill                                             1,223   1,223   1,223

Total non-current assets                             44,188  44,580  42,786

Total assets                                         492,334 460,273 480,887

The accompanying notes to the condensed consolidated financial statements are
an integral part of them.


                         WILLI-FOOD INVESTMENTS LTD.

           CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

                                                        June 30,     December 31,
                                                     2 0 1 4 2 0 1 3   2 0 1 3
                                                           NIS in thousands
                                                        Unaudited      Audited

LIABILITIES AND EQUITY

Current liabilities
Bank credit                                          240     226     254
Current maturities of debentures                     12,819  12,819  12,819
Trade payables                                       15,007  21,869  20,353
Other current liabilities                            6,122   5,532   5,332
Current tax liability                                -       2,214   440
Liability for employee benefits                      2,136   1,893   1,879

Total current liabilities                            36,324  44,553  41,077

Non-current liabilities:
Obligations with respect to employee benefits        614     570     644
Debentures                                           12,726  25,434  12,681
Deferred tax liabilities                             1,189   283     926

Total non-current liabilities                        14,529  26,287  14,251

Equity
Share capital                                        14,894  14,201  14,894
Share premium                                        131,512 114,081 131,512
Payments on account of options                       1,585   -       1,585
Capital reserve from transactions with rights not
providing control                                    7,150   7,150   7,150
Capital reserve from translation differences         -       377     424
Capital reserve from remeasurement of net defined
benefit obligation                                   (18)    7       -
Retained earnings                                    131,620 111,404 121,572
Cost of Company's shares held by subsidiary          (2,121) (2,121) (2,121)

Total attributable to Company shareholders           284,622 245,099 275,016
Rights not providing control                         156,859 144,334 150,543

Total equity                                         441,481 389,433 425,559

Total liabilities and equity                         492,334 460,273 480,887

 August 12, 2014
Date of approval     Yosef Williger       Gil Hochboim        Raviv Segal
of the financial    Chairman of the
   statements            Board          Chief Executive     Chief Financial
                                            Officer             Officer
The accompanying notes to the condensed consolidated financial statements are
an integral part of them.


                         WILLI-FOOD INVESTMENTS LTD.

               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                 six months period  three months period   year ended
                                   ended June 30       ended June 30      December 31
                                  2 0 1 4  2 0 1 4   2 0 1 4    2 0 1 3     2 0 1 3
                                    (Unaudited)         (Unaudited)        (Audited)
                                   NIS thousands       NIS thousands     NIS thousands

Revenues from sales              174,526   175,350  79,412     84,655    336,726
Cost of sales                    132,443   132,018  58,783     62,755    252,825

Gross profit                     42,083    43,332   20,629     21,900    83,901

Selling and marketing expenses   20,518    16,616   10,332     9,015     35,373
General and administrative
expenses                         10,010    9,651    4,733      4,762     19,927
Other income, net                (147)     (34)     -          (34)      (54)

                                 30,381    26,233   15,065     13,743    55,246

Operating income                 11,702    17,099   5,564      8,157     28,655

Financing income                 9,597     18,091   507        6,963     38,825
Financing expenses               1,264     2,161    774        506       3,318

Financing income (expenses), net 8,333     15,930   (267)      6,457     35,507

Income before taxes on income    20,035    33,029   5,297      14,614    64,162

Taxes on income                  4,898     5,230    1,239      2,560     10,017

Net income for the period        15,137    27,799   4,058      12,054    54,145

Attributed to:
Rights not providing control     5,089     6,381    2,035      3,057     12,559
Company shareholders             10,048    21,418   2,023      8,997     41,586

Net income for the period        15,137    27,799   4,058      12,054    54,145

The accompanying notes to the condensed consolidated financial statements are
an integral part of them.


                         WILLI-FOOD INVESTMENTS LTD.

               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                   six months period    three months period   year ended
                                     ended June 30         ended June 30      December 31
                                  2 0 1 4    2 0 1 4    2 0 1 4    2 0 1 3      2 0 1 3
                                      (Unaudited)           (Unaudited)        (Audited)
                                     NIS thousands         NIS thousands     NIS thousands

Earnings per share attributed to
Company shareholders

Basic earnings per share:

Basic diluted earnings per share    0.76       1.72       0.15       0.72        3.32

Diluted earnings per share          0.76       1.72       0.15       0.72        3.32

Quantity of shares serving to
calculate:
Basic earnings per share         13,173,708 12,447,226 13,173,708 12,461,817  12,527,720

Diluted earnings per share       13,177,042 12,460,171 13,177,042 12,473,343  12,535,833

The accompanying notes to the condensed consolidated financial statements are
an integral part of them.

                         WILLI-FOOD INVESTMENTS LTD.

                     CONDENSED CONSOLIDATED STATEMENTS OF
                             COMPREHENSIVE INCOME

                                 six months period  three months period   year ended
                                   ended June 30       ended June 30      December 31
                                  2 0 1 4  2 0 1 4   2 0 1 4    2 0 1 3     2 0 1 3
                                    (Unaudited)         (Unaudited)        (Audited)
                                   NIS thousands       NIS thousands     NIS thousands

Net income for the period        15,137    27,799   4,058      12,054    54,145

Other comprehensive income:

Capital reserve from translation
differences that may be (were)
subsequently classified to
profit or loss                   (127)     66       (115)      16        144
Capital reserve from
remeasurement of net defined
benefit obligation               (33)      11       (8)        11        -

Other comprehensive income
(loss) for the period            (160)     77       (123)      27        144

Total comprehensive income for
the period                       14,977    27,876   3,935      12,081    54,289

Total comprehensive income for
the period attributed to:
Company shareholders             9,606     21,463   1,603      9,014     41,671
Rights not providing control     5,371     6,413    2,332      3,067     12,618

                                 14,977    27,876   3,935      12,081    54,289

The accompanying notes to the condensed consolidated financial statements are
an integral part of them.


                         WILLI-FOOD INVESTMENTS LTD.

               CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN
                                    EQUITY

                                            Six months ended June 30, 2014 (unaudited)
                                                             Capital
                                    Capital                  reserve
                                  reserve from                from
                         Payments transactions   Capital   measurement           Cost of      Total
                            on    with rights    reserve     of net             Company's   attributed   Rights
                         account      not         from       defined              shares        to         not
          Share   Share     of     providing   translation   benefit   Retained  held by     Company    providing
         capital premium options    control    differences obligation  earnings subsidiary shareholders  control   Total
                                                            NIS in thousands

Balance
as of
January
1, 2014   14,894 131,512 1,585     7,150          424         -        121,572  (2,121)      275,016   150,543   425,559

Movement
in the
reporting
period
(unaudited):
Net
income
for the
period        -       -       -        -           -          -         10,048     -         10,048      5,089    15,137

Remeasurement
of net
defined
benefit
obligation    -       -       -        -           -        (18)          -        -         (18)         (15)      (33)
Capital
reserve
from
translation
differences   -       -       -        -         (424)        -           -        -        (424)         297      (127)

Total
compre-
hensive
income
for the
period        -       -       -        -         (424)      (18)       10,048      -        9,606       5,371     14,977

Benefit
relating to
allotment
of options to
employees     -       -       -        -            -         -           -        -          -            945       945

Balance
as of
June 30,
2014       14,894  131,512 1,585    7,150           -       (18)      131,620  (2,121)    284,622      156,859   441,481

The accompanying notes to the condensed consolidated financial statements are
an integral part of them.


                         WILLI-FOOD INVESTMENTS LTD.

               CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN
                                    EQUITY

                                              Six months ended June 30, 2013 (unaudited)
                                Capital                   Capital
                              reserve from             reserve from            Cost of
                              transactions   Capital    measurement           Company's
                              with rights    reserve      of net                shares      Total      Rights
                                  not         from        defined                held     attributed     not
               Share   Share   providing   translation    benefit    Retained     by      to Company  providing
              capital premium   control    differences  obligation   earnings subsidiary shareholders  control   Total
                                                          NIS in thousands

Balance as of
January 1,
2013          14,146  113,585 7,294        339         -      96,890          (2,121)    230,133      138,653   368,786

Movement in
the reporting
period
(unaudited):

Net income
for the
period        -       -       -            -           -      21,418          -          21,418       6,381     27,799

Capital
reserve from
translation
differences   -       -       -            38          -      -               -          38           28        66

Remeasurement
of net
defined
benefit
obligation    -       -       -            -           7      -               -          7            4         11

              -       -       -            38          7      21,418          -          21,463       6,413     27,876

Total
comprehensive
income for
the period

Purchase of
shares from
rights not
providing
control of
subsidiary    -       -       (144)        -           -      -               -          (144)        (732)     (876)

Exercise of
options into
shares        55      493     -            -           -      -               -          548          -         548

Dividends
paid by the
Company       -       -       -            -           -      (6,904)         -          (6,904)      -         (6,904)

Benefit
relating to
allotment of
options to
employees     -       3       -            -           -      -               -          3            -         3

Balance
as of
June 30,      14,201  114,081 7,150        377         7      111,404         (2,121)    245,099      144,334   389,433
2013

The accompanying notes to the condensed consolidated financial statements are
an integral part of them.


                         WILLI-FOOD INVESTMENTS LTD.

               CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN
                                    EQUITY

                                           Three months ended June 30, 2014 (unaudited)
                                                             Capital
                                    Capital                  reserve
                                  reserve from                from
                         Payments transactions   Capital   measurement           Cost of      Total
                            on    with rights    reserve     of net             Company's   attributed   Rights
                         account      not         from       defined              shares        to         not
          Share   Share     of     providing   translation   benefit   Retained  held by     Company    providing
         capital premium options    control    differences obligation  earnings subsidiary shareholders  control   Total
                                                              NIS in thousands

Balance
as of
April 1,
2014      14,894  31,512  1,585    7,150        417         (15)       129,597   (2,121)   283,019     154,238   437,257

Movement
in the
reporting
period
(unaudited):

Net
income
for the
period       -       -       -        -          -           -           2,023    -          2,023       2,035     4,058

Remeasurement
of net
defined
benefit
obligation   -       -       -        -          -           (3)         -        -          (3)          (5)       (8)

Capital
reserve
from
translation
differences  -       -       -        -          (417)       -           -        -         (417)        302       (115)

Total
comprehensive
income
for the
period       -       -       -        -          (417)       (3)         2,023    -         1,603        2,332     3,935

Benefit
relating to
allotment
of options
to
employees    -       -       -        -          -           -           -        -          -            289       289

Balance
as of
June 30,
2014     14,894  131,512 1,585    7,150          -         (18)        131,620  (2,121)    284,622     156,859   441,481


                   The accompanying notes to the condensed
  consolidated financial statements are an integral part of them. WILLI-FOOD
                               INVESTMENTS LTD.

               CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN
                                    EQUITY

                                             Three months ended June 30, 2013 (unaudited)
                                Capital                   Capital
                              reserve from             reserve from
                              transactions   Capital    measurement            Cost of
                              with rights    reserve      of net              Company's     Total      Rights
                                  not         from        defined               shares    attributed     not
               Share   Share   providing   translation    benefit    Retained  held by    to Company  providing
              capital premium   control    differences  obligation   earnings subsidiary shareholders  control   Total
                                                          NIS in thousands

Balance
as of
April 1,      14,174  113,843 7,438        367         -      102,411         (2,121)    236,112      141,269   377,381
2013

Movement in
the reporting
period
(unaudited):

Net income
for the
period        -       -       -            -           -      8,997           -          8,997        3,057     12,054

Capital
reserve from
translation
differences   -       -       -            10          -      -               -          10           6         16

Remeasurement
of net
defined
benefit
obligation    -       -       -            -           7      -               -          7            4         11

Total
comprehensive
income for
the period    -       -       -            10          7      8,997           -          9,014        3,067     12,081

Purchase of
shares from
rights not
providing
control of
subsidiary    -       -       (288)        -           -      -               -          (288)        -         (288)

Exercise of
options into
shares        27      238     -            -           -      -               -          265          -         265

Dividends
paid by the
Company       -       -       -            -           -      (4)             -          (4)          -         (4)

Benefit
relating to
allotment of
options to
employees     -       -       -            -           -      -               -          -            (2)       (2)

Balance
as of
June 30,    14,201  114,081 7,150        377          7      111,404         (2,121)    245,099      144,334   389,433
2013

The accompanying notes to the condensed consolidated financial statements are
an integral part of them.


                         WILLI-FOOD INVESTMENTS LTD.

               CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN
                                    EQUITY

                                                      Year ended December 31, 2013
                                Capital                   Capital
                              reserve from             reserve from
                              transactions   Capital    measurement            Cost of
                              with rights    reserve      of net              Company's     Total      Rights
                                  not         from        defined               shares    attributed     not
               Share   Share   providing   translation    benefit    Retained  held by    to Company  providing
              capital premium   control    differences  obligation   earnings subsidiary shareholders  control   Total
                                                           NIS in thousands

Balance as of
January 1,
2013           14,146 113,585        7,294           -    339          96,890    (2,121)      230,133   138,653  368,786

Movement in
the reporting
year:

Net income
for the year        -       -            -           -      -          41,586          -       41,586    12,559   54,145
Capital
reserve from
translation
differences         -       -            -           -     85               -          -           85        59      144

Total
comprehensive
income for
the year            -       -            -           -     85          41,586          -       41,671    12,618   54,289

Purchase of
shares from
rights not
providing
control of
subsidiary          -       -        (144)           -      -               -          -        (144)     (732)    (876)

Issue of
shares in the
Company's
private
placement
(less
issuance
expenses of
NIS 400
thousand)         690  17,400            -           -      -               -          -       18,090         -   18,090

Issuance of
options             -       -            -       1,585      -               -          -        1,585         -    1,585

Exercise of
options into
shares             58     522            -           -      -               -          -          580         -      580

Benefit
relating to
allotment of
options to
employees           -       5            -           -      -               -          -            5         4        9

Dividends
paid                -       -            -           -      -        (16,904)          -     (16,904)         - (16,904)

Balance as of
December 31,
2013           14,894 131,512        7,150       1,585    424         121,572    (2,121)      275,016   150,543  425,559

The accompanying notes are an integral part of the condensed consolidated
financial statements.


                         WILLI-FOOD INVESTMENTS LTD.

               CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                       three months
                                 six months period        period         year ended
                                   ended June 30       ended June 30     December 31
                                  2 0 1 4  2 0 1 4   2 0 1 4   2 0 1 3     2 0 1 3
                                    (Unaudited)         (Unaudited)       (Audited)
                                   NIS thousands       NIS thousands    NIS thousands

Cash flows from operating
activities:
Income from continuing
operations
Net income for the period        15,137    27,799   4,058      12,054   54,145
Adjustments necessary to present
cash flows from operating
activities (Appendix A)          (10,397)  (21,546) 17,142     (210)    (50,544)
Net cash from operating
activities                       4,740     6,253    21,200     11,844   3,601

Cash flows from (to) investing
activities
Investment in other long-term
receivables                      -         (445)    -          -        (445)
Purchase of fixed assets         (4,006)   (5,560)  (2,177)    (1,165)  (6,080)
Proceeds from sale of fixed
assets                           973       29       226        29       29
Sale (purchase) of financial
assets at fair value through
operations, net                  (31,587)  72,559   (10,173)   20,591   103,836
Investment in (redemption of)
loan designated at fair value
through operations               65,400    -        -          -        (65,000)
Investment in fund designated at
fair value through operations    (4,932)   (5,000)  -          (5,000)  (6,865)
Net cash from (to) investing
activities                       25,848    61,583   (12,124)   14,455   25,475

Cash flows to financing
activities:
Redemption of debentures
convertible debentures           -         -        -          -        (13,020)
Bank overdraft, net              (14)      (9,963)  (2,644)    (24)     (9,935)
Repayment of on-call loans       -         (23,230) -          -        (23,230)
Dividends paid                   -         (6,904)  -          (6,904)  (16,904)
Purchase of shares from rights
not providing control of
subsidiary                       -         (878)    -          -        (878)
Proceeds from private placement
of shares and options            -         -        -          -        19,675
Proceeds from exercise of
Company's options                -         551      -          502      580
Net cash to financing activities (14)      (40,424) (2,644)    (6,426)  (43,712)

Increase (decrease) in cash and
cash equivalents                 30,574    27,412   6,432      19,873   (14,636)

Cash and cash
equivalents-beginning of period  45,895    60,531   70,037     68,070   60,531

Cash and cash equivalents- end
of period                        76,469    87,943   76,469     87,943   45,895

The accompanying notes to the condensed consolidated financial statements are
an integral part of them.


                         WILLI-FOOD INVESTMENTS LTD.

               CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                 six months period  three months period   year ended
                                   ended June 30       ended June 30      December 31
                                  2 0 1 4  2 0 1 4   2 0 1 4    2 0 1 3     2 0 1 3
                                    (Unaudited)         (Unaudited)        (Audited)
                                   NIS thousands       NIS thousands     NIS thousands
Appendix A - Adjustments
necessary to present cash flows
from operating activities

Income and expenses not
involving cash flows:
Depreciation and amortization    1,820     2,207    911        1,176     4,541
Revaluation of debentures        45        88       23         57        355
Financing income from capital
reserve from translation
differences classified to
operations                       (424)     -        (424)      -         -
Revaluation of loan designated
at fair value through operations (100)     -        -          -         (300)
Capital gain from sale of fixed
assets                           (188)     (29)     -          (29)      (29)
Increase (decrease) in deferred
taxes, net                       263       303      (540)      528       946
Increase (decrease) in value of
financial assets at fair value
through operations               (6,563)   (15,752) 732        (6,135)   (32,395)
Expenses relating to employees'
options                          945       -        470        -         -
Increase in value of investment
in fund designated at fair value
through operations               (899)     (219)    -          (200)     (1,407)
                                 (5,101)   (13,402) 1,172      (4,603)   (28,289)

:
Changes in asset and liability
items
Decrease (increase) in
inventories                      15,125    5,454    14,615     (3)       (4,705)
Decrease (increase) in trade
receivables                      (13,177)  (11,276) 9,461      1,336     (11,589)
Decrease (increase)in other
current assets                   (2,547)   3,607    (2,644)    (1,137)   3,406
Decrease in long-term
receivables                      (1)       18       (22)       18        12
Increase (decrease) in trade
payables                         (5,346)   (5,575)  (6,816)    3,427     (7,091)
Increase (decrease) in other
current liabilities              650       (372)    1,376      752       (2,288)
                                 (5,296)   (8,144)  15,970     4,393     (22,255)

                                 (10,397)  (21,546) 17,142     (210)     (50,544)

Additional information:

Interest payments                534       983      251        451       1,840

Tax payments                     4,667     4,466    2,220      2,301     8,731

The accompanying notes to the condensed consolidated financial statements are
an integral part of them.

NOTE 1:- GENERAL

A. Willi-Food Investments Ltd. (hereafter-"the Company") was incorporated in
Israel. Its offices are located at the northern industrial zone of Yavne,
Israel and it is mainly engaged in the import, marketing and distribution of
food products through a subsidiary, G. Willi-Food International Ltd.
(hereafter-"Willi-Food").

The Company's securities are listed for trading on the TASE.

B. These financial statements should be read in conjunction with the Company's
annual financial statements as of December 31, 2013 and for the year then
ended and accompanying notes.

NOTE 2:- SIGNIFICANT ACCOUNTING POLICIES

A. Basis of preparation of the financial statements:

The condensed consolidated financial statements (hereafter-"interim financial
statements") of the Group have been prepared in accordance with IAS 34,
"Financial Reporting for Interim Periods".

In the preparation of these interim financial statements, the Group
implemented accounting policies, presentation principles and computation
methods that are consistent with those followed in the preparation of the
financial statements as of December 31, 2013 and for the year then ended,
except for changes in accounting policies resulting from the application of
new standards, amendments to standards and interpretations that became
effective as of the date of the financial statements, as detailed in Note 3
below.

B. The condensed consolidated financial statements have been prepared in
accordance with Chapter D of the Securities Regulations (Periodic and
Immediate Reports), 1970.

C. Taxes on income in the interim financial statements:

Income tax expenses (income) for the periods presented include the amount of
current taxes as well as the amount of the change in deferred tax balances,
except where deferred taxes arise from transactions that are recognized
directly in equity and business combination transactions.

Current tax expenses (income) for interim periods are accrued using the
average annual effective income tax rate. For purposes of the computation of
the effective income tax rate, tax losses for which no deferred tax assets
have been recognized and which are expected to reduce the tax liability in the
reporting year, have been deducted.

D. Exchange rates and linkage basis:

(1) Balances in or linked to foreign currency are included in the
financial statements at the representative exchange rates published by the
Bank of Israel in effect at the end of the reporting period.

(2) Balances linked to the CPI are presented according to the last
known CPI at the end of the reporting period or according to the actual CPI
for the last month of the reporting period, according to the terms of the
transaction.

NOTE 2:- SIGNIFICANT ACCOUNTING POLICIES (Cont.)

D. Exchange rates and linkage basis:

(3) Below are data on the exchange rate of the dollar and the CPI:

                       Representative
                       exchange rate   Israeli CPI *)
                         of dollar     Known    Actual
                       NIS 1 per $ 1       Points
Date of financial
statements:

June 30, 2014               3.44       113.85   114.18
June 30, 2013               3.62       112.73   113.63
December 31, 2013           3.47       114.07   114.18

Rates of change:             %           %        %
Six month period
ended:
June 30, 2014                  (0.86)   (0.20)        -
June 30, 2013                  (2.95)     0.71     1.32

Three month period
ended:
June 30, 2014                  (1.43)     0.19     0.79
June 30, 2013                  (0.82)     0.70     1.29

Year ended December 31

(*) CPI on the basis of the average index for 2008.

NOTE 3:- NEW FINANCIAL REPORTING STANDARDS AND INTERPRETATIONS ISSUED

Amendment to IAS 32, "Financial Instruments: Presentation" (offsetting
financial assets and financial liabilities):

The Amendment determines that in order to meet the condition for offsetting a
financial asset and financial liability, the right of offset cannot be
contingent on a future event and it must be enforceable in the normal course
of business, and in the event of bankruptcy, insolvency or credit default.
Also, the net settlement condition may occur even if the settlement actually
is made on a gross basis, but in a manner not leaving significant credit or
liquidity risk, when the amounts due and amounts payable are part of a single
settlement process. The Amendment is effective retrospectively for annual
reporting periods beginning on or after January 1, 2014.

IAS 36, "Impairment of Assets":

The Amendment clarifies the effectiveness and extent of disclosing assets
(including goodwill) or cash generating units as to which an impairment loss
has been recognized (or cancelled) and it also determines that the disclosure
requirements applicable when the recoverable amount of these assets or cash
generating units is determined on the basis of fair value will be
substantially similar to the disclosure requirements for fair value
measurements under IFRS 13, "Fair Value Measurement".

The Amendment applies retrospectively for annual reporting periods beginning
on January 1, 2014.

NOTE 3:- NEW FINANCIAL REPORTING STANDARDS AND INTERPRETATIONS ISSUED (Cont.)

IFRS 15 "Revenues with Respect to Contracts with Customers"

The new standard determines a comprehensive and uniform mechanism for
arranging the accounting treatment of revenues derived from contracts with
customers. The standard revokes IAS 18 "Revenues" and IAS 11 "Construction
Contracts" and related interpretations. The core principle of the standard is
that the recognition of revenue should reflect the transfer of the merchandise
or the services to customers in an amount representative of the economic
benefits expected to be received by the entity in consideration for them. For
this purpose, the standard stipulates that the recognition of revenue will
take place when the entity transfers the merchandise and/or the services
itemized in the contract to the customer in a manner that the customer
achieves control over that merchandise or services.

The standard determines a model for implementing this principle consisting of
five stages:

1. Identification of the contract (or contracts) with the customer.

2. Identification of the performance obligation in the contact.

3. Determination of the transaction price.

4. Allocation of the transaction price to the performance obligation.

5. Recognition of revenue when the entity completes the performance
obligation.

Implementation of the model is conditional upon the specific facts and
circumstances of the contact and, at times, necessitates the introduction of
broad judgment. In addition, the standard stipulates extensive disclosure
requirements with respect to the contracts with customers, material estimates,
which served at the time of implementation of the provisions of the standard,
as well as changes to them, in order to allow the users of the financial
statements to understand the substance, the quantity, the timing and the
reliability of the revenues and of the cash flows derived from the contracts
with the customers.

The standard will become binding compulsorily for annual reporting periods
commencing on January 1, 2017 or thereafter. Early adoption is permitted. In
general, the standard will be implemented retroactively, but entities will be
permitted to elect certain adjustments in the framework of the transitional
provisions of the standard for purposes of applying it to previous reporting
periods.

IFRS 15 "Revenues with Respect to Contracts with Customers" (cont.)

At this early stage, the management of the Company is unable to estimate the
effect of implementation of the standard on its financial position and
operating results. The Company's management will examine the effect of
applying the provisions of the standard on the contracts with its customers
and will evaluate whether these provisions will have a material effect on the
timing and manner of recognition of revenue from these contracts that could
affect the Company's financial statements.

NOTE 4:- FINANCIAL INSTRUMENTS

Financial instruments that are not measured at fair value:

Except as detailed in the following table, the Group believes that the book
value of financial assets and liabilities that are presented at amortized cost
in the financial statements is approximately identical to their fair value:

Financial liabilities:

                         Carrying amount                    Fair value (*)
                                       December
                     June 30,            31,           June 30,        December 31,
                  2014       2013        2013       2014       2013        2013
                                       NIS in thousands
                     Unaudited                         Unaudited

Debentures       25,623     50,898        25,500   26,077     39,237    26,253
(*) Less balances held by Willi-Food.

Financial assets at fair value:

Below are details of the Group's financial assets and liabilities that are
measured in the Company's statement of financial position at fair value,
according to their measurement levels:

                                  June 30, 2014 (unaudited)
                            Level 1 Level 2 Level 3     Total
                                   NIS in thousands

Marketable securities       210,678 4,448   -       215,126
Investment in fund          -       15,180  -       15,180
Total                       210,678 19,628  -       230,306

                                  June 30, 2013 (unaudited)
                            Level 1 Level 2 Level 3     Total
                                   NIS in thousands

Marketable securities       191,610 -       -       191,610
Investment in fund          -       6,296   -       6,296
Total                       191,610 6,296   -       197,906

                                              December 31, 2013
                                    Level 1 Level 2 Level 3     Total
                                           NIS in thousands

Marketable securities and
derivatives                         172,519 4,457   -       176,976
Investment in fund                  -       9,349   -       9,349
Loan at fair value through
operations                          -       -       65,300  65,300
Total                               172,519 13,806  65,300  251,625

NOTE 5:- SIGNIFICANT EVENTS DURING THE REPORTING PERIOD

A. On November 27, 2013, Willi-Food entered into a loan agreement with Newco
(hereafter-"the loan agreement") according to which Willi-Food will give Newco
a loan of NIS 65 million (hereafter-"the loan") that will be deposited
according to the trust agreement between Willi-Food and the Newco trustee
(hereafter-"the investors trustee") and that may be fully converted into
shares of IDB Holdings Company Ltd. (hereafter-"IDB Holdings") or into shares
of IDB Development Company Ltd. (hereafter-"the conversion shares"), to be
held by Newco in proportion to the loan amount and the amount injected by
Newco under the arrangement plan between IDB Holdings and its creditors
(hereafter-"the arrangement plan") which was submitted to the court pursuant
to Section 350 to the Companies Law, 1999 (hereafter-"the Companies Law").

According to the loan agreement, this is a "bullet" loan (principal, linkage
differences and interest) and will be extended for the earlier of a period of
one year from the date of deposit or for a period of six months from the date
of completion as determined by the arrangement plan (hereafter-"the original
repayment date"). The loan will be linked to the CPI published on November 15,
2013 and bear interest at the annual rate of 5%, calculated on a compounded
basis from the date of deposit to the relevant date of repayment. According to
the terms of the loan agreement, if the court does not approve the arrangement
plan or if the conditional terms for the arrangement plan to become effective
are not fulfilled, the loan will be repaid and refunded to Willi-Food,
including linkage differences and interest, before the original repayment
date.

In view of the December 17, 2013 decision of the Tel-Aviv District Court
regarding the approval of the arrangement for the creditors of IDB Holdings
(hereafter-"the Court's decision"), Willi-Food contacted the investors'
trustee and demanded transfer to it of the loan principal pursuant to the
trust agreement and the Court's decision.

On December 31, 2013, at the request of Willi-Food, the investors' trustee
contacted the official in the context of the trust agreement, Adv. Hagai
Ullman ("Ullman"), notifying him that, on December 29, 2013, it received a
demand from Willi-Food that the investors' trustee immediately transfer to
Willi-Food the loan principal of NIS 65 million which Willi-Food had made
available to Newco and which had been deposited in trust with the investors'
trustee. In this demand, Ullman was requested to give written approval to the
investors trustee and to the Trust Company of Bank Leumi Le'Israel Ltd. (or,
alternatively, not to give the approval) to act to release the above amount
that is in trust, in light of the provisions of section 4.2.2 of the trust
agreement and the Court's decision, and that December 31, 2013 is the deferred
date for presenting the examination report by the observer appointed by Court.

On January 12, 2014, the loan principal was refunded to Willi-Food. On January
14, 2014, Willi-Food received the interest on the loan.

B. On March 2, 2014, the controlling shareholders, Messrs. Joseph Williger and
Zvi Williger, informed the Company that they and private companies under their
control signed an agreement with Emblaze Ltd. (hereafter-"Emblaze") in the
context of which, subject to predetermined conditions, Emblaze is to purchase
7,722,297 Ordinary shares of the Company of NIS 1 par value each, representing
about 58.04% of the Company's issued and outstanding share capital and about
58.62% of its voting rights (about 55.16% of the equity interests in the
Company and about 55.69% of the voting rights in the Company on a fully
diluted basis) in consideration of approximately NIS 268 million, reflecting
approximately NIS 34.71 per Company share (hereafter-"the agreement"). The
agreement is subject to the receipt of the approval of the Anti-Trust
Commissioner.

On March 26, 2014, the Anti-Trust Commissioner granted his approval to the
transaction to sell control.

NOTE 5:- SIGNIFICANT EVENTS DURING THE REPORTING PERIOD (Cont.)

B (cont.)

On April 6, 2014, Emblaze published a special tender offer according to
Section 328 of the Companies Law-1999, for the acquisition of 658,685 Ordinary
shares of the Company of NIS 1 par value each, representing approximately 5%
of the voting rights in the Company and about 4.95% of the issued and paid up
share capital of the Company, all in accordance with the terms of the
specification published by Emblaze in the framework of the transaction for the
sale of control (hereafter- "special tender offer").

The determining date for the sale of control was May 4, 2014. Commencing on
that date, Emblaze is the controlling shareholder of the Company by force of
its holding of 8,203,371 Ordinary shares of the Company which, as of that
date, constitute about 61.65% of the Company's issued and paid up share
capital and about 62.27% of its voting rights.

NOTE 6:- SEGMENT REPORTING

A. General:

Since January 1, 2009, the Group applies IFRS 8, "Operating Segments"
(hereafter-"IFRS 8"). According to the provisions of IFRS 8, operating
segments are identified on the basis of internal reports about components of
the Group that are regularly reviewed by the Group's chief operating decision
maker for the purpose of allocating resources and assessing performance of the
operating segments.

In 2014, the Group's operating segment under IFRS 8 was the import segment
only. The import segment earns its revenues from importing, producing and
marketing food products to retail chains, supermarkets, wholesalers, the
institutional market, etc.

B. Revenues from major customers:

Revenues from a major customer that contributed 10% or more to the Company's
total revenues for the six and three months ended June 30, 2014 amounted to
approximately NIS 31,020 thousand and NIS 12,033 thousand, respectively
(2013-NIS 21,990 thousand and NIS 9,534 thousand).

C. Revenues from major groups of products:

                                     Six months ended      Year ended
                 Six months ended
                   June 30, 2014       June 30,2013    December 31, 2013
                 NIS in                NIS in            NIS in
               thousands      %      thousands    %    thousands     %

Canned
vegetables     30,434         17     30,288       17   56,543     21

Dairy and
dairy
substitute
products       41,877         24     40,261       23   70,317     26

Dried fruit,
nuts and beans 28,504         16     20,507       12   (*)        (*)

(*) Less than 10%.