Israeli kosher food distributor G. Willi-Food International has today announced that a wholly-owned subsidiary of the company has executed definitive agreements regarding the acquisition of Vitarroz Corp., a New Jersey-based distributor of Hispanic food products.

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The transaction will be an all-cash transaction and non-dilutive to company shareholders, it said


“I am pleased to have executed the agreements with Vitarroz after three months of negotiations,” said Zwi Williger, chairman and COO of Willi-Food. “The company has a great opportunity to expand its operations in the fastest growing sector of the US food industry, the Hispanic market. Vitarroz has great brand awareness and an excellent reputation for quality and good value. I believe that we can add our management expertise and buying capabilities to Vitarroz. By doing so I believe that we can reduce costs and expand margins through greater efficiencies. We expect to complete our final due diligence with respect to the business in the near future. We anticipate that following the consummation of the transaction the company’s pro forma consolidated annual revenues will significantly increase.”


“We are looking forward to and are excited with the opportunities for growth as a result of the synergies of both companies,” said Steve Weinreb, president of Vitarroz. “In view of our strong brand acceptance and distribution capabilities, we hope to become one of the leading direct-store-delivery distributors of ethnic brands.”


The definitive agreements provide that the Company may elect to acquire either a 50% interest in the business of Vitarroz or a 55% interest in the business. Following the closing, the company has the option for a limited period to require that Vitarroz reacquire the company’s entire interest in the business in return for the repayment of the full amount invested by the company.

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If the company elects to acquire a fifty percent interest in the business it has an option to acquire an additional one percent interest in the business within eighteen months of the closing. Financial terms of the transaction were not disclosed.


The company previously announced on 29 March 2005 that it had executed a memorandum of agreement with respect to the acquisition of Vitarroz and that it would form a joint venture with Millstone Brands Inc. to invest in the Business. Millstone Brands Inc. will not participate in the company’s transaction with Vitarroz.