-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DEIzkmOJMFOLmXn7UDpWhKHVlDMuE0GWqA5j1EQZ/ZonqLf82W97lCO9yY3/tNyM pmxsnCauTJJEdJvVX25t5g== 0001181431-04-049945.txt : 20041101 0001181431-04-049945.hdr.sgml : 20041101 20041101190915 ACCESSION NUMBER: 0001181431-04-049945 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20041029 FILED AS OF DATE: 20041101 DATE AS OF CHANGE: 20041101 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CAHILL JAMES CENTRAL INDEX KEY: 0001241726 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22793 FILM NUMBER: 041111338 BUSINESS ADDRESS: STREET 1: PRICE ENTITIES STREET 2: 7979 IVANHE AVENUE #520 CITY: LA JOLLA STATE: CA ZIP: 92037 BUSINESS PHONE: 8585512318 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PRICESMART INC CENTRAL INDEX KEY: 0001041803 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-VARIETY STORES [5331] IRS NUMBER: 330628530 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 BUSINESS ADDRESS: STREET 1: 9740 SCRANTON ROAD CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 8584048800 MAIL ADDRESS: STREET 1: 9740 SCRANTON ROAD CITY: SAN DIEGO STATE: CA ZIP: 92121 4 1 rrd56141.xml PSMT FORM 4 - JIM CAHILL X0202 4 2004-10-29 0 0001041803 PRICESMART INC PSMT 0001241726 CAHILL JAMES 7979 IVANHOE AVENUE SUITE 520 LA JOLLA CA 92037 1 0 0 0 Common Stock 619046 I As director of San Diego Revitalization Corp. Common Stock 3875 D Common Stock 49368 I As co-trustee. Common Stock 2004-10-29 4 P 0 3164726 8 A 6427503 I As co-manager of The Price Group LLC Common Stock 2004-10-29 4 P 0 2597200 8 A 6427503 I As co-manager of The Price Group LLC Common Stock 2004-10-29 4 J 0 500000 10 A 6427503 I As co-manager of The Price Group LLC 8% Series A Cumulative Convertible Redeemable Pref. Stock 37.5 Common Stock 14666 550 I As director of San Diego Revitalization Corp. 8% Series B Cumulative Convertible Redeemable Pref. Stock 20 2004-10-29 4 J 0 5000 D Common Stock 500000 0 I As co-manager of The Price Group LLC Common Stock Option 40.88 2009-11-22 Common Stock 3000 3000 D Common Stock Option 39 2010-01-19 Common Stock 1000 1000 D Common Stock Option 32.13 2011-01-24 Common Stock 1000 1000 D Common Stock Option 35 2008-01-17 Common Stock 1000 1000 D Common Stock Option 18.29 2009-01-22 Common Stock 1000 1000 D Common Stock Option 6.24 2010-01-08 Common Stock 1000 1000 D The reporting person disclaims beneficial ownership of these securities. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest (if any) therein. The 8% Series A Cumulative Convertible Redeemable Preferred Stock automatically converts to Common Stock on January 17, 2012 and may be redeemed by PriceSmart for cash at any time on or after January 17, 2007. The 8% Series B Cumulative Convertible Redeemable Preferred Stock automatically converts to Common Stock on July 9, 2013 and may be redeemed by PriceSmart for cash at any time on or after July 9, 2008. Exercisable immediately. These options vest 25% annually beginning on the first anniversary (01/19/2001) of the date of grant (01/19/2000). These options vest 25% annually beginning on the first anniversary (01/24/2002) of the date of grant (01/24/2001). These options vest 25% annually beginning on the first anniversary (01/17/2003) of the date of grant (01/17/2002). These options vest 25% annually beginning on the first anniversary (01/22/2004) of the date of grant (01/22/2003). These options vest 20% annually beginning on the first anniversary (01/08/2005) of the date of grant (01/08/2004). On October 29, 2004, all of the Series B Preferred Stock was exchanged for Common Stock (the "Series B Exchange"). For purposes of the Series B Exchange, such Common Stock was valued at $10 per share. This number represents the number of shares of Common Stock into which the Series B Preferred Stock were actually exchanged pursuant to the Series B Exchange instead of the number of shares into which the Series B Preferred Stock could have been converted pursuant to its terms. This total reflects the aggregate Common Stock held by The Price Group LLC after giving effect to the Bridge Loan Conversion, the Obligations Conversion and the Series B Exchange. Acquired from PriceSmart in a private placement funded by the conversion of a $25 million bridge loan, plus accrued and unpaid interest, owed by PriceSmart to The Price Group LLC (the "Bridge Loan Conversion"). Acquired from PriceSmart as a repayment of $20 million in current obligations, plus accrued and unpaid interest thereon, owed by PriceSmart to The Price Group LLC (the "Obligations Conversion"). /s/ James F. Cahill 2004-11-01 -----END PRIVACY-ENHANCED MESSAGE-----