PriceSmart
Announces Developments in Dispute with Minority Shareholder
of
San Diego, CA, March 14, 2005 - PriceSmart, Inc.
(NASDAQ:PSMT) today announced that the 34% minority shareholder of PriceSmart (Guatemala)
S.A, the Company's Guatemalan subsidiary, has recently filed civil and related
criminal claims in Guatemalan courts against PriceSmart (Guatemala) and against
the Company's appointees to the Board of PriceSmart (Guatemala). PriceSmart
vehemently disputes these claims, which are entirely without foundation.
Although neither the Company nor PriceSmart (
The Company believes that the minority shareholder has taken
these actions in response to the Company’s previously announced December 13,
2004 filing of a Demand for Arbitration against the minority shareholder,
seeking a declaratory judgment regarding certain accounting, operational and
governance matters related to PriceSmart (Guatemala). The Company intends to
vigorously pursue this Demand.
The two PriceSmart membership clubs in
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
had a substantial loss in fiscal 2003, in fiscal 2004 and the first quarter of
fiscal 2005 and may continue to incur losses in future periods; the Company is
required to comply with financial covenants governing its outstanding
indebtedness and is out of compliance with certain covenants, which gives
lenders the right to accelerate the Company’s indebtedness; the Company’s financial
performance is dependent on international operations; any failure by the
Company to manage its widely dispersed operations could adversely affect its
business; although the Company has taken steps to significantly improve its
internal controls, there may be material weaknesses or significant deficiencies
that the Company has not yet identified; the Company is currently defending
litigation relating to its financial restatement; the Company faces significant
competition; the Company may encounter difficulties in the shipment of and
inherent risks in the importation of merchandise to its warehouse clubs; the
success of the Company’s business requires effective assistance from local
business people; 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 costs and compliance risks associated 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 Form 10-Q filed
pursuant to the Securities Exchange Act of 1934 on January 14, 2005. 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, Interim Chief Executive Officer (858) 551-2336; or John M. Heffner,
Executive Vice President and Chief Financial Officer (858) 404-8826.