EX-99.1 2 dex991.htm PRESS RELEASE OF PRICESMART, INC. Press Release of PriceSmart, Inc.

Exhibit 99.1

PriceSmart Announces Second Quarter Results of Operations

San Diego, CA (April 9, 2008) – PriceSmart, Inc. (NASDAQ: PSMT, www.pricesmart.com) today announced its results of operations for the second quarter of fiscal year 2008 which ended on February 29, 2008.

For the second quarter of fiscal year 2008, net warehouse club sales increased 27.1% to $288.2 million from $226.7 million in the second quarter of fiscal year 2007. Total revenues for the second quarter increased 26.7% to $293.8 million, compared to $231.9 million in the prior year. The Company had 25 warehouse clubs in operation as of February 29, 2008 compared to 23 warehouse clubs in operation as of February 28, 2007.

The Company recorded operating income in the second quarter of $10.7 million compared to operating income of $9.6 million in the second quarter of the prior year. Net income was $9.5 million, or $0.33 per diluted share, in the second quarter of fiscal year 2008 compared to $6.5 million, or $0.22 per diluted share, in the second quarter of fiscal year 2007.

For the first six months of fiscal year 2008, net warehouse club sales increased 25.6% to $533.4 million from $424.8 million in the first six months of fiscal year 2007. Total revenues for the first half of the fiscal year increased 25.3% to $544.3 million from $434.4 million in the same period of the prior year. For the first six months of fiscal year 2008, the Company recorded operating income of $20.9 million and net income of $16.2 million, or $0.56 per share. During the same six month period in fiscal year 2007, the Company recorded operating income of $16.8 million and net income of $10.6 million, or $0.36 per share.

Included in the results for the second quarter and first six months of fiscal year 2008 are pre-tax charges and income tax benefits related to the Company’s settlement of previously announced disputes pursuant to a Settlement Agreement and Release with PSC, S.A. and related entities dated February 8, 2008, net of a $5.5 million reserve established in the fourth quarter of fiscal year 2007. The amount of the reserve was equal to management’s estimate at that time of the potential impact of a global settlement on PriceSmart’s net income. In the second quarter of fiscal year 2008, the Company recorded an additional pre-tax charge of $3.4 million, offset by a benefit to provision for income tax of $1.7 million, resulting in a net reduction in net income in the quarter of $1.7 million. Included in the pre-tax charge of $3.4 million, and not affecting the income tax benefit, is a charge of $2.2 million related specifically to the fair market value of put rights granted by the Company to PSC as part of the overall settlement. The closing price of the Company’s common stock on February 29, 2008 was $24.26. The Settlement Agreement and Release provides that, subject to PSC’s commercially reasonable efforts to sell, during a 60 day period commencing February 8, 2008, 679,500 shares of the Company’s common stock held by PSC at a price at or above $25 per share, the Company and PSC will enter into a Put Agreement covering any of the 679,500 shares that 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. The value of the put rights was initially measured at February 8, 2008 (the date of the settlement) and modified as of February 29, 2008 (the end of the fiscal quarter) based on the closing price of PriceSmart’s common stock on that date using the Black-Scholes method of valuation and applied to 679,500 shares that were subject to the put rights. The Company will continue to employ “mark to market” accounting in valuing the put rights. If PSC is successful in selling all of the subject shares in the open market, or if PSC decides to hold those shares beyond the 120-day period and not exercise its put rights, then the Company will ultimately record no cost associated with the put and realize a $2.2 million gain in the Company’s third and/or fourth quarter of fiscal year 2008, offsetting the charge taken in the current (second) quarter. Conversely, if PSC, having used commercially reasonable efforts to sell its shares of the Company’s common stock at or above a price of $25.00 per share during the 120 day period beginning February 8, 2008, were not able to sell all of the subject shares and elected to exercise its put rights, the Company would realize a charge equal to the difference between the then-market value of the shares and $25.00 applied to all of the unsold shares. This charge could be more or less than the charge already recorded and would result in either a further charge to the Company’s reported third quarter earnings or reversal of some portion of the charge already taken.


As of March 31, 2008, the closing price of PriceSmart common stock was $27.71 and the Company has been informed that 199,789 shares of PriceSmart common stock have been sold by PSC and are no longer subject to the put rights. As a result, the fair market value of the put rights was $1.1 million as of March 31, 2008, or $1.1 million less than the charge recorded in the second quarter.

About PriceSmart

PriceSmart, headquartered in San Diego, owns and operates U.S.-style membership shopping warehouse clubs in Central America and the Caribbean, selling high quality merchandise at low prices to PriceSmart members. PriceSmart now operates 25 warehouse clubs in 11 countries and one U.S. territory (four each in Panama and Costa Rica; three each in Guatemala and Trinidad, two each in Dominican Republic, El Salvador and Honduras; and one each in Aruba, Barbados, Jamaica, Nicaragua and the United States Virgin Islands).

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.


PRICESMART, INC.

CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED - AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA)

 

     Three Months Ended     Six Months Ended  
     Feb. 29,
2008
    Feb. 28,
2007
    Feb. 29,
2008
    Feb. 28,
2007
 

Revenues:

        

Sales:

        

Net warehouse club

   $ 288,216     $ 226,722     $ 533,405     $ 424,822  

Export

     340       171       707       266  

Membership income

     3,975       3,421       7,717       6,662  

Other income

     1,313       1,543       2,426       2,604  
                                

Total revenues

     293,844       231,857       544,255       434,354  
                                

Operating expenses:

        

Cost of goods sold:

        

Net warehouse club

     245,333       192,959       453,844       361,457  

Export

     320       168       669       260  

Selling, general and administrative:

        

Warehouse club operations

     26,024       21,749       49,251       42,042  

General and administrative

     7,870       6,877       15,186       12,845  

Preopening expenses

     215       23       987       255  

Asset impairment and closure costs

     14       472       33       663  

Provision for settlement of litigation, including changes in fair market value of put agreement

     3,386       —         3,386       —    
                                

Total operating expenses

     283,162       222,248       523,356       417,522  
                                

Operating income

     10,682       9,609       20,899       16,832  

Other income (expense):

        

Interest income

     364       479       774       843  

Interest expense

     (470 )     (90 )     (529 )     (445 )

Other income (expense), net

     (37 )     (36 )     (84 )     (22 )
                                

Total other income (expense)

     (143 )     353       161       376  
                                

Income from continuing operations before provision for income taxes, loss of unconsolidated affiliate and minority interest

     10,539       9,962       21,060       17,208  

Provision for income taxes

     (890 )     (3,219 )     (4,605 )     (6,192 )

Loss of unconsolidated affiliate

     —         (99 )     —         (183 )

Minority interest

     (160 )     (128 )     (290 )     (262 )
                                

Income from continuing operations

     9,489       6,516       16,165       10,571  

Income from discontinued operations, net of tax

     27       28       45       46  
                                

Net income

   $ 9,516     $ 6,544     $ 16,210     $ 10,617  
                                

Basic income per share:

        

Continuing operations

   $ 0.33     $ 0.23     $ 0.56     $ 0.37  

Discontinued operations, net of tax

     —         —         —         —    
                                

Net income

   $ 0.33     $ 0.23     $ 0.56     $ 0.37  
                                

Diluted income per share:

        

Continuing operations

   $ 0.33     $ 0.22     $ 0.56     $ 0.36  

Discontinued operations, net of tax

     —         —         —         —    
                                

Net income

   $ 0.33     $ 0.22     $ 0.56     $ 0.36  
                                

Shares used in per share computations:

        

Basic

     28,848       28,477       28,815       28,441  
                                

Diluted

     29,233       29,224       29,207       29,153  
                                

Dividends per share

   $ 0.32     $ 0.32     $ 0.32     $ 0.32  
                                


PRICESMART, INC.

CONSOLIDATED BALANCE SHEETS

(UNAUDITED - AMOUNTS IN THOUSANDS, EXCEPT SHARE DATA)

 

     February 29,
2008
    August 31,
2007
 

ASSETS

    

Current Assets:

    

Cash and cash equivalents

   $ 25,912     $ 32,065  

Short-term restricted cash

     6,693       8,046  

Receivables, net of allowance for doubtful accounts of $11 and $3 in 2008 and 2007, respectively

     1,888       2,705  

Merchandise inventories

     109,301       95,979  

Prepaid expenses and other current assets

     16,510       15,777  

Assets of discontinued operations

     1,540       1,380  
                

Total current assets

     161,844       155,952  

Long-term restricted cash

     590       477  

Notes receivable

     2,040       2,086  

Property and equipment, net

     199,255       179,985  

Goodwill

     38,609       31,652  

Deferred tax assets

     20,194       19,535  

Other assets

     3,538       3,732  

Investment in unconsolidated affiliate

     —         2,000  
                

Total Assets

   $ 426,070     $ 395,419  
                

LIABILITIES AND STOCKHOLDERS’ EQUITY

    

Current Liabilities:

    

Short-term borrowings

   $ 3,917     $ 3,301  

Accounts payable

     92,755       80,633  

Accrued salaries and benefits

     6,383       6,962  

Deferred membership income

     7,920       6,634  

Income taxes payable

     2,834       4,593  

Accrued reserve for settlement of litigation, including fair market value of put agreement

     8,358       5,500  

Common stock subject to put agreement

     16,988       —    

Other accrued expenses

     10,686       18,564  

Dividend payable

     9,391       4,678  

Long-term debt, current portion

     1,805       1,411  

Liabilities of discontinued operations

     119       151  
                

Total current liabilities

     161,156       132,427  

Deferred tax liability

     1,663       1,474  

Deferred rent

     1,895       1,977  

Accrued closure costs

     2,992       3,072  

Long-term income taxes payable

     6,504       —    

Long-term debt, net of current portion

     15,582       8,008  
                

Total liabilities

     189,792       146,958  

Minority interest

     269       3,145  

Stockholders’ Equity:

    

Common stock, $0.0001 par value, 45,000,000 shares authorized; 30,210,255 and 29,815,435 shares issued and 29,691,311 and 29,339,211 shares outstanding (net of treasury shares), respectively

     3       3  

Additional paid-in capital

     354,623       369,848  

Tax benefit from stock-based compensation

     4,830       3,970  

Accumulated other comprehensive loss

     (12,762 )     (12,343 )

Accumulated deficit

     (99,268 )     (106,087 )

Less: treasury stock at cost; 518,944 shares and 476,224 shares as of February 29, 2008 and August 31, 2007, respectively

     (11,417 )     (10,075 )
                

Total stockholders’ equity

     236,009       245,316  
                

Total Liabilities and Stockholders’ Equity

   $ 426,070     $ 395,419