PriceSmart Announces Settlement of
Pending Litigation
PriceSmart's Acquisition
of Minority Interest in
San Diego, California (February 11, 2008) – PriceSmart, Inc. (Nasdaq: PSMT) today announced that the Company has entered
into a Settlement Agreement and Release with PSC, S.A. ("PSC"),
Tecnicard, Inc. and Banco de la Produccion, and their affiliates (collectively
"PSC Parties"), which resolves the previously announced disputes that
had been pending between the Company and the PSC Parties.
The terms of the Settlement Agreement and Release include: (i) a dismissal of all pending litigation and a mutual
release of all claims; (ii) the Company's acquisition of PSC's 49% interest in
PSMT Nicaragua (BVI), Inc. resulting in the Company being the sole owner of the
PriceSmart Nicaragua business; (iii) termination of other agreements between
the Company and the PSC Parties resulting in, among other things, banks
affiliated with the PSC parties vacating the PriceSmart warehouses by
mid-April, 2008; (iv) certain real estate conveyances between the parties
relating to properties adjacent to the PriceSmart warehouse clubs in Managua,
Nicaragua and Zapote, San Jose, Costa Rica, including the Company's acquisition
from PSC of a land parcel at the Zapote site and the Company’s conveyance to
PSC of two land parcels at the Managua site; and (v) subject to PSC's
commercially reasonable efforts to sell, during a 60 day period commencing
February 8, 2008, the Company and PSC will enter into a Put Agreement covering
any of the 679,500 shares of the Company's common stock which PSC owns at the
end of such period. The Put Agreement,
in turn, will require PSC to use commercially reasonable efforts to sell the
shares subject to the Put Agreement during a period of 60 days from the date of
the Put Agreement. At the end of such
period, PSC may require the Company to purchase at $25.00 per share any of
those shares which may remain unsold at the conclusion of that period. Payments made by the Company pursuant to this
Agreement for items (i), (ii), (iii), and (iv) totaled $17.85 million from available operating funds.
Edgar A. Zurcher, a director of the Company since November 2000,
is President and a director of
The Company recognized a provision for settlement of pending
litigation of $5.5 million for its fiscal year ending August 31, 2007. Subject
to the eventual resolution of item (v), which cannot be reasonably estimated at
this time, the financial impact of the Settlement Agreement and Release is
consistent with that provision, net of income tax.
About PriceSmart
PriceSmart,
headquartered in
This press release
may contain forward-looking statements concerning the Company's anticipated
future revenues and earnings, adequacy of future cash flow and related matters.
These forward-looking statements include, but are not limited to, statements
containing the words "expect," "believe," "will,"
"may," "should," "project," "estimate,"
"scheduled," and like expressions, and the negative thereof. These
statements are subject to risks and uncertainties that could cause actual
results to differ materially, including the following risks: the Company’s
financial performance is dependent on international operations which exposes
the Company to various risks; any failure by the Company to manage its widely
dispersed operations could adversely affect the Company’s business; the Company
faces significant competition; the Company faces difficulties in the shipment
of and inherent risks in the importation of merchandise to its warehouse clubs;
the Company is exposed to weather and other risks associated with international
operations; declines in the economies of the countries in which the Company
operates its warehouse clubs would harm its business; a few of the Company’s
stockholders have control over the Company's voting stock, which will make it
difficult to complete some corporate transactions without their support and may
prevent a change in control; the loss of key personnel could harm the Company’s
business; the Company is subject to volatility in foreign currency exchange;
the Company faces the risk of exposure to product liability claims, a product
recall and adverse publicity; a determination that the Company's long-lived or
intangible assets have been impaired could adversely affect the Company's
future results of operations and financial position; and the Company faces
increased compliance risks associated with compliance with Section 404 of the
Sarbanes-Oxley Act of 2002; as well as the other risks detailed in the
Company's SEC reports, including the Company's Annual Report on Form 10-K filed
pursuant to the Securities Exchange Act of 1934 on November 29, 2007. We assume
no obligation and expressly disclaim any duty to update any forward-looking
statement to reflect events or circumstances after the date of this
presentation or to reflect the occurrence of unanticipated events.
For further information, please contact Robert E. Price,
Chief Executive Officer (858) 551-2336; or John M. Heffner, Executive Vice
President and Chief Financial Officer (858) 404-8826.