December 18, 2024
Dear Stockholders,
For our fiscal year 2024 which ended on August 31, 2024, PriceSmart continued to produce a
strong financial performance. Revenues were $4.9 billion, an 11.4% increase over the prior year.
Earnings were $138.9 million compared with $109.2 million in the prior year, an increase of
27.2%. Operating cash flow was $207.6 million, and stockholders’ equity increased to $1.12 billion.
Fiscal year 2024 was an especially rewarding year for me because of the progress we have
made in our business and the positive impact PriceSmart continues to have on the lives of so many
people—employees, Members, suppliers, and our communities.
We are making many improvements in our business, but I would like to highlight three that are
proving to be especially impactful: distribution centers, our US income initiatives, and investment in
technology.
We currently have major distribution centers in Miami, Costa Rica, and Panama. We are now
adding distribution centers in Guatemala, Trinidad, and the Dominican Republic while continuing to
determine the best location for a future distribution center in Colombia. We believe these in-country
distribution centers will provide numerous advantages, including shortening the time to market for
imported products, lowering the net landed cost for most of our merchandise, providing better in-
stocks, reducing handling expenses, providing a cost-effective way to fulfill PriceSmart.com orders,
and possibly reducing the cost of building and equipping our PriceSmart locations. Along with
additional distribution centers, we are beginning to operate our own fleet of trucks to deliver
merchandise from our distribution centers and to pick up merchandise from our suppliers.
Related to our US income initiatives, although we do not operate PriceSmart locations in the
United States, we do generate profits in the United States because of the markup we make on products
sourced by our US buyers and sold to PriceSmart locations in the countries in which we operate, and
our US parent company earns a royalty from sales made at PriceSmart locations. All this income is
considered foreign-sourced income. When we file our income taxes, we offset this foreign-sourced
income against foreign tax credits, so there ends up being no US tax on foreign-sourced income. We
have been aware of and taken advantage of this tax benefit for many years, but we typically have more
foreign tax credits than we can use. As a result, more recently, we are being more proactive in gaining
more benefits from foreign tax credits. For example, we have set up a new business in the US, an
export division, selling merchandise primarily to businesses in countries where PriceSmart does not
currently have clubs. The profits made on these sales qualify as foreign-sourced income.
Related to technology, PriceSmart historically has underinvested in technology. The
technology investments we are prioritizing now are for supply chain enhancements, back-office
productivity improvements, and initiatives to both optimize and transform the brick and mortar
experience and to make the digital experience more efficient and Member-centric. In fiscal year 2024,
we launched several new technology initiatives related to merchandise procurement, supply chain,
point of sale, and PriceSmart.com. We believe that this heightened focus on technology and process
improvement will result in numerous benefits, including better stock and inventory control, lower
labor costs, an improved Member experience, and a better online shopping experience for our business
and retail Members. It goes without saying that investment in technology is expensive; however, we
feel confident that these investments will pay off.
In addition to the positive results we are experiencing with our PriceSmart business, I feel even
more gratified by the positive impact our business is having on our employees and the communities in
which we do business. I am so proud of the fact that PriceSmart has an outstanding record related to
employee retention. Many of our employees have been with our company for more than 20 years. The
loyalty and spirit of our employees have been built up over many years and are based on excellent pay
and benefits, a respectful and welcoming work environment, and opportunities for advancement as
PriceSmart continues to grow.
We also believe it is our mission to find synergies and win/win situations in the communities in
which we operate. One way we do this is by partnering with Price Philanthropies Foundation’s
Aprender y Crecer program which provides free school supplies and eyeglasses to thousands of low-
income children. The purchasing of school supplies and eyeglasses leverages the buying power of
PriceSmart. Also, our recently formed PriceSmart Foundation is making grants to non-profits to
support youth employment training and to help small businesses improve their operations. More
organically, PriceSmart is fostering entrepreneurship in the countries in which we do business. First,
many smaller PriceSmart suppliers have scaled their businesses because they have PriceSmart as a
customer. Second, many entrepreneurs have been able to start their businesses because they can
purchase small quantities of products at very good prices and then resell those products, often in
communities in which PriceSmart is not doing business.
Finally, I would like to share with you our current investments in real estate. These investments
take two forms: one is investing in existing PriceSmart locations to either enlarge the selling area,
provide more parking, and/or modernize fixtures and income. This past year, we made major
investments in the following locations: Liberia, Costa Rica; San Pedro Sula, Honduras; San Salvador,
El Salvador; Santiago, Dominican Republic; and Portmore, Jamaica. We are planning to open two new
locations this fiscal year, one in Costa Rica in the spring of 2025 and the other in Guatemala in the
summer of 2025. In addition, we have other potential sites under consideration but do not announce
new locations until all permits have been received.
I am so grateful to our amazing employees who are so committed to our company. I also want
to recognize our outstanding members of our board of directors. Each director provides unique
knowledge and experience, contributing so much to our company’s success.
On behalf of myself and our board of directors, best wishes for a very happy holiday season
and a healthy and fulfilling new year.
Sincerely,
Robert E. Price
i
PRICESMART, INC.
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND
OTHER INFORMATION
August 31, 2024
Page
Selected Financial Data
1
Management’s Discussion and Analysis of Financial Condition and Results of Operations
3
Report of Independent Registered Public Accounting Firm
32
Consolidated Balance Sheets as of August 31, 2024, and 2023
34
Consolidated Statements of Income for each of the three years in the period ended August 31, 2024
36
Consolidated Statements of Comprehensive Income for each of the three years in the period ended August 31, 2024
37
Consolidated Statements of Equity for each of the three years in the period ended August 31, 2024
38
Consolidated Statements of Cash Flows for each of the three years in the period ended August 31, 2024
39
Notes to Consolidated Financial Statements
41
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
82
Additional Information
86
Directors & Officers of PriceSmart, Inc.
87
[THIS PAGE INTENTIONALLY LEFT BLANK]
1
Selected Financial Data
The selected consolidated financial data presented below is derived from the Company's consolidated financial
statements and accompanying notes. This selected financial data should be read in conjunction with “Management's
Discussion and Analysis of Financial Condition and Results of Operations” and the consolidated financial statements and
accompanying notes thereto included elsewhere in this report.
OPERATING RESULTS DATA:
Net merchandise sales
$
4,783,119
$
4,300,706
$
3,944,817
$
3,465,442
$
3,191,762
Export sales
39,438
31,741
45,217
41,520
34,374
Membership income
75,240
66,048
60,887
56,030
54,501
Other revenue and income
16,101
13,347
15,172
56,879
48,551
Total revenues
4,913,898
4,411,842
4,066,093
3,619,871
3,329,188
Total cost of goods sold
4,066,974
3,652,511
3,384,945
2,975,338
2,774,778
Selling, general and administrative
622,842
552,055
511,346
484,637
429,954
Reserve for AMT settlement
—
7,179
—
—
—
Separation costs associated with
Chief Executive Officer departure
—
7,747
—
—
—
Pre-opening expenses
970
1,432
1,471
849
1,545
Asset impairment and closure costs
—
5,658
—
—
—
Loss on disposal of assets
2,168
744
1,265
1,027
443
Operating income
220,944
184,516
167,066
158,020
122,468
Total other expense
(19,517)
(15,305)
(10,645)
(10,834)
(6,428)
Income before provision for income
taxes and income (loss) of
unconsolidated affiliates
201,427
169,211
156,421
147,186
116,040
Provision for income taxes
(62,618)
(59,951)
(51,858)
(48,969)
(37,764)
Income (loss) of unconsolidated
affiliates
66
(55)
(10)
(58)
(95)
Net income
$
138,875
$
109,205
$
104,553
$
98,159
$
78,181
Less: net income attributable to
noncontrolling interest
—
—
(19)
(196)
(72)
Net income attributable to
PriceSmart, Inc.
$
138,875
$
109,205
$
104,534
$
97,963
$
78,109
Basic
$
4.57
$
3.51
$
3.38
$
3.18
$
2.55
Diluted
$
4.57
$
3.50
$
3.38
$
3.18
$
2.55
Weighted average common shares -
basic
30,032
30,763
30,591
30,403
30,259
Weighted average common shares -
diluted
30,032
30,786
30,600
30,403
30,259
SELECTED FINANCIAL DATA
NET INCOME ATTRIBUTABLE TO PRICESMART, INC. PER SHARE AVAILABLE FOR DISTRIBUTION:
2024
Years Ended August 31,
(in thousands, except income per common share)
2023
2022
2021
2020
2
(1)
On April 3, 2024, February 1, 2024, February 3, 2023, February 3, 2022, February 4, 2021, and February 6, 2020, the Company
declared cash dividends on its common stock.
BALANCESHEET DATA:
Cash and cash equivalents
$
125,364
$
239,984
$
237,710
$
202,060
$
299,481
Short-term investments
100,165
91,081
11,160
50,233
46,509
Short-term and long-term restricted cash
10,947
12,218
13,663
13,419
4,290
Total Assets
$
2,022,694
$
2,005,608
$
1,808,400
$
1,705,790
$
1,656,825
Long-term debt
130,360
139,680
137,271
129,505
132,047
Total PriceSmart stockholders’ equity
attributable to PriceSmart, Inc. stockholders
1,122,965
1,107,043
991,073
915,345
831,719
Dividends paid on common stock attributable to
PriceSmart, Inc. stockholders
(1)
$
66,162
$
28,540
$
26,559
$
21,531
$
21,426
2024
SELECTED FINANCIAL DATA - (Continued)
As of August 31,
(in thousands)
2023
2022
2021
2020
3
Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis should be read in conjunction with our audited consolidated financial
statements and related notes thereto included elsewhere in this Annual Report on Form 10-K. This Annual Report on Form
10-K contains forward-looking statements concerning PriceSmart, Inc.'s ("PriceSmart", the "Company", "we" or "our")
anticipated future revenues and earnings, adequacy of future cash flows, omni-channel initiatives, proposed warehouse
club openings, the Company's performance relative to competitors and related matters. These forward-looking statements
include, but are not limited to, statements containing the words “expect,” “believe,” “will,” “may,” “should,” “project,”
“estimate,” “anticipated,” “scheduled,” “intend,” and like expressions, and the negative thereof. These statements are
subject to risks and uncertainties that could cause actual results to differ materially including, but not limited to the risks
detailed in this Annual Report on Form 10-K under the “Part I. Item 1A. Risk Factors" for the fiscal year ended August 31,
2024 filed with the United States Securities and Exchange Commission (“SEC”) on October 30, 2024. In addition, these
risks are not the only risks that the Company faces. The Company could also be affected by additional factors that apply to
all companies operating globally and, in the U.S., as well as other risks that are not presently known to the Company or that
the Company currently considers to be immaterial.
Overview
PriceSmart, headquartered in San Diego, California, owns and operates U.S.-style membership shopping
warehouse clubs in Latin America and the Caribbean, selling high quality merchandise and services at low prices to our
Members. We operate 54 warehouse clubs in 12 countries and one U.S. territory (ten in Colombia; eight in Costa Rica;
seven in Panama; six in Guatemala; five in Dominican Republic; four each in Trinidad and El Salvador; three in Honduras;
two each in Nicaragua and Jamaica; and one each in Aruba, Barbados and the United States Virgin Islands). We have
purchased land and plan to open our ninth warehouse club in Costa Rica, located in Cartago, approximately 10 miles east
from the nearest club in the capital of San Jose. The club will be built on a six-acre property and is anticipated to open in
the spring of 2025. Additionally, we expect to formalize a land lease in the first quarter of fiscal year 2025 and build our
seventh warehouse club in Guatemala, located in Quetzaltenango, approximately 122 miles west from the nearest club in
the capital of Guatemala City. This club will be built on a four-acre property and is anticipated to open in the summer of
2025. Once these two new clubs are open, we will be operating 56 warehouse clubs in total. Our corporate headquarters,
U.S. buying operations and regional distribution centers are located primarily in the United States. Our operating segments
are the United States, Central America, the Caribbean and Colombia. All intercompany balances and transactions have
been eliminated in consolidation.
Mission and Business Strategy
PriceSmart exists to improve the lives and businesses of our Members, our employees and our communities
through the responsible delivery of the best quality goods and services at the lowest possible prices. We aim to serve as a
model company, which operates profitably and provides a good return to our investors, by providing Members in emerging
and developing markets with exciting, high-quality merchandise sourced from around the world and valuable services at
compelling prices in safe U.S.-style clubs and through PriceSmart.com. We prioritize the well-being and safety of our
Members and employees. We provide good jobs, fair wages and benefits and opportunities for advancement. We strive to
treat our suppliers right and empower them when we can, including both our regional suppliers and those from around the
world. We try to conduct ourselves in a socially responsible manner as we endeavor to improve the quality of the lives of
our Members and their businesses, while respecting the environment and the laws of all the countries in which we operate.
We also believe in facilitating philanthropic contributions to the communities in which we do business. We charge
Members an annual membership fee that enables us to operate our business with lower margins than traditional retail
stores. As we continue to invest in technological capabilities, we are increasing our tools to drive sales and operational
efficiencies. We believe we are well positioned to blend the excitement and appeal of our brick-and-mortar business with
the convenience and additional benefits of online shopping and services and, meanwhile, enhance Member experience and
engagement.
4
Factors Affecting the Business
Overall economic trends, foreign currency exchange volatility, and other factors impacting the business
Our sales and profits vary from market to market depending on general economic factors, including GDP growth;
consumer preferences; foreign currency exchange rates; political and social conditions; local demographic characteristics
(such as population growth); the number of years we have operated in a particular market; and the level of retail and
wholesale competition in that market. The economies of many of our markets are dependent on foreign trade, tourism, and
foreign direct investments. Uncertain economic conditions and slowdown in global economic growth and investment may
impact the economies in our markets, causing significant declines in GDP and employment and devaluations of local
currencies against the U.S. dollar.
Although we have seen recent inflationary pressures subsiding, substantial product cost increases and commodity
price increases have and could continue to impact our financial results and could lead to reduced sales, fewer units sold,
and/or margin pressure. Events directly or indirectly related to COVID-19 resulted in market and supply-chain disruptions,
which increased the complexity of managing our inventory flow and business and resulted in substantial inventory
markdowns on certain non-food product categories in the third quarter of fiscal year 2022. In addition, shipping and freight
rates increased dramatically during that time. While supply chains and transportation rates have normalized, we continue to
work to hold down and/or mitigate the price increases passed on to our Members while maintaining the right inventory mix
to grow sales. One key factor has been our expanded network of distribution centers, which has facilitated alternative
shipping routes, increased merchandise throughput, and provided flexibility to mitigate our supply chain challenges and
risks more effectively.
Currency fluctuation can be one of the largest variables affecting our overall sales and profit performance because
many of our markets are susceptible to foreign currency exchange rate volatility. For fiscal year 2024, some markets,
especially Costa Rica, benefited from currency appreciation, which helped offset currency devaluations we experienced in
some of the other countries. During fiscal year 2024, approximately 79.5% of our net merchandise sales were in currencies
other than the U.S. dollar. Of those sales, 49.0% consisted of sales of products we purchased in U.S. dollars.
A devaluation of local currency reduces the value of sales and membership income that is generated in that
country when translated to U.S. dollars for our consolidated results. In addition, when local currency experiences
devaluation, we may elect to increase the local currency price of imported merchandise to maintain our target margins,
which could impact demand for the merchandise affected by the price increase. However, during fiscal year 2023, the
currency in Colombia devalued approximately 15%, but we held pricing steady or took pricing actions to mitigate declines
in demand that negatively impacted our consolidated Total Gross Margin rate. We may also modify the mix of imported
versus local merchandise and/or the source of imported merchandise to mitigate the impact of currency fluctuations.
Information about the effect of local currency devaluations is discussed further in “Management’s Discussion and Analysis
of Financial Condition and Results of Operations - Net Merchandise Sales and Comparable Sales.”
Our wallet-share capture of total retail and wholesale sales can vary from market to market due to competition and
the availability of other shopping options for our Members. Demographic characteristics within each of our markets can
affect both the overall level of sales and future sales growth opportunities. Certain island markets, such as Aruba, Barbados
and the U.S. Virgin Islands, offer limited upside for sales growth given their overall market size.
We continue to face the risk of political instability which may have significant effects on our business. For
example, protestors set up roadblocks in Panama during October and November 2023 as a reaction to an agreement
between the Panamanian government and a mining company, disrupting traffic to our clubs throughout most of the market.
Roadblocks in Guatemala in October 2023 relating to election protests also limited access to certain of our warehouse
clubs. Civil unrest in Colombia in response to tax reform and austerity measures paralyzed significant portions of the
country’s infrastructure as roadblocks and riots disrupted normal economic activity during the third quarter of fiscal year
2021.
Our operations are subject to volatile weather conditions and natural disasters. In November 2020, Hurricanes Eta
and Iota brought severe rainfall, winds, and flooding to a significant portion of Central America, especially Honduras,
which caused significant damage to parts of that country’s infrastructure. Although our warehouse clubs were not
significantly affected and we were able to manage our supply chain to keep our warehouse clubs stocked with merchandise,
similar natural disasters could adversely impact our overall sales, costs and profit performance in the future.
5
Our operations depend on shipping, trucking, ports and other elements of the supply chain that often rely on
unionized labor. A work stoppage or other limitation on operations from union or other labor-related matters could occur
for any number of reasons, including as a result of disputes under existing collective bargaining agreements with labor
unions or in connection with negotiation of new collective bargaining agreements. For example, while it did not impact our
export activities, we experienced a brief disruption to the flow of imported merchandise into our Miami distribution center
operations because of the U.S. dockworkers strike in October 2024.
Changes in tax laws, increases in the enacted tax rates, adverse outcomes in connection with tax audits in any
jurisdiction, or any change in the pronouncements relating to accounting for income taxes could have a material adverse
effect on our financial condition and results of operations. In one of the countries where we operate, the government made
changes several years ago in the method of computing minimum tax payments, under which the government sought to
require retailers to pay taxes based on a percentage of sales if the resulting tax were greater than the tax payable based on a
percentage of income (Alternative Minimum Tax or "AMT"). We, together with our tax and legal advisers, appealed these
interpretations and litigated our cases in the country’s court system. Nevertheless, in fiscal year 2023, we recorded a
$7.2 million charge to settle the minimum tax payment dispute. To address the inherent risk of operating in a country in
which tax legislation changes can significantly impact our low margin business model and in which our ability to
successfully appeal the application of these taxes is limited, we have increased prices in this market to offset or partially
offset the rise in costs to comply with the annual AMT payment. These and other challenges may persist or become more
acute and could have a material adverse effect on our business and results of operations.
From time to time, we have experienced a lack of availability of U.S. dollars in certain markets (U.S. dollar
illiquidity). This impedes our ability to convert local currencies obtained through merchandise sales into U.S. dollars to
settle the U.S. dollar liabilities associated with our imported products or otherwise fund our operations. This illiquidity also
increases our foreign exchange exposure to any devaluation of the local currency relative to the U.S. dollar. Additionally,
the Company may incur significant premium costs to convert our local currencies into available tradable currencies and
U.S. dollars. For instance, since fiscal year 2017, we have experienced this situation in Trinidad and have been unable to
source a sufficient level of tradable currencies. We are working with our banks in Trinidad and government officials to
convert all of our Trinidad dollars into tradable currencies. For instance, during fiscal year 2021, we experienced
significant limitations on our ability to convert Trinidad dollars to U.S. dollars or other tradable currencies. Our balance as
of August 31, 2024 of Trinidad dollar denominated cash and cash equivalents and short and long-term investments
measured in U.S. dollars was $60.2 million, a decrease of $40.3 million from the peak of $100.5 million as of November
30, 2020. However, as the Trinidad central bank strictly manages the exchange rate of the Trinidad dollar with the U.S.
dollar and affects the level of U.S. Dollar liquidity in the market through its interventions, we are subject to continued
challenges in converting our Trinidad dollars to U.S. dollars, as well as being exposed to the risk of a potential devaluation
of the currency.
Additionally, during fiscal year 2023, the Honduran Central Bank began limiting the availability and controlling
the allocation of U.S. dollars for the conversion from Honduran lempiras to U.S. dollars. As of August 31, 2024, our
Honduran subsidiary had approximately $22.3 million of cash and cash equivalents and short-term investments
denominated in lempiras, which cannot be readily converted to U.S. dollars for general use within the Company. We are
actively working with our banking partners and government authorities to address this situation.
At times we face difficulties in the shipment of, and the risks inherent in the importation of, merchandise to our
warehouse clubs. One of those difficulties is possible governmental restrictions on the importation of merchandise. In late
May 2023, disputes with Nicaraguan customs and tax authorities resulted in delays in the issuance of our importation
clearance, and general delays in the customs inspection process. While this situation has occurred frequently in the last few
years, we generally have been able to plan around these import blockages and resume within a manner of days. However,
the most recent delay in obtaining importation clearance, resulted in us being unable to import merchandise into Nicaragua
for several weeks in June of 2023. While at this time our tax clearances and imports seem to have returned to a more
normal cadence, we continue to monitor this situation closely and are working with local officials to seek continuity of
imports into Nicaragua as well as the other jurisdictions in which we operate.
6
Financial highlights for the fourth quarter of fiscal year 2024 included:
•
Total revenues increased 9.6% over the prior year period.
•
Net merchandise sales increased 9.5% over the prior year period. We ended the quarter with 54 warehouse
clubs compared to 51 warehouse clubs at the end of the fourth quarter of fiscal year 2023. Net merchandise
sales - constant currency increased 9.3% over the prior year period.
•
Comparable net merchandise sales (that is, sales in the 51 warehouse clubs that have been open for greater
than 13 ½ calendar months) for the 13 weeks ended September 1, 2024 increased 6.2%. Comparable net
merchandise sales - constant currency for the 13 weeks ended September 1, 2024 increased 6.0%.
•
Membership income for the fourth quarter of fiscal year 2024 increased 14.1% to $19.7 million over the
comparable prior year period.
•
Total gross margins (net merchandise sales less associated cost of goods sold) increased 10.3% over the prior-
year period, and merchandise gross profits as a percent of net merchandise sales were 15.7%, an increase of
10 basis points or 0.1% from the same period in the prior year.
•
Selling, general and administrative expenses increased $3.4 million or 2.2% compared to the fourth quarter of
fiscal year 2023, primarily due to higher compensation costs, professional fees, depreciation expense and
bank fees which were partially offset by costs associated with the reserve for the AMT settlement and asset
impairment and closure costs which occurred during the fourth quarter of fiscal year 2023.
•
Operating income for the fourth quarter of fiscal year 2024 was $49.2 million, an increase of 53.1%, or $17.1
million, compared to the fourth quarter of fiscal year 2023.
•
We recorded a $7.4 million net loss in total other expense, net in the fourth quarter of fiscal year 2024
compared to a $1.5 million net loss in total other expense, net in the same period last year primarily due to an
increase in other expense of $4.2 million, primarily driven by an increase in total foreign currency transaction
losses and a decrease of $1.2 million in interest income.
•
Our effective tax rate decreased in the fourth quarter of fiscal year 2024 to 30.4% from 49.9% in the fourth
quarter of fiscal year 2023. The decrease in the effective rate versus the prior year was primarily attributable
to the non-recurrence of the comparably unfavorable impacts in the prior year of 11.6% due to the AMT
settlement and 5.4% from asset impairment and related closure costs.
•
Net income for the fourth quarter of fiscal year 2024 was $29.1 million, or $0.94 per diluted share, compared
to $15.4 million, or $0.49 per diluted share, for the fourth quarter of fiscal year 2023. The fourth quarter of
fiscal year 2023 included a negative impact of $0.30 per diluted share for costs related to the reserve for the
AMT settlement and $0.18 per diluted share of asset impairment and closure costs.
•
Adjusted net income for the fourth quarter of fiscal year 2024 was $29.1 million, or an adjusted $0.94 per
diluted share, compared to adjusted net income of $20.4 million, or $0.65 per diluted share, for the fourth
quarter of fiscal year 2023. The fourth quarter of fiscal year 2023 included a negative impact of $0.30 per
diluted share for costs related to the reserve for the AMT settlement.
•
Adjusted EBITDA for the fourth quarter of fiscal year 2024 was $70.7 million compared to $57.2 million in
the same period last year.
Financial highlights for fiscal year 2024 included:
•
Total revenues increased 11.4% over the prior year period.
•
Net merchandise sales increased 11.2% over the prior year period. We ended the year with 54 warehouse
clubs compared to 51 warehouse clubs at the end of fiscal year 2023. Net merchandise sales - constant
currency increased 8.6% over the prior year period.
•
Comparable net merchandise sales (that is, sales in the 51 warehouse clubs that have been open for greater
than 13 ½ calendar months) for the 52 weeks ended September 1, 2024 increased 7.7%. Comparable net
merchandise sales - constant currency for the 52 weeks ended September 1, 2024 increased 5.2%.
•
Membership income increased 13.9% to $75.2 million.
•
Total gross margins (net merchandise sales less associated cost of goods sold) increased 11.1% over the prior
year, and merchandise gross profits as a percent of net merchandise sales remained constant at 15.8%
compared to the prior year.
•
Selling, general and administrative expenses increased $51.2 million in fiscal year 2024 or 8.9% compared to
fiscal year 2023, primarily due to higher compensation cost, professional fees, depreciation expense, and bank
fees.
•
Operating income was $220.9 million in fiscal year 2024, an increase of 19.7%, or $36.4 million, compared
to fiscal year 2023.
7
•
We recorded a $19.5 million net loss in total other expense, net in fiscal year 2024 compared to a
$15.3 million net loss in total other expense, net in the same period last year primarily due to an increase of
$3.5 million of other expense, which is primarily foreign currency transaction losses, and an increase of $1.9
million in interest expense, partially offset by an increase of $1.2 million in interest income.
•
The effective tax rate for fiscal year 2024 was 31.1% as compared to the effective tax rate for fiscal year 2023
of 35.4%. The decrease is primarily driven by the non-recurrence of the comparably unfavorable impact in
the prior year of write-offs of VAT receivables, Aeropost write-offs and asset impairment and related closure
costs of 2.2%, and a 1.8% unfavorable impact due to the AMT settlement.
•
Net income for fiscal year 2024 was $138.9 million, or $4.57 per diluted share, compared to $109.2 million,
or $3.50 per diluted share, for fiscal year 2023. Fiscal year 2023 included a negative impact of $0.30 per
diluted share for costs related to the reserve for the AMT settlement and $0.18 per diluted share of asset
impairment and closure costs.
•
Adjusted net income for fiscal year 2024 was $138.9 million, or an adjusted $4.57 per diluted share,
compared to adjusted net income of $126.5 million, or an adjusted $4.06 per diluted share, for fiscal year
2023. Fiscal year 2023 included a negative impact of $0.30 per diluted share for costs related to the reserve
for the AMT settlement.
•
Adjusted EBITDA for fiscal year 2024 was $303.6 million compared to $275.7 million in the prior year.
Non - GAAP (Generally Accepted Accounting Principles) Financial Measures
The accompanying Consolidated Financial Statements, including the related notes, are presented in accordance
with U.S. GAAP (Generally Accepted Accounting Principles). In addition to relevant GAAP measures, we also provide
non-GAAP measures including adjusted net income, adjusted net income per diluted share, adjusted EBITDA, net
merchandise sales - constant currency and comparable net merchandise sales - constant currency because management
believes these metrics are useful to investors and analysts by excluding items that we do not believe are indicative of our
core operating performance. These measures are customary for our industry and commonly used by competitors. However,
these non-GAAP financial measures should not be reviewed in isolation or considered as an alternative to any other
performance measure derived in accordance with GAAP and may not be comparable to similarly titled measures used by
other companies in our industry or across different industries.
Adjusted Net Income and Adjusted Net Income per Diluted Share
Adjusted net income and adjusted net income per diluted share metrics are important measures used by management to
compare the performance of our core operations results between periods. We define adjusted net income as net income, as
reported, adjusted for: separation costs associated with the departure of our former Chief Executive Officer, the write-off of
certain Aeropost receivables, the write-off of certain VAT receivables following unfavorable court rulings, asset impairment
on our assets held for sale and closure costs, the gain on the acquisition of a building, and the tax impact of the foregoing
adjustments on net income. We define adjusted net income per diluted share as adjusted net income divided by the
weighted-average diluted shares outstanding.
8
We believe adjusted net income and adjusted net income per diluted share are useful metrics to investors and
analysts because they present more accurate year-over-year comparisons for our net income and net income per diluted
share because adjusted items are not the result of our normal operations. We note that no adjustments to net income or net
income per diluted share have been made for the three-month and twelve-month periods ended August 31, 2024.
Three Months Ended
Years Ended
(Amounts in thousands, except per share data)
August 31,
2024
August 31,
2023
August 31,
2024
August 31,
2023
Net income as reported
$
29,068
$
15,381
$
138,875
$
109,205
Adjustments:
Separation costs associated with Chief Executive Officer
departure (1)
—
—
—
7,747
Aeropost-related write-offs (2)
—
—
—
2,786
VAT receivable write-off (3)
—
—
—
2,309
Asset impairment and closure costs (4)
—
5,658
—
5,658
Gain on acquisition of building (5)
—
(948)
—
(948)
Tax impact of adjustments to net income (6)
—
266
—
(284)
Adjusted net income
$
29,068
$
20,357
$
138,875
$
126,473
Net income per diluted share
$
0.94
$
0.49
$
4.57
$
3.50
Separation costs associated with Chief Executive Officer
departure
—
—
—
0.23
Aeropost-related write-offs
—
—
—
0.09
VAT receivable write-off
—
—
—
0.08
Asset impairment and closure costs
—
0.18
—
0.18
Gain on acquisition of building
—
(0.02)
—
(0.02)
Adjusted net income per diluted share
$
0.94
$
0.65
$
4.57
$
4.06
(1) Reflects $7.7 million of separation costs associated with the departure of our former Chief Executive Officer in February 2023.
(2) Reflects $2.1 million of Aeropost-related write-offs in the first quarter of fiscal year 2023 and $660,000 of a receivable written-off in
connection with the settlement in the third quarter of fiscal year 2023 of a claim for indemnification from the buyer of the Aeropost
business.
(3) Reflects $2.3 million of VAT receivables deemed not recoverable and written-off in the third quarter of fiscal year 2023 following
unfavorable court rulings.
(4) Reflects $5.7 million of impairment charges primarily related to the write down of assets in connection with our decision in the
fourth quarter of fiscal year 2023 to seek to sell our Trinidad sustainable packaging plant.
(5) Reflects a $950,000 gain related to a building we acquired upon the early termination of a lease in which we were the lessor of the
land on which the building was constructed by and abandoned by one of our tenants.
(6) Reflects the tax effect of the above-mentioned adjustments.
9
Adjusted EBITDA
Adjusted EBITDA is defined as net income before interest expense, net, provision for income taxes and
depreciation and amortization, adjusted for the impact of certain other items, including interest income; other income
(expense), net; separation costs associated with Chief Executive Officer departure; asset impairment and closure costs;
Aeropost write-offs; and the write-off of certain VAT receivables following unfavorable court rulings. The following is a
reconciliation of our Net income to Adjusted EBITDA for the periods presented:
Three Months Ended
Years Ended
(Amounts in thousands)
August 31,
2024
August 31,
2023
August 31,
2024
August 31,
2023
Net income as reported
$
29,068
$
15,381
$
138,875
$
109,205
Adjustments:
Interest expense
3,271
2,710
12,959
11,020
Provision for income taxes
12,723
15,304
62,618
59,951
Depreciation and amortization
21,497
19,434
82,611
72,698
Interest income
(2,437)
(3,611)
(11,049)
(9,871)
Other expense, net (1)
6,563
2,361
17,607
14,156
Separation costs associated with Chief Executive Officer
departure (2)
—
—
—
7,747
Aeropost-related write-offs (3)
—
—
—
2,786
VAT receivable write-off (4)
—
—
—
2,309
Asset impairment and closure costs (5)
—
5,658
—
5,658
Adjusted EBITDA
$
70,685
$
57,237
$
303,621
$
275,659
(1) Primarily consists of foreign currency losses or gains due to the revaluation of monetary assets and liabilities (primarily U.S. dollars).
This line item includes a gain of $950,000 associated with the acquisition of a building upon a lease termination in the fourth quarter
of fiscal year 2023.
(2) Reflects $7.7 million of separation costs associated with the departure of our former Chief Executive Officer in February 2023.
(3) Reflects $2.1 million of Aeropost-related write-offs in the first quarter of fiscal year 2023 and $660,000 of a receivable written-off in
connection with the settlement in the third quarter of fiscal year 2023 of a claim for indemnification from the buyer of the Aeropost
business.
(4) Reflects $2.3 million of VAT receivables related to prior periods deemed not recoverable and written-off in the third quarter of fiscal
year 2023 following unfavorable court rulings.
(5) Reflects $5.7 million of impairment primarily related to the write down of assets in connection with our decision in the fourth quarter
of fiscal year 2023 to seek to sell our Trinidad sustainable packaging plant.
Net Merchandise Sales - Constant Currency
As a multinational enterprise, we are exposed to changes in foreign currency exchange rates. The translation of the
operations of our foreign-based entities from their local currencies into U.S. dollars is sensitive to changes in foreign
currency exchange rates and can have a significant impact on our reported financial results. We believe that constant
currency is a useful measure, indicating the actual growth of our operations. When we use the term "net merchandise sales
- constant currency," it means that we have translated current year net merchandise sales at prior year monthly average
exchanges rates. Net merchandise sales - constant currency results exclude the effects of foreign currency translation.
Similarly, when we use the term "comparable net merchandise sales - constant currency," it means that we have translated
current year comparable net merchandise sales at prior year monthly average exchange rates. Comparable net merchandise
sales – constant currency results exclude the effects of foreign currency translation. Refer to “Management’s Discussion &
Analysis – Net Merchandise Sales” and Refer to “Management’s Discussion & Analysis – Comparable Net Merchandise
Sales” for our quantitative analysis and discussion. Reconciliations between net merchandise sales - constant currency and
comparable net merchandise sales - constant currency and the most directly comparable GAAP measures are included
where applicable.
10
Comparison of Fiscal Year 2024 to 2023
The following discussion and analysis compares the results of operations for the fiscal years ended August 31,
2024 and 2023 and should be read in conjunction with the consolidated financial statements and the accompanying notes
included elsewhere in this report. For a comparison of the fiscal years ended August 31, 2023 and 2022, please see Part II.
“Item 7. Management’s Discussion and Analysis of Results of Operations and Financial Condition” in the Company’s
Annual Report on Form 10-K for the fiscal year ended August 31, 2023 filed with the SEC on October 30, 2023. Unless
otherwise noted, all tables present U.S. dollar amounts in thousands. Certain percentages presented are calculated using
actual results prior to rounding. Our operations consist of four reportable segments: Central America, the Caribbean,
Colombia and the United States. The Company’s reportable segments are based on management’s organization of these
locations into operating segments by general geographic location, which are used by management and the Company's chief
operating decision maker in setting up management lines of responsibility, providing support services, and making
operational decisions and assessments of financial performance. Segment amounts are presented after converting to U.S.
dollars and consolidating eliminations. From time to time, we revise the measurement of each segment's operating income,
including certain corporate overhead allocations, and other measures as determined by the information regularly reviewed
by our chief operating decision maker. When we do so, the previous period amounts and balances are reclassified to
conform to the current period's presentation.
Net Merchandise Sales
The following tables indicate the net merchandise sales in the reportable segments in which we operate and the
percentage growth in net merchandise sales by segment during fiscal years 2024 and 2023:
Years Ended
August 31, 2024
August 31, 2023
Amount
% of net
sales
Increase
from prior
year
Change
Amount
% of net
sales
Central America
$ 2,908,443
60.8 % $
288,441
11.0 % $ 2,620,002
60.9 %
Caribbean
1,331,357
27.8
80,657
6.4
1,250,700
29.1
Colombia
543,319
11.4
113,315
26.4
430,004
10.0
Net merchandise sales
$ 4,783,119
100.0 % $
482,413
11.2 % $ 4,300,706
100.0 %
Overall, net merchandise sales grew by 11.2% for fiscal year 2024 compared to fiscal year 2023, driven by an
8.6% increase in transactions and a 2.4% increase in average ticket. Transactions represent the total number of visits our
Members make to our warehouse clubs resulting in a sale and the total number of PriceSmart.com curbside pickup and
delivery service transactions. Average ticket represents the amount our Members spend on each visit or PriceSmart.com
order. We had 54 clubs in operation as of August 31, 2024 compared to 51 clubs as of August 31, 2023.
Net merchandise sales in our Central America segment increased 11.0% during fiscal year 2024. This increase had
a 670 basis point (6.7%) positive impact on total net merchandise sales growth. All markets within this segment had
positive net merchandise sales growth for the twelve-month period ended August 31, 2024. We opened our third and fourth
warehouse clubs in El Salvador in May 2023 and February 2024, respectively. We also opened our sixth warehouse club in
Guatemala in November 2023.
Net merchandise sales in our Caribbean segment increased 6.4% during fiscal year 2024. This increase had a 190
basis point (1.9%) positive impact on total net merchandise sales growth. All of our markets in this segment had positive
net merchandise sales growth.
Net merchandise sales in our Colombia segment increased 26.4% during fiscal year 2024. This increase had a 260
basis point (2.6%) positive impact on total net merchandise sales growth. The primary driver of the increased sales for the
twelve-month period ended August 31, 2024 was due to the significant appreciation of the Colombian peso for much of the
year, which has positively impacted reported sales when compared to the comparable prior year period. We added one new
club to the segment when compared to the prior year. We opened our tenth warehouse club in Colombia in September
2023.
11
The following table indicates the impact that currency exchange rates had on our net merchandise sales in dollars
and the percentage change from the twelve-month period ended August 31, 2024. When we use the term "net merchandise
sales - constant currency," it means that we have translated current year net merchandise sales at prior year monthly
average exchanges rates. Net merchandise sales - constant currency results exclude the effects of foreign currency
translation. Impact of foreign currency is the effect of currency fluctuations on our net merchandise sales.
Year Ended
August 31, 2024
Net
Merchandise
Sales
Net
Merchandise
Sales -
Constant
Currency
Impact of
Foreign
Currency
Exchange
Net
Merchandise
Sales
Growth/
(Decline)
Net
Merchandise
Sales -
Constant
Currency
Growth
% Impact of
Foreign
Currency
Exchange
Central America
$
2,908,443
$
2,830,078
$
78,365
11.0 %
8.0 %
3.0 %
Caribbean
1,331,357
1,360,813
(29,456)
6.4
8.8
(2.4)
Colombia
543,319
478,107
65,212
26.4
11.2
15.2
Consolidated total
$
4,783,119
$
4,668,998
$
114,121
11.2 %
8.6 %
2.6 %
Overall, the effects of currency fluctuations within our markets had an approximately $114.1 million, or 260 basis
point (2.6%), positive impact on net merchandise sales for the twelve-months ended August 31, 2024.
Currency fluctuations had a $78.4 million, or 300 basis point (3.0%), positive impact on net merchandise sales in
our Central America segment for the twelve months ended August 31, 2024. These currency fluctuations contributed
approximately 180 basis points (1.8%) of positive impact on total net merchandise sales for fiscal year 2024. The Costa
Rica colón appreciated significantly against the dollar when compared to the prior year, and was a significant factor in the
contribution to the favorable currency fluctuations in this segment.
Currency fluctuations had a $29.5 million, or 240 basis point (2.4%), negative impact on net merchandise sales in
our Caribbean segment for the twelve months ended August 31, 2024. These currency fluctuations contributed
approximately 70 basis points (0.7%) of negative impact on total net merchandise sales growth for the current fiscal year
period. This negative impact was primarily driven by the devaluation of the Dominican Peso as compared to the prior year.
Currency fluctuations had a $65.2 million, or 1,520 basis point (15.2%), positive impact on net merchandise sales
in our Colombia segment for the twelve months ended August 31, 2024. These currency fluctuations contributed
approximately 150 basis points (1.5%) of positive impact on total net merchandise sales for the current fiscal year period.
Net Merchandise Sales by Category
The following table indicates the approximate percentage of net sales accounted for by each major category of
items sold during the fiscal years ended August 31, 2024 and 2023:
Years Ended August 31,
2024
2023
Foods & Sundries
49 %
50 %
Fresh Foods
30
29
Hardlines
11
11
Softlines
5
5
Food Service and Bakery
4
4
Health Services
1
1
Net Merchandise Sales
100 %
100 %
The mix of sales by major category changed slightly. Foods & Sundries increased approximately 8% between
fiscal year 2024 and 2023 but decreased by 1% as a percent of Net Merchandise Sales. Fresh Foods increased
approximately 12% between fiscal year 2024 and 2023 and increased by 1% as a percent of Net Merchandise Sales. Shifts
in consumer preferences contributed to the changes in category mix.
12
Comparable Net Merchandise Sales
We report comparable net merchandise sales on a “same week” basis with 13 weeks in each quarter beginning on
a Monday and ending on a Sunday. The periods are established at the beginning of the fiscal year to provide as close a
match as possible to the calendar month and quarter that is used for financial reporting purposes. This approach equalizes
the number of weekend days and weekdays in each period for improved sales comparison, as we experience higher
merchandise club sales on the weekends. Further, each of the warehouse clubs used in the calculations was open for at least
13 ½ calendar months before its results for the current period were compared with its results for the prior period. As a
result, sales related to three of our clubs opened during fiscal year 2024 will not be used in the calculation of comparable
sales until they have been open for at least 13 ½ months. Therefore, comparable net merchandise sales includes 51
warehouse clubs for the 52-week period ended September 1, 2024.
The following table indicates the comparable net merchandise sales in the reportable segments in which we
operate and the percentage changes in net merchandise sales by segment during the 52-week periods ended September 1,
2024 and September 3, 2023 compared to the prior year:
52 Weeks Ended
September 1, 2024
September 3, 2023
% Increase
in Comparable
Net Merchandise Sales
% Increase/(Decrease)
in Comparable
Net Merchandise Sales
Central America
7.7 %
10.9 %
Caribbean
6.0
5.9
Colombia
12.9
(9.2)
Consolidated comparable net merchandise sales
7.7 %
7.1 %
Comparable net merchandise sales for those warehouse clubs that were open for at least 13 ½ months for some or
all of the 52-week period ended September 1, 2024 increased 7.7%.
Comparable net merchandise sales in our Central America segment increased 7.7% for the 52-week period ended
September 1, 2024. With the exception of El Salvador, all of our markets in Central America had positive comparable net
merchandise sales growth. We opened one new club in El Salvador in February 2024 that has not entered into the
calculation of comparable net merchandise sales, and the transfer of sales from the existing clubs included in the
comparable net merchandise sales calculation to the new club not yet included adversely affected comparable net
merchandise sales in El Salvador. The positive comparable net merchandise sales growth for our Central America segment
contributed approximately 460 basis points (4.6%) of positive impact in total comparable merchandise sales.
For the 52 weeks ended September 1, 2024, strong performance in our largest market, Costa Rica, contributed
approximately 250 basis points (2.5%) of positive impact to total comparable net merchandise sales. During the year, Costa
Rica experienced significant appreciation of the Costa Rica colón versus the comparable prior year period, which
positively affected comparable net merchandise sales. The relatively smaller markets of Guatemala, Honduras, Nicaragua,
and El Salvador, along with our second largest market, Panama, contributed approximately 210 basis points (2.1%) of
positive impact on total comparable net merchandise sales.
Comparable net merchandise sales in our Caribbean segment increased 6.0% for the 52-week period ended
September 1, 2024. This increase contributed approximately 180 basis points (1.8%) of positive impact in total comparable
net merchandise sales. Our Jamaica market continued its strong performance in the 52-week period, with 12.2%
comparable net merchandise sales growth.
Comparable net merchandise sales in our Colombia segment increased 12.9% for the 52-week period ended
September 1, 2024. This increase contributed approximately 130 basis points (1.3%) of positive impact to the increase in
total comparable net merchandise sales. The current year increase is primarily due to the appreciation of the Colombian
peso for most of the year.
13
When we use the term "comparable net merchandise sales - constant currency," it means that we have translated
current year comparable net merchandise sales at prior year monthly average exchanges rates. Comparable net merchandise
sales - constant currency results exclude the effects of foreign currency translation. The following tables illustrate the
comparable net merchandise sales - constant currency percentage growth and the impact that changes in foreign currency
exchange rates had on our comparable merchandise sales percentage growth for the 52-week period ended September 1,
2024:
Fifty-Two Weeks Ended
September 1, 2024
Comparable Net
Merchandise Sales
Growth
Comparable Net
Merchandise Sales
- Constant
Currency Growth/
(Decline)
% Impact of
Foreign Currency
Exchange
Central America
7.7 %
4.7 %
3.0 %
Caribbean
6.0
8.4
(2.4)
Colombia
12.9
(0.8)
13.7
Consolidated comparable net merchandise sales
7.7 %
5.2 %
2.5 %
Overall, the mix of currency fluctuations within our markets had 250 basis points (2.5%) of positive impact on
comparable net merchandise sales for the 52-week period ended September 1, 2024.
Currency fluctuations within our Central America segment accounted for approximately 180 basis points (1.8%)
of positive impact on total comparable merchandise sales for the 52-week period ended September 1, 2024. Our Costa Rica
market was the main contributor as the market experienced currency appreciation when compared to the same period last
year.
Currency fluctuations within our Caribbean segment accounted for approximately 70 basis points (0.7%) of
negative impact on total comparable merchandise sales for the 52-week period ended September 1, 2024. Our Jamaica and
Dominican Republic markets experienced currency devaluation when compared to the same period last year.
Currency fluctuations within our Colombia segment accounted for approximately 140 basis points (1.4%) of
positive impact on total comparable net merchandise sales for the 52-week period ended September 1, 2024. This reflects
the appreciation of the Colombia peso's foreign currency exchange rate when compared to the same period last year.
14
Membership Income
Membership income is recognized ratably over the one-year life of the membership.
The number of Member accounts at the end of fiscal year 2024 was 4.7% higher than the prior year. Membership
income increased 13.9% compared to the prior year.
Membership income increased in all of our segments in the twelve months ended August 31, 2024. The
consolidated increase in membership income is primarily due to the $5 increase to our membership fee in all but one
market during fiscal year 2024 and an increase in the membership base since the prior year. In our Central America
segment, membership income increased compared to fiscal year 2023, attributable to the opening of two new clubs.
Similarly, in the Caribbean segment, membership income rose compared to fiscal year 2023, primarily attributable to the
$5 increase to our membership fee. In the Colombia segment, membership income increased compared to fiscal year 2023
due to the appreciation of the Colombian peso against the U.S. dollar and the opening of a new club. Additionally, all of
our segments have increased their membership base since August 31, 2023.
We offer the Platinum Membership program in all locations where PriceSmart operates. The annual fee for a
Platinum Membership in most markets is approximately $75 to $80, depending on the market in which the Member lives.
The Platinum Membership program provides Members with a 2% rebate on most items, up to an annual maximum of $500.
We record the 2% rebate as a reduction of net merchandise sales at the time of the sales transaction. Platinum Membership
accounts are 12.3% of our total membership base as of August 31, 2024, an increase from 8.9% as of August 31, 2023.
Platinum Members tend to have higher renewal rates than our Diamond Members. During fiscal year 2024, we ran
platinum promotional campaigns, resulting in an increase in the total number of Platinum Members.
Our trailing twelve-month renewal rate was 87.9% and 86.9% for the fiscal years ended August 31, 2024 and
August 31, 2023, respectively.
Membership
Income % to
Net
Merchandise
Sales
Membership income - Central America
$
43,434
$
3,727
9.4%
1.5%
$
39,707
Membership income - Caribbean
19,678
2,043
11.6
1.5
17,635
Membership income - Colombia
12,128
3,422
39.3
2.2
8,706
Membership income - Total
$
75,240
34.1%
$
9,192
13.9%
1.6%
$
66,048
35.8%
Number of accounts - Central America
1,059,079
53,470
5.3%
1,005,609
Number of accounts - Caribbean
482,914
15,253
3.3
467,661
Number of accounts - Colombia
351,167
16,822
5.0
334,345
Number of accounts - Total
1,893,160
85,545
4.7%
1,807,615
% of Total
Operating
Income
%
Change
Amount
Amount
% of Total
Operating
Income
Increase
from prior
year
Years Ended
August 31,
2024
August 31,
2023
15
Other Revenue
Other revenue primarily consists of our interest-generating portfolio from our co-branded credit cards and rental
income from operating leases where the Company is the lessor.
Years Ended
August 31, 2024
August 31,
2023
Amount
Increase from
prior year
% Change
Amount
Miscellaneous income
$
13,684 $
2,511
22.5 % $
11,173
Rental income
2,417
243
11.2
2,174
Other revenue
$
16,101
$
2,754
20.6 % $
13,347
Comparison of Fiscal Year 2024 to 2023
The primary driver of the increase in other revenue for the year ended August 31, 2024 was an increase in
Miscellaneous income driven primarily by an increase in incentive fee revenue due to Members having higher average
outstanding balances on our co-branded credit cards compared to the prior year.
16
Results of Operations
Years Ended
Results of Operations Consolidated
August 31,
2024
August 31,
2023
(Amounts in thousands, except percentages and number of warehouse clubs)
Net merchandise sales
Net merchandise sales
$
4,783,119 $
4,300,706
Total gross margin
$
753,629 $
678,352
Total gross margin percentage
15.8%
15.8%
Revenues
Total revenues
$
4,913,898 $
4,411,842
Percentage change from prior period
11.4%
8.5%
Comparable net merchandise sales
Total comparable net merchandise sales increase
7.7%
7.1%
Total revenue margin
Total revenue margin
$
846,924 $
759,331
Total revenue margin percentage
17.2%
17.2%
Selling, general and administrative
Selling, general and administrative
$
625,980 $
574,815
Selling, general and administrative percentage of total revenues
12.7%
13.0%
Operational data
Warehouse clubs at period end
54
51
Warehouse club sales floor square feet at period end
2,646
2,524
Years Ended
Results of Operations Consolidated
August 31,
2024
% of
Total
Revenue
August 31,
2023
% of
Total
Revenue
Operating income by segment
Central America
$
227,986
4.6 % $
191,721
4.3 %
Caribbean
95,642
1.9
87,223
2.0
Colombia
15,231
0.3
15,467
0.4
United States
24,868
0.5
29,844
0.7
Reconciling Items (1)
(142,783)
(2.8)
(139,739)
(3.2)
Operating income - Total
$
220,944
4.5 % $
184,516
4.2 %
(1)
The reconciling items reflect the amount eliminated upon consolidation of intersegment transactions.
17
The following table summarizes the selling, general and administrative expense for the periods disclosed:
Years Ended
August 31,
2024
% of
Total
Revenue
August 31,
2023
% of
Total
Revenue
Warehouse club and other operations
$
466,457
9.5 % $
417,272
9.4 %
General and administrative
156,385
3.2
134,783
3.1
Reserve for AMT settlement
—
—
7,179
0.2
Separation costs associated with Chief Executive
Officer departure
—
—
7,747
0.2
Pre-opening expenses
970
—
1,432
—
Asset impairment and closure costs
—
—
5,658
0.1
Loss on disposal of assets
2,168
—
744
—
Total Selling, general and administrative
$
625,980
12.7 % $
574,815
13.0 %
Total gross margin is derived from our Revenue – Net merchandise sales less our Cost of goods sold – Net
merchandise sales and represents our sales and cost of sales generated from the business activities of our warehouse clubs.
We express our Total gross margin percentage as a percentage of our Net merchandise sales.
On a consolidated basis, total gross margin as a percent of net merchandise sales for the twelve months ended
August 31, 2024 was 15.8%, unchanged from the prior year.
Total revenue margin is derived from Total revenues, which includes our Net merchandise sales, Membership
income, Export sales, and Other revenue and income less our Cost of goods sold for Net merchandise sales, Export sales,
and Non-merchandise revenues. We express our Total revenue margin as a percentage of Total revenues.
Total revenue margin remained unchanged at 17.2% for the twelve months ended August 31, 2024 compared to
the prior year.
Selling, general, and administrative expenses consist of warehouse club and other operations, general and
administrative expenses, reserve for settlement of AMT, separation costs associated with the Chief Executive Officer
departure, pre-opening expenses, asset impairment and closure costs, and loss (gain) on disposal of assets. In total, selling,
general and administrative expenses increased $51.2 million compared to the prior year, and decreased as a percentage of
total revenues 30 basis points (0.3%) to 12.7% of total revenues for fiscal year 2024 compared to 13.0% of total revenues
for fiscal year 2023 offset, in part, by our Interim Chief Executive Officer's election not to receive compensation.
Warehouse club and other operations expenses increased to 9.5% of total revenues for fiscal year 2024 compared
to 9.4% for fiscal year 2023, primarily due to our Colombia market which increased 20 basis points (0.2%) as a percentage
of revenue year over year due to the appreciation of the Colombian peso and opening of one new club during the year as
well as an increase of 10 basis points (0.1%) each in El Salvador and Guatemala due to the opening of one new club in
each of these markets. This was partially offset by our Panama, Honduras, and Dominican Republic markets, each of which
decreased 10 basis points (0.1%) as a percentage of revenue year over year.
General and administrative expenses increased to 3.2% of total revenues for the current year compared to 3.1% for
fiscal year 2023. The 10 basis points (0.1%) increase is primarily due to investments in technology and an increase in
compensation expense from stock grants to executive leadership.
In fiscal year 2023, we recorded costs for separation and other related termination benefits for our former Chief
Executive Officer who resigned effective February 3, 2023. We accrued for the related charges and substantially fulfilled
all payment obligations in fiscal year 2023; however, some vesting of performance stock units occurred in the first quarter
of fiscal year 2024. On a go-forward basis, our Interim Chief Executive Officer has declined to receive compensation for
his services during his term; therefore, we expect Selling, general and administrative expenses will be positively impacted
by $2.5 million of savings each quarter during his term, reduced by salary increases for other executives related to the
change in leadership.
18
In fiscal year 2023, we recorded a $7.2 million charge to settle litigation regarding several AMT cases in one of
our markets where the application of complex tax laws are subject to interpretation. In that country, we had challenged
AMT rules requiring us to pay taxes based on a percentage of sales if the percentage of sales method resulted in a higher
amount of tax payable than the amount payable based on taxable income at the statutory rate. Of this amount, $1.0 million
relates to our write-off of an income tax receivable we had recorded with respect to taxes we previously paid on the
percentage of sales basis in one tax year and for which we had sought a refund that we now no longer expect to receive. We
also made payments of $6.2 million to resolve amounts due for tax years in which we made tax payments using the original
computation based on taxable income rather than the percentage of sales method. As part of the settlement, going forward
we will pay the higher of the minimum tax or the amount based on taxable income at the statutory rate.
Additionally, in fiscal year 2023, we recorded $5.7 million of asset impairment and closure costs primarily related
to the write down of the assets held for sale of our Trinidad sustainable packaging plant to their estimated fair value upon
our decision to seek to sell the plant. We planned to use the plant to increase efficiencies by eliminating intermediaries in
packaging and labeling and manufacturing some of our packaging materials using compostable or recyclable inputs.
However, we found that achieving economic feasibility for this business proved challenging. Therefore, we decided to
refocus our efforts on our core competencies as a retailer and redeploy the assets we could use in our club business and
seek a buyer for the remainder.
Operating income in fiscal year 2024 increased to $220.9 million (4.5% of total revenues) compared to $184.5
million (4.2% of total revenues) for the prior year.
Interest Income
Interest income represents the earnings generated from interest-bearing assets held by PriceSmart, Inc. and our
wholly owned foreign subsidiaries. These assets include investments in fixed income securities and deposits held with
financial institutions. The interest income is derived from the interest payments received on these assets, which serve to
enhance our overall financial returns.
Years Ended
August 31,
2024
August 31,
2023
Amount
Change
Amount
Interest income
$
11,049 $
1,178 $
9,871
Interest income increased for the twelve-month period ended August 31, 2024 primarily due to an increase in
investments at higher yields throughout the year when compared to the prior year.
Interest Expense
Years Ended
August 31,
2024
August 31,
2023
Amount
Change
Amount
Interest expense on loans
$
11,544
$
(354) $
11,898
Interest expense related to hedging activity
2,354
1,149
1,205
Less: Capitalized interest
(939)
1,144
(2,083)
Interest expense
$
12,959
$
1,939
$
11,020
Interest expense reflects borrowings by PriceSmart, Inc. and our wholly owned foreign subsidiaries to finance
new land acquisition and construction for new warehouse clubs and distribution centers, warehouse club expansions, the
capital requirements of warehouse club and other operations, and ongoing working capital requirements.
Interest expense increased for the twelve-month period ended August 31, 2024, primarily due to higher interest
expense related to hedging activity and less capitalized interest when compared to the prior year.
19
Other Expense, net
Other expense, net consists of currency gains or losses, as well as net benefit costs related to our defined benefit
plans and other items considered to be non-operating in nature.
Years Ended
August 31,
2024
August 31,
2023
Amount
Change
Amount
Other expense, net
$
(17,607) $
(3,451) $
(14,156)
Monetary assets and liabilities denominated in currencies other than the functional currency of the respective
entity (primarily U.S. dollars) are revalued to the functional currency using the exchange rate on the balance sheet date.
These foreign exchange transaction gains/(losses) are recorded as currency gains or losses. Additionally, gains or losses
from transactions denominated in currencies other than the functional currency of the respective entity also generate
currency gains or losses.
For the twelve months ended August 31, 2024, the primary drivers of Other expense, net were transaction costs
associated with increased spreads and converting the local currencies into available tradable currencies before converting
them to U.S. dollars in some of our countries with liquidity issues of $13.1 million as well as $4.8 million of losses due to
revaluation of monetary assets and liabilities (primarily U.S. dollars) in several of our markets during the twelve months
ended August 31, 2024.
Provision for Income Taxes
The tables below summarize the effective tax rate for the periods reported:
Years Ended
August 31,
2024
August 31,
2023
Amount
Change
Amount
Current tax expense
$
66,701
$
3,458
$
63,243
Net deferred tax benefit
(4,083)
(791)
(3,292)
Provision for income taxes
$
62,618
$
2,667
$
59,951
Effective tax rate
31.1 %
35.4 %
For fiscal year 2024, the effective tax rate was 31.1% compared to 35.4% for fiscal year 2023. The decrease in the
effective rate versus the prior year was primarily attributable to the non-recurrence of the comparably unfavorable impact
in the prior year of write-offs of VAT receivables, Aeropost write-offs and asset impairment and related closure costs of
2.2%, and a 1.8% unfavorable impact due to the AMT settlement.
Following the implementation of certain tax optimization initiatives at the end of fiscal year 2024, we expect a
decrease in the effective tax rate by approximately 2-4% in fiscal year 2025.
20
Other Comprehensive Income (Loss)
Other comprehensive income (loss) for fiscal years 2024 and 2023 resulted primarily from foreign currency
translation adjustments related to assets and liabilities and the translation of the statements of income related to revenue,
costs and expenses of our subsidiaries whose functional currency is not the U.S. dollar. When the functional currency in
our international subsidiaries is the local currency and not U.S. dollars, the assets and liabilities of such subsidiaries are
translated to U.S. dollars at the exchange rate on the balance sheet date, and revenue, costs and expenses are translated at
average rates of exchange in effect during the period. The corresponding translation gains and losses are recorded as a
component of accumulated other comprehensive income or loss. These adjustments will not affect net income until the sale
or liquidation of the underlying investment. The reported other comprehensive income or loss reflects the unrealized
increase or decrease in the value in U.S. dollars of the net assets of the subsidiaries as of the date of the balance sheet,
which will vary from period to period as exchange rates fluctuate.
Years Ended
August 31,
2024
August 31,
2023
Amount
Change From
Prior Year
% Change
Amount
Other Comprehensive Income (Loss)
$
(598) $
(32,192)
(101.9)% $
31,594
Other comprehensive loss for fiscal year 2024 of approximately $0.6 million was primarily the result of $2.2
million of unrealized losses on the changes of fair value of our derivative obligations partially offset by $0.9 million related
to unrealized gains on changes in the fair value of accrued pension obligations and the comprehensive gain of $0.7 million
from foreign currency translation adjustments During fiscal year 2024, the largest translation adjustments were related to
the appreciation of the local currency against the U.S. dollar of our Costa Rica subsidiary partially offset by the devaluation
of the local currency against the U.S. dollar for our Dominican Republic subsidiary.
LIQUIDITY AND CAPITAL RESOURCES
Financial Position and Cash Flow
Our operations have historically supplied us with a significant source of liquidity. We generate cash from
operations primarily through net merchandise sales and membership fees. Cash used in operations generally consist of
payments to our merchandise vendors, warehouse club and distribution center operating costs (including payroll, employee
benefits and utilities), as well as payments for income taxes. Our cash flows provided by operating activities, supplemented
with our long-term debt and short-term borrowings, have generally been sufficient to fund our operations while allowing us
to invest in activities that support the long-term growth of our operations. We also have returned cash to stockholders
through a semiannual dividend, a one-time special dividend in the third quarter of fiscal year 2024, and by repurchasing
shares of our common stock pursuant to the stock repurchase program we commenced in the fourth quarter of fiscal year
2023 and completed in the first quarter of fiscal year 2024. We evaluate our funding requirements on a regular basis to
cover any shortfall in our ability to generate sufficient cash from operations to meet our capital requirements. We may
consider funding alternatives to provide additional liquidity if necessary. Refer to Part II. “Item 8. Financial Statements and
Supplementary Data: Notes to Consolidated Financial Statements, Note 11 - Debt” for additional information regarding
amounts outstanding on our short-term facilities and our long-term borrowings, and any repayments.
Repatriation of cash and cash equivalents held by foreign subsidiaries may require us to accrue and pay taxes for
certain jurisdictions. If we decide to repatriate cash through the payment of a cash dividend by our foreign subsidiaries to
our domestic operations, we will accrue taxes if and when appropriate.
21
The following table summarizes the cash and cash equivalents, including restricted cash, held by our foreign
subsidiaries and domestically (in thousands):
August 31,
2024
August 31,
2023
Amounts held by foreign subsidiaries
$
121,580
$
139,050
Amounts held domestically
14,731
113,152
Total cash and cash equivalents, including restricted cash
$
136,311
$
252,202
The following table summarizes the short-term investments held by our foreign subsidiaries and domestically (in
thousands):
August 31,
2024
August 31,
2023
Amounts held by foreign subsidiaries
$
100,165
$
74,294
Amounts held domestically
—
16,787
Total short-term investments
$
100,165
$
91,081
As of August 31, 2024 and August 31, 2023, there were no certificates of deposit with a maturity of over one year
held by our foreign subsidiaries or domestically.
From time to time, we have experienced a lack of availability of U.S. dollars in certain markets (U.S. dollar
illiquidity). This impedes our ability to convert local currencies obtained through merchandise sales into U.S. dollars to
settle the U.S. dollar liabilities associated with our imported products or otherwise fund our operations. For instance, since
fiscal year 2017, we have experienced this situation in Trinidad and have been unable to source a sufficient level of
tradable currencies. We are working with our banks in Trinidad and government officials to convert all of our Trinidad
dollars into tradable currencies. Additionally, during fiscal year 2023, the Honduran Central Bank began limiting the
availability and controlling the allocation of U.S. dollars for the conversion from Honduran lempiras to U.S. dollars. We
are actively working with our banking partners and government authorities to address this situation. We have and continue
to take additional actions in this respect. Refer to “Management’s Discussion & Analysis – Factors Affecting Our
Business” for our quantitative analysis and discussion.
Our cash flows are summarized as follows (in thousands):
Years Ended
August 31,
2024
August 31,
2023
Change
Net cash provided by operating activities
$
207,589
$
257,331
$
(49,742)
Net cash used in investing activities
(175,450)
(222,082)
46,632
Net cash used in financing activities
(150,026)
(41,055)
(108,971)
Effect of exchange rates
1,996
6,635
(4,639)
Net increase (decrease) in cash, cash equivalents
$
(115,891) $
829
$
(116,720)
Net cash provided by operating activities totaled $207.6 million and $257.3 million for the twelve months ended
August 31, 2024 and 2023, respectively. Net cash provided by operating activities decreased primarily due to shifts in
working capital resulting from changes in our merchandise inventory and accounts payable positions, which contributed
$58.0 million to the overall decrease. The primary cause of this was higher inventory compared to the prior year due to
three additional clubs that opened in fiscal year 2024 and to a shift in our inventory mix towards more non-food items.
Additionally, a net change in our other various operating assets and liabilities contributed $21.5 million of additional cash
used. This was partially offset by an increase in net income without non-cash items which contributed $29.8 million for the
twelve months ended August 31, 2024.
22
Net cash used in investing activities totaled $175.5 million and $222.1 million for the twelve months ended
August 31, 2024 and August 31, 2023, respectively. The $46.6 million decrease in cash used in investing activities is
primarily due to a $116.3 million increase in proceeds from settlements of short-term investments. This was partially offset
by a $44.9 million increase in purchases of short-term investments and a $26.0 million increase in property and equipment
expenditures to support growth of our real estate footprint, compared to the prior year. We opened three additional clubs
during fiscal year 2024.
Net cash used in financing activities totaled $150.0 million and $41.1 million for the twelve months ended August
31, 2024 and 2023, respectively. We use cash flows provided by financing primarily to fund our working capital needs, our
warehouse club and distribution center acquisitions and expansions, and investments in technology to support our omni-
channel initiatives. The $109.0 million increase in cash used in financing activities is primarily the result of repurchases of
treasury stock during fiscal year 2024, a special dividend payment in April 2024, and lower proceeds, net of repayments,
from long-term bank borrowings compared to the same period a year ago.
The following table summarizes the dividends declared and paid during fiscal years 2024, 2023 and 2022
(amounts are per share):
First Payment
Second Payment
Declared
Amount
Record
Date
Date
Paid
Amount
Record
Date
Date
Paid
Amount
4/3/2024
$
1.00
4/19/2024
4/30/2024
$
1.00
N/A
N/A
N/A
2/1/2024
$
1.16
2/15/2024
2/29/2024
$
0.58
8/15/2024
8/30/2024
$
0.58
2/3/2023
$
0.92
2/16/2023
2/28/2023
$
0.46
8/15/2023
8/31/2023
$
0.46
2/3/2022
$
0.86
2/15/2022
2/28/2022
$
0.43
8/15/2022
8/31/2022
$
0.43
On April 3, 2024, the Company's Board of Directors declared a one-time $1.00 per share special dividend paid on
April 30, 2024 to stockholders of record on April 19, 2024 to distribute excess cash to stockholders. The $1.00 per share
special dividend was in addition to the Company’s annual cash dividend in the total amount of $1.16 per share, with $0.58
per share paid on February 29, 2024 to stockholders of record as of February 15, 2024 and $0.58 per share paid on August
30, 2024 to stockholders of record as of August 15, 2024. The declaration of future dividends (ongoing or otherwise), if
any, the amount of such dividends, and the establishment of record and payment dates is subject to final determination by
the Board of Directors at its discretion after its review of the Company’s financial performance and anticipated capital
requirements, taking into account the uncertain macroeconomic conditions on our results of operations and cash flows.
Capital Expenditures
Capital expenditures were $168.5 million for the year ended August 31, 2024, of which the mix between
maintenance and growth expenditures were $72.3 million and $96.2 million, respectively. Capital expenditures for fiscal
year 2023 were $142.5 million, of which the mix between maintenance and growth expenditures were $69.3 million and
$73.2 million, respectively. In January 2024, the Company purchased its previously leased club building and land in
Panama City, Panama for $33.0 million. The Company also purchased land located in Cartago, Costa Rica, where we plan
to open our ninth warehouse club in Costa Rica in the spring of 2025. Maintenance expenditures are typically for
operational fixtures and equipment, building refurbishment, solar, technology and other expenses. Growth expenditures are
for new clubs, purchases of previously leased clubs, investments to move existing clubs to better locations, supply chain
improvements, and major remodels and expansions.
Short-Term Borrowings and Long-Term Debt
Our financing strategy is to ensure liquidity and access to capital markets while minimizing our borrowing costs.
The proceeds of these borrowings were or will be used for general corporate purposes, which may include, among other
things, funding for working capital, capital expenditures, acquisitions, dividends and repayment of existing debt. Refer to
Part II. “Item 8. Financial Statements and Supplementary Data: Notes to Consolidated Financial Statements, Note 11 -
Debt” for further discussion.
23
Future Lease and Other Commitments
We place a strong emphasis on managing future lease commitments related to various facilities and equipment
that support our operations. We believe our current liquidity and cash flow projections can cover future lease commitments.
As of August 31, 2024, we have signed one lease agreement for a facility to be built by the lessor on which construction
has not yet commenced. Refer to Part II. "Item 8. Financial Statements and Supplementary Data: Notes to Consolidated
Financial Statements, Note 9 - Commitments and Contingencies" for further discussion.
Derivatives
Please refer to Part II. “Item 8. Financial Statements and Supplementary Data: Notes to Consolidated Financial
Statements, Note 13 – Derivative Instruments and Hedging Activities” for further discussion.
Off-Balance Sheet Arrangements
The Company does not have any off-balance sheet arrangements that have had, or are reasonably likely to have, a
material current or future effect on its financial condition or consolidated financial statements.
Repurchase of Common Stock and Reissuance of Treasury Shares Related to Employee Stock Awards
At the vesting dates for restricted stock awards to our employees, we repurchase a portion of the shares that have
vested at the prior day's closing price per share and apply the proceeds to pay the employees' tax withholding requirements,
not to exceed the maximum statutory tax rate, related to the vesting of restricted stock awards. The Company expects to
continue this practice going forward.
Shares of common stock repurchased by us are recorded at cost as treasury stock and result in the reduction of
stockholders’ equity in our consolidated balance sheets. We may reissue these treasury shares in the future.
The following table summarizes the equity securities repurchased as part of the Company's stock-based
compensation programs during fiscal years 2024, 2023 and 2022:
Years Ended
August 31,
2024
August 31,
2023
August 31,
2022
Shares repurchased
44,413
99,998
88,415
Cost of repurchase of shares (in thousands)
$
3,512
$
7,245
$
6,259
We reissued 3,000 treasury shares as part of our stock-based compensation programs during fiscal year 2024,
6,333 treasury shares during fiscal year 2023 and 8,314 treasury shares during fiscal year 2022.
Share Repurchase Program
In July 2023 we announced a program authorized by our Board of Directors to repurchase up to $75 million of our
common stock. We began repurchases in the fourth quarter of fiscal year 2023 and successfully completed the share
repurchase program in the first quarter of fiscal year 2024. We purchased a total of approximately 1,007,000 shares of our
common stock under the program. The repurchases were made on the open market pursuant to a trading plan established
pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, which permitted us to repurchase
common stock at a time that we might otherwise have been precluded from doing so under insider trading laws or self-
imposed trading restrictions. We have no plans to continue repurchases or adopt a new repurchase plan at this time.
However, the Board of Directors could choose to commence another program in the future at its discretion after its review
of the Company’s financial performance and anticipated capital requirements.
24
Share repurchase activity under the Company’s repurchase programs for the periods indicated was as follows
(total cost in thousands):
Years Ended
August 31,
2024
August 31,
2023
Number of common shares acquired
935,663
71,530
Average price per common share acquired
$
74.13 $
78.54
Total cost of common share acquired
$
69,362 $
5,618
For further information, refer to Part II. “Item 5. Market for Registrant’s Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities.”
Critical Accounting Estimates
Our financial statements are prepared in accordance with GAAP in the United States. The preparation of our
consolidated financial statements requires that management make estimates and judgments that affect the reported amounts
of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the
reported amounts of revenue and expenses during the reporting period. Some of our accounting policies require
management to make difficult and subjective judgments, often as a result of the need to make estimates of matters that are
inherently uncertain. Management continues to review its accounting policies and evaluate its estimates, including those
related to business acquisitions, contingencies and litigation, income taxes, value added taxes, and long-lived assets. We
base our estimates on historical experience and on other assumptions that management believes to be reasonable under the
present circumstances. Using different estimates could have a material impact on our financial condition and results of
operations.
We believe that the accounting policies described below involve a significant degree of judgment and complexity.
Accordingly, we believe these are the most critical to aid in fully understanding and evaluating our consolidated financial
condition and results of operations. For further information, refer to Part II. “Item 8. Financial Statements and
Supplementary Data: Notes to Consolidated Financial Statements, Note 2 - Summary of Significant Accounting Policies.”
Income Taxes
We account for income taxes using the asset and liability method. Under the asset and liability method, deferred
tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial
statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary
differences and carry-forwards are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a
change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is
established when necessary to reduce deferred tax assets to amounts expected to be realized.
As of August 31, 2024, we evaluated our deferred tax assets and liabilities and determined that a valuation
allowance was necessary for certain deferred tax asset balances, primarily because of the existence of significant negative
objective evidence, such as the fact that certain subsidiaries are in a cumulative loss position for the past three years,
indicating that certain net operating loss carry-forward periods are not sufficient to realize the related deferred tax assets.
We also specifically considered whether foreign tax credit balances could be utilized in the foreseeable future in light of
current and future U.S. tax liabilities. We have historically applied foreign tax credits, generated from taxes withheld on
certain payments PriceSmart receives from our foreign subsidiaries, to reduce U.S. income tax liabilities. However, as an
incidental result of U.S. tax reform, following the reduction of the U.S. corporate income tax rate from 35% to 21%, we
expect foreign tax credits generated to exceed U.S. income tax liability for the foreseeable future. Therefore, for the
twelve-month period ended August 31, 2024 and August 31, 2023, we have recorded valuation allowances of $12.5 million
and $12.6 million against our foreign tax credits, respectively.
25
We are required to file federal and state income tax returns in the United States and income tax and various other
tax returns in multiple foreign jurisdictions, each with changing tax laws, regulations and administrative positions. This
requires significant judgment, the use of estimates, and the interpretation and application of complex tax laws. We record
the benefits of uncertain tax positions in our financial statements only after determining it is more likely than not the
uncertain tax positions would sustain challenge by taxing authorities, including resolution of related appeals or litigation
processes, if any. We develop our assessment of an uncertain tax position based on the specific facts and legal arguments of
each case and the associated probability of our reporting position being upheld, using internal expertise and the advice of
third-party experts. However, our tax returns are subject to routine reviews by the various taxing authorities in the
jurisdictions in which we file our tax returns. As part of these reviews, taxing authorities may challenge, and in some cases
presently are challenging, the interpretations we have used to calculate our tax liability. In addition, any settlement with the
tax authority or the outcome of any appeal or litigation process might result, and in some cases has resulted, in an outcome
that is materially different from our estimated liability. When facts and circumstances change, we reassess these
probabilities and record any changes in the consolidated financial statements as appropriate. Variations in the actual
outcome of these cases could materially impact our consolidated financial statements.
Deferred income taxes arise from temporary differences between the tax basis of assets and liabilities and their
reported amounts in the financial statements, which will result in taxable or deductible amounts in the future. In evaluating
our ability to recover our deferred tax assets in the jurisdiction from which they arise, we consider all available positive and
negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax-planning
strategies, and results of recent operations. In projecting future taxable income, we begin with historical results and
incorporate assumptions about the amount of future state, federal, and foreign pretax operating income adjusted for items
that do not have tax consequences. The assumptions about future taxable income require the use of significant judgment
and are consistent with the plans and estimates we are using to manage the underlying businesses. In evaluating the
objective evidence that historical results provide, we consider three years of cumulative operating income. There were no
material changes in our uncertain income tax positions for the period ended on August 31, 2024.
Tax Receivables
We pay Value Added Tax (“VAT”) or similar taxes, income taxes, and other taxes within the normal course of our
business in most of the countries in which we operate related to the procurement of merchandise and/or services we acquire
and/or on sales and taxable income. VAT is a form of indirect tax applied to the value added at each stage of production
(primary, manufacturing, wholesale and retail). This tax is similar to, but operates somewhat differently than, sales tax paid
in the United States. We generally collect VAT from our Members upon sale of goods and services and pay VAT to our
vendors upon purchase of goods and services. Periodically, we submit VAT reports to governmental agencies and reconcile
the VAT paid and VAT received. The net overpaid VAT may be refunded or applied to subsequent returns, and the net
underpaid VAT must be remitted to the government.
With respect to income taxes paid, if the estimated income taxes paid or withheld exceed the actual income tax
due this creates an income tax receivable. In most countries where we operate, the governments have implemented
additional collection procedures, such as requiring credit card processors to remit a portion of sales processed via credit
and debit cards directly to the government as advance payments of VAT and/or income tax. This collection mechanism
generally leaves us with net VAT and/or income tax receivables, forcing us to process significant refund claims on a
recurring basis. These refund or offset processes can take anywhere from several months to several years to complete.
Minimum tax rules, applicable in some of the countries where the Company operates, require the Company to pay
taxes based on a percentage of sales if the resulting tax were greater than the tax payable based on a percentage of income
(Alternative Minimum Tax or "AMT"). This can result in AMT payments substantially in excess of those the Company
would expect to pay based on taxable income. As the Company believes that, in one country where it operates, it should
only be ultimately liable for an income-based tax, it has accumulated income tax receivables of $10.9 million and $10.7
million and deferred tax assets of $3.4 million and $3.2 million as of August 31, 2024 and August 31, 2023, respectively, in
this country.
In fiscal year 2023, we recorded a $7.2 million charge to settle the AMT payment dispute in another one of our
markets. Of this amount, $1.0 million is a reserve we recorded against an income tax receivable for one of the tax years for
which we sought a refund and the remaining $6.2 million is for the unpaid years of the dispute in which we made tax
payments using the original computation based on taxable income.
26
In one of the countries where we had a significant VAT receivable balance, the Company received unfavorable
rulings at the supreme court level of that country denying a portion of the Company’s appeals for refund of over-
withholdings of VAT. After evaluating the merits of the Company’s arguments, the court’s decision, and probability that the
other related refund appeals would receive the same judgment, the Company concluded that a total of $2.3 million of
related VAT receivable would not be recoverable and wrote this amount off in fiscal year 2023. These charges were
recorded in the Warehouse club and other expenses line item under the Selling, general and administrative caption within
the consolidated statements of income.
The Company’s various outstanding VAT receivables and/or income tax receivables are based on cases or appeals
with their own set of facts and circumstances. The Company consults and evaluates with legal and tax advisors regularly to
understand the strength of its legal arguments and probability of successful outcomes in addition to its own experience
handling these complex tax issues. While the rules related to refunds of income tax receivables in these countries are
unclear and complex, the Company has not placed any type of allowance on the recoverability of the remaining tax
receivables or deferred tax assets, because the Company believes that it is more likely than not that it will ultimately
succeed in its refund requests. Similarly, we have not placed any recoverability allowances on tax receivables that arise
from payments we are required to make pursuant to tax assessments that we are appealing because we believe it is more
likely than not that we will ultimately prevail in the related appeals. There can be no assurance, however, that the Company
will be successful in recovering all tax receivables or deferred tax assets.
Our policy for classification and presentation of VAT receivables, income tax receivables and other tax receivables
is as follows:
•
Short-term VAT and Income tax receivables, recorded as Other current assets: This classification is used for
any countries where our subsidiary has generally demonstrated the ability to recover the VAT or income tax
receivable within one year. We also classify as short-term any approved refunds or credit notes to the extent
that we expect to receive the refund or use the credit notes within one year.
•
Long-term VAT and Income tax receivables, recorded as Other non-current assets: This classification is used
for amounts not approved for refund or credit in countries where our subsidiary has not demonstrated the
ability to obtain refunds within one year and/or for amounts which are subject to outstanding disputes. An
allowance is provided against VAT and income tax receivable balances in dispute when we do not expect to
eventually prevail in our recovery of such balances. We do not currently have any allowances provided
against VAT and income tax receivables.
Long-lived Assets
We evaluate quarterly our long-lived assets for indicators of impairment. Indicators that an asset may be impaired
are:
•
the asset's inability to continue to generate income from operations and positive cash flow in future periods;
•
loss of legal ownership or title to the asset;
•
significant changes in its strategic business objectives and utilization of the asset(s); and
•
the impact of significant negative industry or economic trends.
Management's judgments are based on market and operational conditions at the time of the evaluation and can
include management's best estimate of future business activity, which in turn drives estimates of future cash flows from
these assets. These periodic evaluations could cause management to conclude that impairment factors exist, requiring an
adjustment of these assets to their then-current fair market value. Future business conditions and/or activity could differ
materially from the projections made by management causing the need for additional impairment charges. We did not
record any impairment charges during fiscal year 2024 related to the loss of legal ownership or title to assets; significant
changes in the Company's strategic business objectives or utilization of assets; or the impact of significant negative
industry or economic trends. Loss on disposal of assets recorded during the years reported resulted from improvements to
operations and normal preventive maintenance.
27
Seasonality
Historically, our merchandising businesses have experienced holiday retail seasonality in their markets. In
addition to seasonal fluctuations, our operating results fluctuate quarter-to-quarter as a result of economic and political
events in markets that we serve, the timing of holidays, weather, the timing of shipments, product mix, and currency effects
on the cost of U.S.-sourced products which may make these products more or less expensive in local currencies and
therefore more or less affordable. Because of such fluctuations, the results of operations of any quarter are not indicative of
the results that may be achieved for a full fiscal year or any future quarter. In addition, there can be no assurance that our
future results will be consistent with past results or the projections of securities analysts.
Quantitative and Qualitative Disclosures about Market Risk
We are exposed to market risk from changes in interest rates, foreign currency exchange rates and commodity
price risk. These market risks arise in the normal course of business. To manage the risk arising from these exposures, we
utilize interest rate swaps, cross-currency interest rate swaps, non-deliverable foreign currency forward contracts and loans
denominated in foreign currencies. We do not engage in speculative trading activities.
Information about the change in the fair value of our hedges and the financial impact thereof for the twelve-month
period ended August 31, 2024 is disclosed in Part II. “Item 8. Financial Statements and Supplementary Data: Notes to
Consolidated Financial Statements, Note 13 - Derivative Instruments and Hedging Activities.”
Information about the movements in currency exchange rates and the related impact on the translation of the
balance sheets of our subsidiaries whose functional currency is not the U.S. dollar for the twelve-month period ended
August 31, 2024 is disclosed in “Item 7. Management’s Discussion & Analysis – Other Comprehensive Income (Loss).”
Each market risk sensitivity analysis presented below is based on hypothetical scenarios used to calibrate potential
risk and do not represent our view of future market changes. The effect of a change in a particular assumption is calculated
without adjusting any other assumption. In reality, however, a change in one factor could cause a change in another factor,
which may magnify or negate other sensitivities.
Interest Rate Risk
We are exposed to changes in interest rates as a result of our short-term borrowings and long-term debt
borrowings. We have mitigated a portion of our interest rate risk by managing the mix of fixed and variable rate debt and
by entering into interest rate swaps and cross-currency interest rate swaps to hedge interest rate risk. The notional amount,
interest payment and maturity dates of the swap match the terms of the associated debt.
The table below provides information about our financial instruments that are sensitive to changes in interest
rates. For debt obligations, the table represents the principal cash flows and related weighted-average interest rates by
expected maturity dates. For interest rate swaps, including cross-currency interest rate swaps, the table represents the
contractual cash flows and weighted-average interest rates by the contractual maturity date, unless otherwise noted. The
notional amounts are used to calculate contractual cash flows to be exchanged under the contracts. The weighted-average
variable rates are based upon prevailing market interest rates and the outstanding balances as of August 31, 2024.
28
Annual maturities of long-term debt and derivatives are as follow (in thousands):
Twelve Months Ended August 31,
(Amounts in thousands)
2025
2026
2027
2028
2029
Thereafter
Total
Long-Term Debt (Unhedged):
Long-term debt with fixed interest rate
$ 12,786
$
9,681
$
6,386
$ 13,176
$
3,770
$ 10,677
$ 56,476
(1)
Weighted-average interest rate
6.40 %
6.40 %
6.20 %
6.20 %
6.70 %
6.70 %
6.40 %
Long-term debt with variable interest
rate
$ 23,131
$
8,781
$ 26,818
$
620
$
676
$ 13,858
$ 73,884
Weighted-average interest rate
5.60 %
4.70 %
3.90 %
4.40 %
4.40 %
4.40 %
4.80 %
Total long-term debt
$ 35,917
$ 18,462
$ 33,204
$ 13,796
$
4,446
$ 24,535
$ 130,360
(1)
Derivatives:
Interest Rate Swaps:
Variable to fixed interest
$
1,518
$
1,804
$ 26,818
$
620
$
676
$ 13,858
$ 45,294
(2)
Weighted-average pay rate
3.78 %
3.88 %
3.67 %
4.43 %
4.43 %
4.43 %
Weighted-average receive rate
6.72 %
6.50 %
6.94 %
5.34 %
5.34 %
5.34 %
Cross-Currency Interest Rate Swaps:
Variable to fixed interest
$ 19,770
$
—
$
—
$
—
$
—
$
—
$ 19,770
(2)
Weighted-average pay rate
7.92 %
— %
— %
— %
— %
— %
Weighted-average receive rate
7.59 %
— %
— %
— %
— %
— %
Long-Term Debt Payments with Fixed
Interest or Subject to Financial
Derivatives:
Long-term debt with fixed interest rate
or with variable to fixed interest rate
swaps
$ 34,074
$ 11,485
$ 33,204
$ 13,796
$
4,446
$ 24,535
$ 121,540
Portion of long-term debt with fixed
interest rate or with variable to fixed
interest rate swaps
94.9 %
62.2 %
100.0 %
100.0 %
100.0 %
100.0 %
93.2 %
Portion of long-term debt with variable
interest rates and no swaps
5.1 %
37.8 %
— %
— %
— %
— %
6.8 %
(1) The Company has disclosed the future annual maturities of long-term debt, for which it has entered into cross-currency interest rate
swaps by using the derivative obligation as of August 31, 2024 to estimate the future commitments. Therefore, the total annual
commitments reflects these obligations, including the effect of the cross-currency interest rate swaps on the total-long term debt as
disclosed on the consolidated balance sheet.
(2) The derivative obligations of the interest rate swaps and cross-currency interest rate swaps are included in the Total long-term debt
section of this table.
Foreign Currency Risk
We have foreign currency risks related to sales, operating expenses and financing transactions in currencies other
than the U.S. dollar. As of August 31, 2024, we had a total of 54 consolidated warehouse clubs operating in 12 foreign
countries and one U.S. territory, 42 of which operate under currencies other than the U.S. dollar. Approximately 49.0% of
our net merchandise sales are comprised of products we purchased in U.S. dollars that were sold in countries whose
currencies were other than the U.S. dollar. Approximately 79.5% of our net merchandise sales are in markets whose
functional currency is other than the U.S. dollar. We may enter into additional foreign countries in the future or open
additional locations in existing countries, which may increase the percentage of net merchandise sales denominated in
foreign currencies.
29
Currency exchange rate changes either increase or decrease the cost of imported products that we purchase in U.S.
dollars and price in local currency. If the local currency devalues against the U.S. dollar, we may elect to increase prices in
the local currency to maintain our target margins, making these products more expensive for our Members. Currency
exchange rates also affect the reported sales of the consolidated company when local currency-denominated sales are
translated to U.S. dollars. In addition, we revalue all U.S. dollar denominated assets and liabilities within those markets that
do not use the U.S. dollar as the functional currency. These assets and liabilities include, but are not limited to, excess cash
permanently reinvested offshore and the value of items shipped from the U.S. to our foreign markets. The gain or loss
associated with this revaluation, net of reserves, is recorded in Other income (expense) in the consolidated statements of
income.
Foreign currencies in most of the countries where we operate have historically devalued against the U.S. dollar
and are expected to continue to devalue. The following tables summarize by country, for those countries with functional
currencies other than the U.S. dollar, the weakening of the countries' currency against the U.S. dollar (devaluation) or the
strengthening of their currencies (revaluation):
Country
Revaluation/(Devaluation)
Twelve Months Ended August
31,
2024
2023
% Change
% Change
Colombia
(1.84)%
7.15 %
Costa Rica
3.25
18.30
Dominican Republic
(5.23)
(7.06)
Guatemala
1.81
(1.72)
Honduras
(0.62)
(0.48)
Jamaica
(2.11)
(2.29)
Nicaragua
(0.33)
(1.42)
Trinidad
(0.01)%
(0.09)%
We seek to manage foreign exchange risk by (1) adjusting prices on goods acquired in U.S. dollars on a periodic
basis to maintain our target margins after taking into account changes in exchange rates; (2) obtaining local currency loans
from banks within certain markets where it is economical to do so and where management believes the risk of devaluation
and the level of U.S. dollar denominated liabilities warrants this action; (3) reducing the time between the acquisition of
product in U.S. dollars and the settlement of that purchase in local currency; (4) maintaining a balance between assets held
in local currency and in U.S. dollars; and (5) entering into cross-currency interest rate swaps and forward currency
derivatives. We have local-currency-denominated long-term loans in Barbados, Honduras, Guatemala, and Trinidad and we
have cross-currency interest rate swaps in Colombia. Turbulence in the currency markets can have a significant impact on
the value of the foreign currencies within the countries in which we operate. We report the gains or losses associated with
the revaluation of these monetary assets and liabilities on our consolidated statements of income under the heading “Other
income (expense), net.” Future volatility and uncertainties regarding the currencies in the countries that we operate in could
have a material impact on our operations in future periods. However, there is no way to accurately forecast how currencies
may trade in the future and, as a result, we cannot accurately project the impact of the change in rates on our future demand
for imported products, reported sales, or financial results.
We are exposed to foreign exchange risks related to U.S. dollar-denominated and other foreign-denominated cash,
cash equivalents and restricted cash, to U.S. dollar-denominated intercompany debt balances and to other U.S. dollar-
denominated debt/asset balances (excluding U.S. dollar-denominated debt obligations for which we hedge a portion of the
currency risk inherent in the interest and principal payments), within entities whose functional currency is not the U.S.
dollar. As part of the adoption of the Accounting Standard Codification (ASC) 842 - Leases, we recorded several monetary
liabilities on the consolidated balance sheet that are exposed to foreign exchange movements. These monetary liabilities
arise from leases denominated in a currency that is not the functional currency of the Company’s local subsidiary. The
monetary liability for these leases as of August 31, 2024 was $31.5 million. Due to the mix of foreign currency exchange
rate fluctuations during fiscal year 2024, the impact to the consolidated statements of income of revaluing the monetary
liabilities for these leases was immaterial.
30
The following table discloses the net effect on other expense, net for U.S. dollar-denominated and other foreign-
denominated accounts relative to a hypothetical simultaneous currency revaluation based on balances as of August 31,
2024 (in thousands) including the lease-related monetary liabilities described above:
Overall weighted
negative currency
movement
Losses based on change in
U.S. dollar denominated
and
other foreign denominated
cash, cash equivalents and
restricted cash balances
Gains based on
change in U.S. dollar
denominated
inter-company
balances
Gains based on change in
U.S. dollar denominated
other asset/liability
balances
Net Loss(1)
5%
$
(372) $
1,616
$
(1,680) $
(436)
10%
$
(744) $
3,232
$
(3,360) $
(872)
20%
$
(1,488) $
6,463
$
(6,721) $
(1,746)
(1) Amounts are before consideration of income taxes.
Information about the financial impact of foreign currency exchange rate fluctuations for the twelve months ended
August 31, 2024 is disclosed in Part II. “Item 7. Management’s Discussion and Analysis – Other Expense, net.”
Examples of where we have significant U.S. dollar net asset positions subjecting us to exchange rate losses if the
local currency strengthens against the U.S. dollar are our Costa Rica and Nicaragua subsidiaries, with balances of $73.5
million, and $36.9 million, respectively, as of August 31, 2024. Examples where we have significant U.S. dollar net
liability positions subjecting us to exchange rate losses if the local currency weakens against the U.S. dollar are our
Honduras, Guatemala, Dominican Republic, and Trinidad subsidiaries, with balances of $28.3 million, $23.9 million, $13.0
million, and $11.0 million, respectively, as of August 31, 2024.
We are also exposed to foreign exchange risks related to local-currency-denominated cash and cash equivalents, to
local-currency-denominated debt obligations, to local-currency-denominated current assets and liabilities and to local-
currency-denominated long-term assets and liabilities within entities whose functional currency is not the U.S. dollar. The
following table discloses the net effect on other comprehensive loss for these local currency denominated accounts relative
to hypothetical simultaneous currency devaluation in all the countries listed in the table above, based on balances as of
August 31, 2024:
Overall weighted
negative currency
movement
Other comprehensive
loss on the decline in
local
currency
denominated cash
and cash equivalents
and restricted cash
(in thousands)
Other comprehensive
gain on the decline in
foreign currency
denominated debt
obligations (in
thousands)
Other comprehensive
loss on the decline in
all
other foreign
currency
denominated current
assets net of current
liabilities (in
thousands)
Other comprehensive
loss on the decline in
all
other foreign
currency
denominated long-
term
assets net of long-
term liabilities (in
thousands)
5%
$
4,642
$
(3,812) $
7,610 $
32,469
10%
$
9,284
$
(7,625) $
15,219 $
64,939
20%
$
18,568
$
(15,249) $
30,438 $
129,877
In addition, we are exposed to foreign currency exchange rate fluctuations associated with our U.S. dollar-
denominated debt obligations that we hedge. We hedge a portion of the currency risk inherent in the interest and principal
payments associated with this debt through the use of cross-currency interest rate swaps. The terms of these swap
agreements are commensurate with the underlying debt obligations. The aggregate fair value of these swaps was in a net
asset position of approximately $1.3 million at August 31, 2024 and approximately $2.3 million at August 31, 2023. A
hypothetical 10% devaluation in the currency exchange rates underlying these swaps from the market rates at August 31,
2024 would have resulted in a further increase in the value of the swaps of approximately $4.4 million. Conversely, a
hypothetical 10% appreciation in the currency exchange rates underlying these swaps from the market rates at August 31,
2024 would have resulted in a net decrease in the value of the swaps of approximately $3.3 million.
31
From time to time, we use non-deliverable forward foreign exchange contracts primarily to address exposure to
U.S. dollar merchandise inventory expenditures made by our international subsidiaries whose functional currency is other
than the U.S. dollar. The net increase or decrease in the fair value of these derivative instruments would be economically
offset by the gains or losses on the underlying transactions.
From time to time, we have experienced a lack of availability of U.S. dollars in certain markets (U.S. dollar
illiquidity). This impedes our ability to convert local currencies obtained through merchandise sales into U.S. dollars to
settle the U.S. dollar liabilities associated with our imported products or otherwise fund our operations. For instance, since
fiscal year 2017, we have experienced this situation in Trinidad and have been unable to source a sufficient level of
tradable currencies. We are working with our banks in Trinidad and government officials to convert all of our Trinidad
dollars into tradable currencies. Additionally, during fiscal year 2023, the Honduran Central Bank began limiting the
availability and controlling the allocation of U.S. dollars for the conversion from Honduran lempiras to U.S. dollars. We
are actively working with our banking partners and government authorities to address this situation. We have and continue
to take additional actions in this respect. Refer to “Item 7. Management’s Discussion & Analysis – Factors Affecting Our
Business” and “Item 7. Management’s Discussion & Analysis – Liquidity: Financial Position and Cash Flow” for our
quantitative analysis and discussion.
Commodity Price Risk
The increasing price of oil and certain commodities could have a negative effect on our operating costs and sales.
Higher oil prices can negatively impact the economic growth of the countries in which we operate, thereby reducing the
buying power of our Members. Higher oil prices can also increase our operating costs, particularly utilities and
merchandise transportation expenses. Inflationary pressures on various commodities also may impact consumer spending.
We do not currently seek to hedge commodity price risk.
32
Report of Independent Registered Public Accounting Firm
The Board of Directors and Stockholders of PriceSmart, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of PriceSmart, Inc. (the Company) as of August 31, 2024
and 2023, the related consolidated statements of income, comprehensive income, equity and cash flows for each of the
three years in the period ended August 31, 2024, and the related notes and financial statement schedule listed in the Index
at Item 15(a) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial
statements present fairly, in all material respects, the financial position of the Company at August 31, 2024 and 2023, and
the results of its operations and its cash flows for each of the three years in the period ended August 31, 2024, in
conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United
States) (PCAOB), the Company's internal control over financial reporting as of August 31, 2024, based on criteria
established in Internal Control—Integrated
Framework issued by the Committee of Sponsoring Organizations of the
Treadway Commission (2013 framework), and our report dated October 30, 2024 expressed an unqualified opinion
thereon.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion
on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB
and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the
applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement,
whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the
financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures
included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits
also included evaluating the accounting principles used and significant estimates made by management, as well as
evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our
opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements
that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or
disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex
judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated
financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a
separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
33
Uncertain Tax Positions and Income Tax and VAT Receivables
Description of the Matter
As discussed in Note 2 and in Note 10 to the consolidated financial statements, the Company
pays Value Added Tax (“VAT”) or similar indirect taxes, income taxes, and other taxes within
the normal course of the Company’s business in the United States and numerous foreign
jurisdictions. The different interpretations of sometimes complex tax regulations create
uncertainty and necessitate the use of significant judgment in the determination of the
Company’s uncertain tax positions and the recoverability of both income tax and VAT
receivables. As of August 31, 2024, the Company had $6.0 million accrued for uncertain tax
positions and had income tax and VAT receivables of $43.8 million and $34.2 million,
respectively.
Auditing the recognition and measurement of the Company’s uncertain tax positions and
recoverability of income tax and VAT receivables was challenging because the evaluation of
the various tax positions can be complex, highly judgmental and based on international tax
laws, interpretations and legal rulings which can vary significantly between the countries in
which the Company has operations
How We Addressed the
Matter in Our Audit
We tested controls over the Company’s process to assess the technical merits of its uncertain
tax positions and income tax and VAT receivables, including management’s process to
measure the uncertain tax positions, and evaluate the recoverability of the receivables. For
example, we tested controls over management’s review of the uncertain tax positions and the
significant assumptions surrounding more-likely-than-not conclusions, as well as controls over
management’s review of the income tax and VAT receivables and the significant assumptions
surrounding the recoverability of such.
We involved our international and other tax professionals to assist in our assessment of the
technical merits of certain of the Company’s tax positions and the Company’s understanding
and
documentation
of
the
respective
international
laws
and
regulations
related
to
recoverability of income tax and VAT receivables. Depending on the nature of the specific tax
position and, as applicable, developments with the relevant tax authorities, our procedures
included obtaining and reviewing the Company’s correspondence with such tax authorities
and evaluating income tax opinions or other third-party advice obtained by the Company. We
used our knowledge of and experience with the application of international and other tax laws
by the relevant income tax authorities to evaluate the Company’s accounting for its tax
positions
and
receivables. We
evaluated
developments
in
the
applicable
regulatory
environments to assess potential effects on the Company’s positions, including searching for
contrary evidence. We considered the Company’s historical experiences with the different
taxing authorities and their historical results in evaluating and concluding on the likely impact
of different tax cases. In this manner, we analyzed the Company’s assumptions used to
determine the tax positions and recoverability of the receivables.
/s/ Ernst & Young LLP
We have served as the Company’s auditor since 1997.
San Diego, California
October 30, 2024
34
PRICESMART, INC.
CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS, EXCEPT SHARE DATA)
August 31,
2024
2023
ASSETS
Current Assets:
Cash and cash equivalents
$
125,364
$
239,984
Short-term restricted cash
1,383
2,865
Short-term investments
100,165
91,081
Receivables, net of allowance for credit losses of $52 as of August 31, 2024 and $67 as
of August 31, 2023, respectively
18,847
17,904
Merchandise inventories
528,678
471,407
Prepaid expenses and other current assets (includes $4,480 and $0 as of August 31, 2024
and August 31, 2023, respectively, for the fair value of derivative instruments)
57,910
53,866
Total current assets
832,347
877,107
Long-term restricted cash
9,564
9,353
Property and equipment, net
936,108
850,328
Operating lease right-of-use assets, net
96,415
114,201
Goodwill
43,197
43,110
Deferred tax assets
36,618
32,039
Other non-current assets (includes $1,482 and $7,817 as of August 31, 2024 and August
31, 2023, respectively, for the fair value of derivative instruments)
61,563
68,991
Investment in unconsolidated affiliates
6,882
10,479
Total Assets
$
2,022,694
$
2,005,608
LIABILITIES AND EQUITY
Current Liabilities:
Short-term borrowings
$
8,007
$
8,679
Accounts payable
485,961
453,229
Accrued salaries and benefits
48,263
45,441
Deferred income
38,079
32,613
Income taxes payable
6,516
9,428
Other accrued expenses and other current liabilities (includes $1,179 and $1,913 as of
August 31, 2024 and August 31, 2023, respectively, for the fair value of derivative
instruments)
50,035
57,273
Operating lease liabilities, current portion
7,370
7,621
Long-term debt, current portion
35,917
20,193
Total current liabilities
680,148
634,477
Deferred tax liability
1,644
1,936
Long-term income taxes payable, net of current portion
4,762
5,045
Long-term operating lease liabilities
103,890
122,195
Long-term debt, net of current portion
94,443
119,487
Other long-term liabilities (includes $2,100 and $3,321 for the fair value of derivative
instruments and $12,742 and $12,105 for post-employment plans as of August 31, 2024
and August 31, 2023, respectively)
14,842
15,425
Total Liabilities
899,729
898,565
35
Stockholders' Equity:
Common stock $0.0001 par value, 45,000,000 shares authorized; 32,570,858 and
31,934,900 shares issued and 30,635,556 and 30,976,941 shares outstanding (net of
treasury shares) as of August 31, 2024 and August 31, 2023, respectively
3
3
Additional paid-in capital
514,542
497,434
Accumulated other comprehensive loss
(164,590)
(163,992)
Retained earnings
890,272
817,559
Less: treasury stock at cost, 1,935,302 shares as of August 31, 2024 and 957,959 shares
as of August 31, 2023
(117,262)
(43,961)
Total Stockholders' Equity
1,122,965
1,107,043
Total Liabilities and Equity
$
2,022,694
$
2,005,608
See accompanying notes.
36
PRICESMART, INC.
CONSOLIDATED STATEMENTS OF INCOME
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA)
Years Ended August 31,
2024
2023
2022
Revenues:
Net merchandise sales
$
4,783,119
$
4,300,706
$
3,944,817
Export sales
39,438
31,741
45,217
Membership income
75,240
66,048
60,887
Other revenue and income
16,101
13,347
15,172
Total revenues
4,913,898
4,411,842
4,066,093
Operating expenses:
Cost of goods sold:
Net merchandise sales
4,029,490
3,622,354
3,340,062
Export sales
37,484
30,157
43,074
Non-merchandise
—
—
1,809
Selling, general and administrative:
Warehouse club and other operations
466,457
417,272
378,161
General and administrative
156,385
134,783
133,185
Reserve for AMT settlement
—
7,179
—
Separation costs associated with Chief Executive Officer departure
—
7,747
—
Pre-opening expenses
970
1,432
1,471
Asset impairment and closure costs
—
5,658
—
Loss on disposal of assets
2,168
744
1,265
Total operating expenses
4,692,954
4,227,326
3,899,027
Operating income
220,944
184,516
167,066
Other expense:
Interest income
11,049
9,871
2,201
Interest expense
(12,959)
(11,020)
(9,611)
Other expense, net
(17,607)
(14,156)
(3,235)
Total other expense
(19,517)
(15,305)
(10,645)
Income before provision for income taxes and income (loss) of
unconsolidated affiliates
201,427
169,211
156,421
Provision for income taxes
(62,618)
(59,951)
(51,858)
Income (loss) of unconsolidated affiliates
66
(55)
(10)
Net income
138,875
109,205
104,553
Less: Net income attributable to noncontrolling interest
—
—
(19)
Net income attributable to PriceSmart, Inc.
$
138,875
$
109,205
$
104,534
Net income attributable to PriceSmart, Inc. per share available for distribution:
Basic
$
4.57
$
3.51
$
3.38
Diluted
$
4.57
$
3.50
$
3.38
Shares used in per share computations:
Basic
30,032
30,763
30,591
Diluted
30,032
30,786
30,600
Dividends per share
$
2.16
$
0.92
$
0.86
See accompanying notes.
37
PRICESMART, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(AMOUNTS IN THOUSANDS)
Years Ended August 31,
2024
2023
2022
Net income
$
138,875
$
109,205
$
104,553
Less: Net income attributable to noncontrolling interest
—
—
(19)
Net income attributable to PriceSmart, Inc.
$
138,875
$
109,205
$
104,534
Other Comprehensive Income, net of tax:
Foreign currency translation adjustments (1)
693
33,708
(19,034)
Defined benefit pension plan:
Net gain (loss) arising during period
501
(1,819)
(341)
Amortization of prior service cost and actuarial gains included in
net periodic pensions cost
397
148
127
Total defined benefit pension plan
898
(1,671)
(214)
Derivative instruments:(2)
Unrealized gains (losses) on change in derivative obligations
(566)
6,000
(4,021)
Unrealized gains (losses) on change in fair value of interest rate
swaps
(1,623)
(9,177)
10,191
Amounts reclassified from accumulated other comprehensive
income to other expense, net for settlement of derivatives
—
2,734
—
Total derivative instruments
(2,189)
(443)
6,170
Other comprehensive income (loss)
(598)
31,594
(13,078)
Comprehensive income
138,277
140,799
91,456
Less: Comprehensive income attributable to noncontrolling interest
—
—
3
Comprehensive income attributable to PriceSmart, Inc.
$
138,277
$
140,799
$
91,453
(1) Translation adjustments arising in translating the financial statements of a foreign entity have no effect on the income taxes of that
foreign entity. They may, however, affect: (a) the amount, measured in the parent entity's reporting currency, of withholding taxes
assessed on dividends paid to the parent entity and (b) the amount of taxes assessed on the parent entity by the government of its
country. The Company has determined that the reinvestment of earnings of its foreign subsidiaries are permanently reinvested for any
jurisdiction where distribution from a foreign affiliate would cause additional tax cost because of the long-term nature of the
Company's foreign investment plans. Therefore, deferred taxes are not provided for on translation adjustments related to non-
remitted earnings of the Company's foreign subsidiaries.
(2) Refer to “Note 13 - Derivative Instruments and Hedging Activities.”
See accompanying notes.
38
PRICESMART, INC.
CONSOLIDATED STATEMENTS OF EQUITY
(AMOUNTS IN THOUSANDS)
See accompanying notes.
Shares
Amount
Shares
Amount
Balance at August 31, 2021
31,468
3
465,015
(182,508)
658,919
713
(26,084)
915,345
869
916,214
Purchase of treasury stock
—
—
—
—
—
88
(6,259)
(6,259)
—
(6,259)
Issuance of treasury stock
(8)
—
(699)
—
—
(8)
699
—
—
—
Issuance of restricted stock award
247
—
—
—
—
—
—
—
—
—
Forfeiture of restricted stock awards
(9)
—
—
—
—
—
—
—
—
—
Stock-based compensation
—
—
16,803
—
—
—
—
16,803
—
16,803
Dividend paid to stockholders
—
—
—
—
(26,559)
—
—
(26,559)
—
(26,559)
Net income
—
—
—
—
104,534
—
—
104,534
19
104,553
Other comprehensive income (loss)
—
—
—
(13,078)
—
—
—
(13,078)
3
(13,075)
Sale of Aeropost stock
—
—
287
—
—
—
—
287
(891)
(604)
Balance at August 31, 2022
31,698
3
481,406
(195,586)
736,894
793
(31,644)
991,073
—
991,073
Purchase of treasury stock
—
—
—
—
—
172
(12,863)
(12,863)
—
(12,863)
Issuance of treasury stock
(7)
—
(546)
—
—
(7)
546
—
—
—
Issuance of restricted stock award
319
—
—
—
—
—
—
—
—
—
Forfeiture of restricted stock awards
(75)
—
—
—
—
—
—
—
—
—
Stock-based compensation
—
—
16,574
—
—
—
—
16,574
—
16,574
Dividend paid to stockholders
—
—
—
—
(28,540)
—
—
(28,540)
—
(28,540)
Net income
—
—
—
—
109,205
—
—
109,205
—
109,205
Other comprehensive income (loss)
—
—
—
31,594
—
—
—
31,594
—
31,594
Balance at August 31, 2023
31,935
3
497,434
(163,992)
817,559
958
(43,961)
1,107,043
—
1,107,043
Purchase of treasury stock
—
—
—
—
—
980
(73,486)
(73,486)
—
(73,486)
Issuance of treasury stock
(3)
—
(185)
—
—
(3)
185
—
—
—
Issuance of restricted stock award
671
—
—
—
—
—
—
—
—
—
Forfeiture of restricted stock awards
(32)
—
—
—
—
—
—
—
—
—
Stock-based compensation
—
—
17,293
—
—
—
—
17,293
—
17,293
Dividend paid to stockholders
—
—
—
—
(66,162)
—
—
(66,162)
—
(66,162)
Net income
—
—
—
—
138,875
—
—
138,875
—
138,875
Other Comprehensive Income
—
—
—
(598)
—
—
—
(598)
—
(598)
Balance at August 31, 2024
32,571
3
514,542
(164,590)
890,272
1,935
(117,262)
1,122,965
—
1,122,965
Total
Stockholders'
Equity
Attributable to
PriceSmart, Inc.
Non-
controlling
Interest
Total Equity
Common Stock
Treasury Stock
Additional
paid in
capital
Accumulated
Other
Comprehensive
Loss
Retained
Earnings
39
PRICESMART, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(AMOUNTS IN THOUSANDS)
Years Ended August 31,
2024
2023
2022
Operating Activities:
Net income
$ 138,875
$109,205
$ 104,553
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
82,611
72,698
67,868
Allowance for credit losses
(15)
(36)
63
Reserve for AMT settlement
—
7,179
—
Asset impairment and closure costs
—
5,658
—
Loss on sale of property and equipment
2,168
744
1,265
Deferred income taxes
(4,619)
(5,583)
(3,300)
Equity in (income) losses of unconsolidated affiliates
(66)
55
10
Stock-based compensation
17,293
16,574
16,803
Change in operating assets and liabilities:
Receivables, prepaid expenses and other current assets, non-current assets, accrued
salaries and benefits, deferred membership income and other accruals
(3,879)
17,589
(13,785)
Merchandise inventories
(57,271)
(10,173)
(74,706)
Accounts payable
32,492
43,421
23,058
Net cash provided by operating activities
207,589
257,331
121,829
Investing Activities:
Additions to property and equipment
(168,545)
(142,511)
(120,660)
Purchases of short-term investments
(183,692)
(138,784)
(22,469)
Proceeds from settlements of short-term investments
175,127
58,852
61,733
Proceeds from settlements of long-term investments
—
—
1,488
Proceeds from disposal of property and equipment
1,660
361
193
Proceeds from the disposal of Aeropost, net of divested cash
—
—
4,959
Net cash used in investing activities
(175,450)
(222,082)
(74,756)
Financing Activities:
Proceeds from long-term bank borrowings
16,500
38,713
30,633
Repayment of long-term bank borrowings
(26,320)
(35,984)
(22,697)
Proceeds from short-term bank borrowings
2,383
848
23,829
Repayment of short-term bank borrowings
(2,941)
(3,229)
(11,156)
Cash dividend payments
(66,162)
(28,540)
(26,559)
Purchase of treasury stock
(73,486)
(12,863)
(6,259)
Net cash used in financing activities
(150,026)
(41,055)
(12,209)
Effect of exchange rate changes on cash and cash equivalents and restricted cash
1,996
6,635
1,030
Net increase (decrease) in cash, cash equivalents
(115,891)
829
35,894
Cash, cash equivalents and restricted cash at beginning of period
252,202
251,373
215,479
Cash, cash equivalents and restricted cash at end of period
$ 136,311
$252,202
$ 251,373
Supplemental disclosure of noncash investing activities:
Capital expenditures accrued, but not yet paid
$
4,771
$
4,530
$
3,129
Cash paid during the period for:
Interest
$
13,255
$ 10,558
$
9,392
Income taxes
$
90,640
$ 77,925
$
67,143
40
The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the
statement of financial position that sum to the total of the same amounts shown in the statement of cash flows:
Years Ended August 31,
2024
2023
2022
Cash and cash equivalents
$
125,364
$
239,984
$
237,710
Short-term restricted cash
1,383
2,865
3,013
Long-term restricted cash
9,564
9,353
10,650
Total cash, cash equivalents, and restricted cash shown in the
consolidated statements of cash flows
$
136,311
$
252,202
$
251,373
See accompanying notes.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
41
NOTE 1 – COMPANY OVERVIEW AND BASIS OF PRESENTATION
PriceSmart, Inc.’s (“PriceSmart,” the “Company,” “we” or “our”) business consists primarily of international
membership shopping warehouse clubs similar to, but typically smaller in size than, warehouse clubs in the United States.
As of August 31, 2024, the Company had 54 warehouse clubs in operation in 12 countries and one U.S. territory (ten in
Colombia; eight in Costa Rica; seven in Panama; six in Guatemala; five in Dominican Republic; four each in Trinidad and
El Salvador; three in Honduras; two each in Nicaragua and Jamaica; and one each in Aruba, Barbados and the United
States Virgin Islands), of which the Company owns 100% of the corresponding legal entities (see Note 2 - Summary of
Significant Accounting Policies). In addition, the Company plans to open one warehouse club in Cartago, Costa Rica in the
spring of 2025 and one new warehouse club in Quetzaltenango, Guatemala in the summer of 2025. Once these two new
clubs are open, the Company will operate 56 warehouse clubs. Our operating segments are the United States, Central
America, the Caribbean and Colombia.
PriceSmart continues to invest in technology and talent to support the following three major drivers of growth:
1.Invest in Remodeling Current PriceSmart Clubs, Adding New PriceSmart Locations and Opening
More Distribution Centers;
2.Increase Membership Value; and
3.Drive Incremental Sales via PriceSmart.com and Enhanced Online, Digital and Technological
Capabilities.
Basis of Presentation – The consolidated financial statements have been prepared in accordance with the
instructions to Form 10-K for annual financial reporting pursuant to the rules and regulations of the U.S. Securities and
Exchange Commission (“SEC”) and U.S. generally accepted accounting principles (“GAAP”) for annual financial
information. The consolidated financial statements include the accounts of PriceSmart, Inc., a Delaware corporation, and
its subsidiaries. Inter-company transactions between the Company and its subsidiaries have been eliminated in
consolidation.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation – The consolidated financial statements of the Company included herein include the
assets, liabilities and results of operations of the Company’s wholly owned subsidiaries, and subsidiaries in which it has a
controlling interest. The Company’s net income excludes income attributable to non-controlling interests. The Company
reports non-controlling interests in consolidated entities as a component of equity separate from the Company’s equity. The
consolidated financial statements also include the Company's investment in, and the Company's share of the income (loss)
of, joint ventures recorded under the equity method. All significant inter-company accounts and transactions have been
eliminated in consolidation. The consolidated financial statements have been prepared by the Company pursuant to the
rules and regulations of the SEC and reflect all adjustments (consisting of normal recurring adjustments) that are, in the
opinion of management, necessary to fairly present the financial position, results of operations and cash flows for the
periods presented.
The Company determines whether any of the joint ventures in which it has made investments is a Variable Interest
Entity (“VIE”) at the start of each new venture and if a reconsideration event has occurred. At this time, the Company also
considers whether it must consolidate a VIE and/or disclose information about its involvement in a VIE. A reporting entity
must consolidate a VIE if that reporting entity has a variable interest (or combination of variable interests) and is
determined to be the primary beneficiary. If the Company determines that it is not the primary beneficiary of the VIE, then
the Company records its investment in, and the Company's share of the income (loss) of, joint ventures recorded under the
equity method. Due to the nature of the joint ventures that the Company participates in and the continued commitments for
additional financing, the Company determined these joint ventures are VIEs.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
42
In the case of the Company's ownership interest in a real estate development joint venture, both parties to the joint
venture share all rights, obligations and the power to direct the activities of the VIE that most significantly impact the VIE's
economic performance. As a result, the Company has determined that it is not the primary beneficiary of the VIE and,
therefore, has accounted for this entity under the equity method. Under the equity method, the Company's investments in
unconsolidated affiliates are initially recorded as an investment in the stock of an investee at cost and are adjusted for the
carrying amount of the investment to recognize the investor's share of the earnings or losses of the investee after the date of
the initial investment. In the fourth quarter of fiscal year 2024, the Company terminated its ownership interest in Price
Plaza Alajuela PPA, S.A. Refer to Note 15 - Unconsolidated Affiliates for more information regarding this transaction. The
Company's ownership interest in a real estate development joint venture the Company has recorded under the equity
method as of August 31, 2024 is listed below:
Real Estate Development Joint Venture
Country
Ownership
Basis of
Presentation
GolfPark Plaza, S.A.
Panama
50.0%
Equity(1)
(1) Joint venture interests are recorded as investment in unconsolidated affiliates on the consolidated balance sheets.
Use of Estimates – The preparation of financial statements in conformity with U.S. GAAP requires management
to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and
accompanying notes. These estimates and assumptions take into account historical and forward-looking factors that the
Company believes are reasonable. Actual results could differ from those estimates and assumptions.
Cash and Cash Equivalents – The Company considers as cash and cash equivalents all cash on deposit, highly
liquid investments with a maturity of three months or less at the date of purchase and proceeds due from credit and debit
card transactions in the process of settlement. In addition, the Company invests some of our cash in money market funds
which are considered equity securities and are held at fair value in Cash and cash equivalents on the consolidated balance
sheets. The fair value of money market funds held was $7.0 million as of August 31, 2024 and $100.2 million as of August
31, 2023. We receive interest payments from the money market funds which are recorded in the Interest income line item
under the Total other expense caption within the consolidated statements of income.
Restricted Cash – The following table summarizes the restricted cash reported by the Company (in thousands):
August 31,
2024
August 31,
2023
Short-term restricted cash
$
1,383 $
2,865
Long-term restricted cash
9,564
9,353
Total restricted cash(1)
$
10,947 $
12,218
(1) Restricted cash consists of cash deposits held within banking institutions in compliance with federal regulatory requirements in Costa
Rica and Panama. In addition, the Company is required to maintain a certificate of deposit and/or security deposits of Trinidad
dollars, as measured in U.S dollars, of approximately $4.4 million with a few of its lenders as compensating balances for several U.S.
dollar and euro denominated loans payable over several years. The certificates of deposit will be reduced annually commensurate
with the loan balances.
Short-Term Investments – The Company considers certificates of deposit and similar time-based deposits with
financial institutions with original maturities over three months and up to one year to be short-term investments.
Long-Term Investments – The Company considers certificates of deposit and similar time-based deposits with
financial institutions with original maturities over one year to be long-term investments.
Goodwill – Goodwill totaled $43.2 million as of August 31, 2024 and $43.1 million as of August 31, 2023. The
Company reviews reported goodwill at the reporting unit level for impairment. The Company tests goodwill for
impairment at least annually or when events or changes in circumstances indicate that it is more likely than not that the
asset is impaired.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
43
The changes in the carrying amount of goodwill for the year ended August 31, 2024 are as follows (in thousands):
Amount
Goodwill at August 31, 2023
$
43,110
Foreign currency exchange rate changes
87
Goodwill at August 31, 2024
$
43,197
Receivables – Receivables consist primarily of credit card receivables and receivables from vendors and are
stated net of allowances for credit losses. The determination of the allowance for credit losses is based on the Company’s
assessment of collectability along with the consideration of current and expected market conditions that could impact
collectability.
Tax Receivables – The Company pays Value Added Tax (“VAT”) or similar taxes, income taxes, and other taxes
within the normal course of business in most of the countries in which it operates related to the procurement of
merchandise and/or services the Company acquires and/or on sales and taxable income. VAT is a form of indirect tax
applied to the value added at each stage of production (primary, manufacturing, wholesale and retail). This tax is similar to,
but operates somewhat differently than, sales tax paid in the United States. The Company generally collects VAT from its
Members upon sale of goods and services and pays VAT to its vendors upon purchase of goods and services. Periodically,
the Company submits VAT reports to governmental agencies and reconciles the VAT paid and VAT received. The net
overpaid VAT may be refunded or applied to subsequent returns, and the net underpaid VAT must be remitted to the
government. With respect to income taxes paid, if the estimated income taxes paid or withheld exceed the actual income
tax due this creates an income tax receivable. In most countries where the Company operates, the governments have
implemented additional collection procedures, such as requiring credit card processors to remit a portion of sales processed
via credit and debit cards directly to the government as advance payments of VAT and/or income tax. This collection
mechanism generally leaves the Company with net VAT and/or income tax receivables, forcing the Company to process
significant refund claims on a recurring basis. These refund or offset processes can take anywhere from several months to
several years to complete. Additionally, we are occasionally required to make payments for tax assessments that we are
appealing, notwithstanding that we believe it is more likely than not we will ultimately prevail.
Minimum tax rules, applicable in some of the countries where the Company operates, require the Company to pay
taxes based on a percentage of sales if the resulting tax were greater than the tax payable based on a percentage of income
(Alternative Minimum Tax or "AMT"). This can result in AMT payments substantially in excess of those the Company
would expect to pay based on taxable income. As the Company believes that, in one country where it operates, it should
only be ultimately liable for an income-based tax, it has accumulated income tax receivables of $10.9 million and
$10.7 million and deferred tax assets of $3.4 million and $3.2 million as of August 31, 2024 and August 31, 2023,
respectively, in this country.
In fiscal year 2023, we recorded a $7.2 million charge to settle the AMT payment dispute in one of our markets.
Of this amount, $1.0 million relates to the reserve for an income tax receivable for one of the tax years for which we sought
a refund and the remaining $6.2 million for the unpaid years of the dispute in which the Company made tax payments
using the original computation based on taxable income.
While the rules related to refunds of income tax receivables in this country are unclear and complex, the Company
has not placed any type of allowance on the recoverability of these tax receivables, deferred tax assets or amounts that may
be deemed under-paid, because the Company believes that it is more likely than not that it will ultimately succeed in its
refund requests and appeals of these rules.
In one of the countries where we had a significant VAT receivable balance, the Company received unfavorable
rulings at the supreme court level of that country denying a portion of the Company’s appeals for refund of over-
withholdings of VAT. After evaluating the merits of the Company’s arguments, the court’s decision, and probability that the
other related refund appeals would receive the same judgment, the Company concluded that a total of $2.3 million of
related VAT receivables would not be recoverable and wrote this amount off in fiscal year 2023. These charges were
recorded in the Warehouse club and other expenses line item under the Selling, general and administrative caption within
the consolidated statements of income.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
44
The Company's various outstanding VAT receivables and/or income tax receivables are based on cases or appeals
with their own set of facts and circumstances. The Company consults and evaluates with legal and tax advisors regularly to
understand the strength of its legal arguments and probability of successful outcomes in addition to its own experience
handling complex tax issues. Based on those evaluations, the Company has not placed any type of allowance on the
recoverability of the remaining tax receivables or deferred tax assets, because the Company believes that it is more likely
than not that it will ultimately succeed in its refund requests.
The Company’s policy for classification and presentation of VAT receivables, income tax receivables and other tax
receivables is as follows:
•
Short-term VAT and Income tax receivables, recorded as Prepaid expenses and other current assets: This
classification is used for any countries where the Company’s subsidiary has generally demonstrated the ability
to recover the VAT or income tax receivable within one year. The Company also classifies as short-term any
approved refunds or credit notes to the extent that the Company expects to receive the refund or use the credit
notes within one year.
•
Long-term VAT and Income tax receivables, recorded as Other non-current assets: This classification is used
for amounts not approved for refund or credit in countries where the Company’s subsidiary has not
demonstrated the ability to obtain refunds within one year and/or for amounts which are subject to
outstanding disputes. An allowance is provided against VAT and income tax receivable balances in dispute
when the Company does not expect to eventually prevail in its recovery. The Company does not currently
have any allowances provided against VAT and income tax receivables.
The following table summarizes the VAT receivables reported by the Company (in thousands):
August 31,
2024
August 31,
2023
Prepaid expenses and other current assets
$
3,322 $
2,774
Other non-current assets
30,845
36,060
Total amount of VAT receivables reported
$
34,167 $
38,834
The following table summarizes the Income tax receivables reported by the Company (in thousands):
August 31,
2024
August 31,
2023
Prepaid expenses and other current assets
$
20,088 $
17,749
Other non-current assets
23,679
19,176
Total amount of income tax receivables reported
$
43,767 $
36,925
Lease Accounting – The Company’s leases are operating leases for warehouse clubs and non-warehouse club
facilities such as corporate headquarters, regional offices, and regional distribution centers. The Company determines if an
arrangement is a lease and classifies it as either a finance or operating lease at lease inception. Operating leases are
included in Operating lease right-of-use assets, net; Operating lease liabilities, current portion; and Long-term operating
lease liabilities on the consolidated balance sheets. The Company does not have finance leases.
Operating lease liabilities are recognized at the commencement date based on the present value of the future
minimum lease payments over the lease term. The Company’s leases generally do not have a readily determinable implicit
interest rate; therefore, the Company uses a collateralized incremental borrowing rate at the commencement date in
determining the present value of future payments. The incremental borrowing rate is based on a yield curve derived from
publicly traded bond offerings for companies with credit characteristics that approximate the Company's market risk
profile.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
45
In addition, we adjust the incremental borrowing rate for jurisdictional risk derived from quoted interest rates
from financial institutions to reflect the cost of borrowing in the Company’s local markets. The Company’s lease terms may
include options to purchase, extend or terminate the lease, which are recognized when it is reasonably certain that the
Company will exercise that option. The Company does not combine lease and non-lease components.
The Company measures Right-of-use (“ROU”) assets based on the corresponding lease liabilities, adjusted for any
initial direct costs and prepaid lease payments made to the lessor before or at the commencement date (net of lease
incentives). The lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.
Variable lease payments are not included in the calculation of the ROU asset and the related lease liability and are
recognized as incurred. The Company’s variable lease payments generally relate to amounts the Company pays for
additional contingent rent based on a contractually stipulated percentage of sales.
In January 2024, the Company purchased the building and land occupied by one of our clubs, which were
previously leased, in Panama City, Panama, for $33.0 million. Management assessed the fair market value using the market
and replacement cost methods and, per the assessment, allocated approximately 88.7% of the purchase price to the land and
11.3% of the purchase price to the building. The transaction resulted in the termination of the related ROU asset, net of tax,
and lease liability, net of tax, of $8.2 million and $9.1 million, respectively. No gain or loss was recognized as the lease
termination occurred due to the purchase of the leased asset. This allocation of the purchase price, after accounting for the
impact of the lease termination, resulted in $28.2 million allocated to the land and $3.9 million allocated to the building.
Additionally, the Company already carried approximately $8.6 million of leasehold improvements related to the club which
have been reclassified to the building and remain on the balance sheet. This purchase triggered a change in the estimate of
the depreciable lives of certain leasehold improvements, which were previously limited to the lease term, lowering future
annual depreciation. Going forward, the lower annual depreciation expense and the cost savings on straight-line rent
expense, partially offset by the depreciation expense on the building, will lower the expense by approximately $1.1 million
per year, net of tax, within our Warehouse club and other operations expenses in the Company's consolidated statements of
income. Additionally, the Company entered into a loan agreement for $16.5 million, payable over 15 years, to partially
fund the purchase of this club. We expect approximately $1.0 million in interest payments, net of tax, over the next 12
months associated with this loan, which will continue to decrease as the loan balance is paid off over the life of the loan.
The interest expense related to this loan will be recorded within the Interest expense caption on the consolidated statements
of income.
Merchandise Inventories – Merchandise inventories, which include merchandise for resale, are valued at the
lower of cost (average cost) or net realizable value. The Company provides for estimated inventory losses and
obsolescence based on a percentage of sales. The provision is adjusted every reporting period to reflect the trend of actual
physical inventory and cycle count results. In addition, the Company may be required to take markdowns below the
carrying cost of certain inventory to expedite the sale of such merchandise.
Stock Based Compensation – The Company utilizes three types of equity awards: restricted stock awards
(“RSAs”), restricted stock units (“RSUs”) and, except for fiscal year 2024, performance-based restricted stock units
(“PSUs”). Compensation cost related to RSAs, RSUs and PSUs is based on the fair market value at the time of the grant.
The Company recognizes the compensation cost related to RSAs and RSUs over the requisite service period as determined
by the grant, amortized ratably or on a straight-line basis over the life of the grant. The Company also recognizes
compensation cost for PSUs over the performance period of each tranche, adjusting this cost based on the Company's
estimate of the probability that performance metrics will be achieved. As of August 31, 2024, all outstanding PSUs have
successfully met all performance metrics except for the requisite service period.
The Company accounts for actual forfeitures as they occur. The Company records the tax savings resulting from
tax deductions in excess of expense for stock-based compensation and the tax deficiency resulting from stock-based
compensation in excess of the related tax deduction as income tax expense or benefit. In addition, the Company reflects the
tax savings (deficiency) resulting from the taxation of stock-based compensation as an operating cash flow in its
consolidated statement of cash flows.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
46
RSAs are outstanding shares of common stock and have the same cash dividend and voting rights as other shares
of common stock. Shares of common stock subject to RSUs are not issued nor outstanding until vested, and RSUs do not
have the same dividend and voting rights as common stock. However, all outstanding RSUs have accompanying dividend
equivalents, requiring payment to the employees and directors with unvested RSUs of amounts equal to the dividend they
would have received had the shares of common stock underlying the RSUs been actually issued and outstanding. Payments
of dividend equivalents to employees are recorded as compensation expense.
PSUs, similar to RSUs, are awarded with dividend equivalents, subject to achievement of applicable performance
criteria.
Treasury Stock – Shares of common stock repurchased by the Company are recorded at cost, including
transaction costs and excise taxes, as treasury stock and result in the reduction of stockholders’ equity in the Company’s
consolidated balance sheets. The Company may reissue these treasury shares as part of its stock-based compensation
programs. When treasury shares are reissued, the Company uses the first in/first out (“FIFO”) cost method for determining
cost of the reissued shares. If the issuance price is higher than the cost, the excess of the issuance price over the cost is
credited to additional paid-in capital (“APIC”). If the issuance price is lower than the cost, the difference is first charged
against any credit balance in APIC from treasury stock and the balance is charged to retained earnings. During the twelve
months ended August 31, 2024, the Company reissued approximately 3,000 treasury shares.
Fair Value Measurements – The Company measures the fair value for all financial and non-financial assets and
liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring or
nonrecurring basis. The fair value of an asset is the price at which the asset could be sold in an orderly transaction between
unrelated, knowledgeable and willing parties able to engage in the transaction. A liability’s fair value is defined as the
amount that would be paid to transfer the liability to a new obligor in a transaction between such parties, not the amount
that would be paid to settle the liability with the creditor.
ASC 820, Fair Value Measurements and Disclosures, sets forth a fair value hierarchy that categorizes inputs to
valuation techniques used to measure and revalue fair value. These tiers include: Level 1, defined as observable inputs such
as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either
directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists,
therefore requiring an entity to develop its own assumptions. The Company was not required to revalue any assets or
liabilities utilizing Level 1 or Level 3 inputs at the balance sheet dates. The Company's Level 2 assets and liabilities
revalued at the balance sheet dates, on a recurring basis, consisted of cash flow hedges (interest rate swaps and cross-
currency interest rate swaps) and forward foreign exchange contracts. In addition, the Company utilizes Level 2 inputs in
determining the fair value of long-term debt.
Non-financial assets and liabilities are revalued and recognized at fair value subsequent to initial recognition when
there is evidence of impairment. During fiscal year 2024, no impairment of such non-financial assets were recorded.
The disclosure of fair value of certain financial assets and liabilities recorded at cost is as follows:
Cash and cash equivalents: The carrying value approximates fair value due to the short maturity of these
instruments. The carrying value of our money market funds is the fair value based on quoted prices in active
markets at the measurement date and therefore are classified as Level 1 inputs. The fair value of money market
funds held was $7.0 million as of August 31, 2024 and $100.2 million as of August 31, 2023.
Short-term restricted cash: The carrying value approximates fair value due to the short maturity of these
instruments.
Short-term investments: Short-term investments consists of certificates of deposit and similar time-based deposits
with financial institutions with maturity dates over three months and up to twelve months. The carrying value
approximates fair value due to the maturity of the underlying certificates of deposit within the normal operating
cycle of the Company.
Long-term investments: Long-term investments consists of certificates of deposit and similar time-based deposits
with financial institutions with maturity dates over one year. The carrying value approximates fair value due to the
maturity of the underlying certificates of deposit.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
47
Long-term restricted cash: Long-term restricted cash primarily consists of certificates of deposit with maturity
dates of over a year, which are held as collateral against our long-term debt. The carrying value approximates fair
value due to the maturity of the underlying certificates of deposit.
Accounts receivable: Receivables consist primarily of credit card receivables and receivables from vendors and
are stated net of allowances for credit losses. The determination of the allowance for credit losses is based on the
Company’s assessment of collectability along with the consideration of current and expected market conditions
that could impact collectability.
Short-term VAT and income tax receivables: The carrying value approximates fair value due to the short maturity
of these accounts.
Long-term VAT and income tax receivables: The fair value of long-term receivables would normally be measured
using a discounted cash flow analysis based on the current market interest rates for similar types of financial
instruments, with an estimate of the time these receivables are expected to be outstanding. The Company is not
able to provide an estimate as to the time these receivables owed to the Company by various government agencies
are expected to be outstanding; therefore, the Company has not presented a fair value on the long-term VAT and
income tax receivables.
Short-term debt: The carrying value approximates fair value due to the short maturity of these instruments.
Long-term debt: The fair value of debt is generally measured using a discounted cash flow analysis based on
current market interest rates for similar types of financial instruments. These inputs are not quoted prices in active
markets but they are either directly or indirectly observable; therefore, they are classified as Level 2 inputs. The
carrying value and fair value of the Company’s debt as of August 31, 2024 and August 31, 2023 is as follows (in
thousands):
August 31, 2024
August 31, 2023
Carrying
Value
Fair
Value(1)
Carrying
Value
Fair
Value(1)
Long-term debt, including current portion
$
130,360
$
121,764
$
139,680
$
133,150
(1) The Company has disclosed the fair value of long-term debt, including debt for which it has entered into cross-currency interest rate
swaps, using the derivative obligation as of August 31, 2024 to estimate the fair value of long-term debt, which includes the effects
that the cross-currency interest rate swaps have had on the fair value of long-term debt.
Derivative Instruments and Hedging Activities – The Company uses derivative financial instruments for
hedging and non-trading purposes to manage its exposure to changes in interest and currency exchange rates. In using
derivative financial instruments for the purpose of hedging the Company’s exposure to interest and currency exchange rate
risks, the contractual terms of a hedged instrument closely mirror those of the hedged item and are intended to provide a
high degree of risk reduction and correlation. Contracts that are effective at meeting the risk reduction and correlation
criteria (effective hedge) are recorded using hedge accounting. If a derivative financial instrument is an effective hedge,
changes in the fair value of the instrument will be reported in accumulated other comprehensive loss until the hedged item
completes its contractual term. Instruments that do not meet the criteria for hedge accounting, or contracts for which the
Company has not elected hedge accounting, are valued at fair value with unrealized gains or losses reported in earnings
during the period of the change.
The Company did not change valuation techniques utilized in the fair value measurement of assets and liabilities
presented on the Company’s consolidated balance sheets from previous practice during the reporting period. The Company
seeks to manage counterparty risk associated with these contracts by limiting transactions to counterparties with which the
Company has an established banking relationship. There can be no assurance, however, that this practice effectively
mitigates counterparty risk.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
48
Cash Flow Instruments. The Company is a party to receive floating interest rate and pay fixed-rate interest rate
swaps to hedge the interest rate risk of certain U.S. dollar denominated debt within its international subsidiaries. The swaps
are designated as cash flow hedges of interest expense risk. These instruments are considered effective hedges and are
recorded using hedge accounting. The Company is also a party to receive variable or fixed interest rate and pay fixed
interest rate cross-currency interest rate swaps to hedge the interest rate and currency exposure associated with the
expected payments of principal and interest of U.S. denominated debt within its international subsidiaries whose functional
currency is other than the U.S. dollar. The swaps are designated as cash flow hedges of the currency risk and interest-rate
risk related to payments on the U.S. denominated debt. These instruments are also considered to be effective hedges and
are recorded using hedge accounting. Under cash flow hedging, the entire gain or loss of the derivative, calculated as the
net present value of the future cash flows, is reported on the consolidated balance sheets in accumulated other
comprehensive loss. Amounts recorded in accumulated other comprehensive loss are released to earnings in the same
period that the hedged transaction impacts consolidated earnings. Refer to “Note 13 - Derivative Instruments and Hedging
Activities” for information on the fair value of interest rate swaps and cross-currency interest rate swaps as of August 31,
2024 and August 31, 2023.
Fair Value Instruments. The Company is exposed to foreign currency exchange rate fluctuations in the normal
course of business. This includes exposure to foreign currency exchange rate fluctuations on U.S. dollar denominated
liabilities within the Company’s international subsidiaries whose functional currency is other than the U.S. dollar. The
Company manages these fluctuations, in part, through the use of non-deliverable forward foreign-exchange contracts that
are intended to offset changes in cash flows attributable to currency exchange movements. The contracts are intended
primarily to economically address exposure to U.S. dollar merchandise inventory expenditures made by the Company’s
international subsidiaries whose functional currency is other than the U.S. dollar. Currently, these contracts are treated for
accounting purposes as fair value instruments and do not qualify for derivative hedge accounting, and as such the Company
does not apply derivative hedge accounting to record these transactions. As a result, these contracts are valued at fair value
with unrealized gains or losses reported in earnings during the period of the change. The Company seeks to mitigate
foreign currency exchange-rate risk with the use of these contracts and does not intend to engage in speculative
transactions. These contracts do not contain any credit-risk-related contingent features and are limited to less than one year
in duration.
Revenue Recognition – The accounting policies and other disclosures such as the disclosure of disaggregated
revenues are described in “Note 3 – Revenue Recognition.”
Cost of Goods Sold – The Company includes the cost of merchandise and food service and bakery raw materials
in cost of goods sold - net merchandise sales. The Company also includes in cost of goods sold - net merchandise sales the
external and internal distribution and handling costs for supplying merchandise, raw materials and supplies to the
warehouse clubs, and, when applicable, costs of shipping to Members. External costs include inbound freight, duties,
drayage, fees, insurance, and non-recoverable value-added tax related to inventory shrink, spoilage and damage. Internal
costs include payroll and related costs, utilities, consumable supplies, repair and maintenance, rent expense and building
and equipment depreciation at the Company's distribution facilities and payroll and other direct costs for in-club
demonstrations.
For export sales, the Company includes the cost of merchandise and external and internal distribution and
handling costs for supplying merchandise in cost of goods sold - exports.
Vendor consideration consists primarily of volume rebates, time-limited product promotions, cooperative
marketing efforts, digital advertising, slotting fees, demonstration reimbursements and prompt payment discounts. Volume
rebates and time-limited promotions are recognized on a systematic and rational allocation of the cash consideration as the
Company progresses toward earning the rebate, provided the amounts to be earned are probable and reasonably estimable.
Cooperative marketing efforts and digital advertising are related to consideration received by the Company from vendors
for non-distinct online advertising services on the Company’s website and social media platforms. Slotting fees are related
to consideration received by the Company from vendors for preferential "end cap" placement of the vendor's products
within the warehouse club. Demonstration reimbursements are related to consideration received by the Company from
vendors for the in-club promotion of the vendors' products. The Company records the reduction in cost of goods sold on a
transactional basis for these programs. On a quarterly basis, the Company calculates the amount of rebates recorded in cost
of goods sold that relates to inventory on hand and this amount is reclassified as a reduction to inventory, if significant.
Prompt payment discounts are taken in substantially all cases and therefore are applied directly to reduce the acquisition
cost of the related inventory, with the resulting effect recorded to cost of goods sold when the inventory is sold.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
49
Selling, General and Administrative – Selling, general and administrative costs consist primarily of expenses
associated with operating warehouse clubs and non-income based taxes such as alternative minimum taxes based on
revenue or sales. These costs include payroll and related costs, including separation costs associated with the Chief
Executive Officer departure, utilities, consumable supplies, repair and maintenance, rent expense, building and equipment
depreciation, bank fees, credit card processing fees, and amortization of intangibles. Also included in selling, general and
administrative expenses are the payroll and related costs for the Company’s U.S. and regional management and purchasing
centers.
In December 2022, the Company announced that Sherry Bahrambeygui would resign as Chief Executive Officer
effective February 3, 2023. In connection with her departure, the Company recognized a one-time separation charge of
approximately $7.7 million ($7.2 million net of tax) in fiscal year 2023. This amount consists of approximately
$4.2 million of non-cash charges related to the acceleration of certain equity awards and approximately $3.5 million for
other separation costs. The Company recorded these charges in fiscal year 2023. These charges were recorded in the
Separation costs associated with Chief Executive Officer departure line item under the Selling, general and administrative
caption within the consolidated statements of income and are recorded in the Company’s United States segment. In
connection with her departure, the Company accrued for the related charges and substantially fulfilled all payment
obligations in fiscal year 2023; however, some vesting of PSUs occurred in the first quarter of fiscal year 2024.
Pre-Opening Costs – The Company expenses pre-opening costs (the costs of start-up activities, including
organization costs and rent) for new warehouse clubs as incurred.
Asset Impairment and Closure Costs – The Company periodically evaluates its long-lived assets for indicators
of impairment. Management's judgments are based on market and operational conditions at the time of the evaluation and
can include management's best estimate of future business activity. These periodic evaluations could cause management to
conclude that impairment factors exist, requiring an adjustment of these assets to their then-current fair value. Future
business conditions and/or activity could differ materially from the projections made by management causing the need for
additional impairment charges. In fiscal year 2023, the Company recorded a $5.7 million charge primarily related to
remeasurement of the assets of our Trinidad sustainable packaging plant to their estimated fair value upon our decision to
seek to sell the plant. We planned to use the plant to increase efficiencies by eliminating intermediaries in packaging and
labeling and manufacturing some of our packaging materials using compostable or recyclable inputs. However, we found
that achieving economic feasibility proved challenging. Therefore, we decided to refocus our efforts on our core
competencies as a retailer and redeploy plant assets we could use in our club business and seek a buyer for the remainder.
The assets were written down to their estimated fair value less costs to sell and are presented within the Prepaid expenses
and other current assets line within the consolidated balance sheets. The impairment charges are recorded within the Asset
impairment and closure costs line item within the consolidated statements of income and are recorded in the Company's
Caribbean segment. The sale of the assets held for sale was completed as of August 31, 2024.
Loss Contingencies and Litigation – The Company records and reserves for loss contingencies if (a) information
available prior to issuance of the consolidated financial statements indicates that it is probable that an asset had been
impaired or a liability had been incurred at the date of the consolidated financial statements and (b) the amount of loss can
be reasonably estimated. If one or both criteria for accrual are not met, but there is at least a reasonable possibility that a
material loss will occur, the Company does not record and reserve for a loss contingency but describes the contingency
within a note and provides detail, when possible, of the estimated potential loss or range of loss. If an estimate cannot be
made, a statement to that effect is made.
Foreign Currency Translation – The assets and liabilities of the Company’s foreign operations are translated to
U.S. dollars when the functional currency in the Company’s international subsidiaries is the local currency and not U.S.
dollars. Assets and liabilities of these foreign subsidiaries are translated to U.S. dollars at the exchange rate on the balance
sheet date, and revenue, costs and expenses are translated at average rates of exchange in effect during the period. The
corresponding translation gains and losses are recorded as a component of accumulated other comprehensive income or
loss. These adjustments will affect net income upon the sale or liquidation of the underlying investment.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
50
The following table discloses the net effect of translation into the reporting currency on other comprehensive loss
for these local currency denominated accounts for the years ended August 31, 2024, 2023 and 2022 (in thousands):
Years Ended August 31,
2024
2023
2022
Effects on other comprehensive income (loss) due to foreign currency
restatement
$
693
$
33,708
$
(19,034)
Monetary assets and liabilities denominated in currencies other than the functional currency of the respective
entity (primarily U.S. dollars) are revalued to the functional currency using the exchange rate on the balance sheet date.
These foreign exchange transaction gains (losses), including transactions recorded involving these monetary assets and
liabilities, are recorded as Other income (expense) in the consolidated statements of income (in thousands):
Years Ended August 31,
2024
2023
2022
Currency loss
$
(17,877) $
(15,396) $
(7,414)
Income Taxes – We are required to file federal and state income tax returns in the United States and income tax
and various other tax returns in multiple foreign jurisdictions, each with changing tax laws, regulations and administrative
positions. This requires significant judgment, the use of estimates, and the interpretation and application of complex tax
laws. We record the benefits of uncertain tax positions in our financial statements only after determining it is more likely
than not the uncertain tax positions would sustain challenge by taxing authorities, including resolution of related appeals or
litigation processes, if any. We develop our assessment of an uncertain tax position based on the specific facts and legal
arguments of each case and the associated probability of our reporting position being upheld, using internal expertise and
the advice of third-party experts. However, our tax returns are subject to routine reviews by the various taxing authorities in
the jurisdictions in which we file our tax returns. As part of these reviews, taxing authorities may challenge, and in some
cases presently are challenging, the interpretations we have used to calculate our tax liability. In addition, any settlement
with the tax authority or the outcome of any appeal or litigation process might result, and in some cases has resulted, in an
outcome that is materially different from our estimated liability. When facts and circumstances change, we reassess these
probabilities and record any changes in the consolidated financial statements as appropriate. Variations in the actual
outcome of these cases could materially impact our consolidated financial statements
Deferred income taxes arise from temporary differences between the tax basis of assets and liabilities and their
reported amounts in the financial statements, which will result in taxable or deductible amounts in the future. In evaluating
our ability to recover our deferred tax assets in the jurisdiction from which they arise, we consider all available positive and
negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax-planning
strategies, and results of recent operations. In projecting future taxable income, we begin with historical results and
incorporate assumptions about the amount of future state, federal, and foreign pretax operating income adjusted for items
that do not have tax consequences. The assumptions about future taxable income require the use of significant judgment
and are consistent with the plans and estimates we are using to manage the underlying businesses. In evaluating the
objective evidence that historical results provide, we consider three years of cumulative operating income.
Other Taxes – The Company is subject to tax examinations for value added, sales-based, payroll and other non-
income taxes and the Company is subject to ongoing examinations in various jurisdictions. In certain cases, the Company
has received assessments and judgments from the respective tax authorities in connection with these examinations. Unless
otherwise indicated, the Company considers, based on its interpretation and application of complex tax laws, that a material
liability is not probable or the possible losses or range of possible losses associated with these cases are immaterial;
however, if cases are decided adversely to the Company, the Company could incur a liability material to the Company's
consolidated financial statements. In certain countries, the Company is required to pay taxes based on a percentage of sales
(Alternative Minimum Tax or "AMT") if the percentage of sales method results in a higher amount of tax payable than the
amount payable based on taxable income at the statutory income tax rate. The portion of taxes based on a percentage of
sales that is greater than the amount based on taxable income at the statutory income tax rate, are recorded in the
Warehouse club and other expenses line item under the Selling, general and administrative caption within the consolidated
statements of income.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
51
Recent Accounting Pronouncements - Not Yet Adopted
FASB ASC 740 ASU 2023-09—Income Taxes (Topic 740): Improvements to Income Tax Disclosures
In December 2023, the FASB issued ASU No. 2023-09, Improvements to Income Tax Disclosures. ASU No.
2023-09 focuses on income tax disclosures around effective tax rates and cash income taxes paid. The ASU is effective for
annual periods beginning after December 15, 2024. Early adoption is permitted. The Company expects to adopt ASU No.
2023-09 on September 1, 2025, the first day of the first quarter of fiscal year 2026. The Company does not expect this
guidance to have a material impact on the Company's consolidated financial statements.
In November 2023, the FASB issued ASU No. 2023-07, Improvements to Reportable Segment Disclosures. ASU
No. 2023-07 focuses on improving reportable segment disclosure requirements, primarily through enhanced disclosures
about significant expenses. The ASU is effective for annual periods beginning after December 15, 2023, and for interim
periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company expects to adopt
ASU No. 2023-07 on September 1, 2024, the first day of the first quarter of fiscal year 2025. The Company has not yet
completed its assessment of the impact of ASU No. 2023-07 on the Company's consolidated financial statements.
Recent Accounting Pronouncements Adopted
There were no new accounting standards that had a material impact on the Company’s consolidated financial
statements during the twelve-month period ended August 31, 2024.
NOTE 3 – REVENUE RECOGNITION
The Company uses the five-step model to recognize revenue according to Accounting Standards Codification
(ASC) Topic 606, “Revenue Recognition from Contracts with Customers.” The five steps are:
•
Identify the contract with the customer;
•
Identify the performance obligation(s);
•
Determine the transaction price;
•
Allocate the transaction price to each performance obligation if multiple obligations exist; and
•
Recognize the revenue as the performance obligations are satisfied.
Performance Obligations
The Company identifies each distinct performance obligation to transfer goods (or bundle of goods) or services.
The Company recognizes revenue when (or as) it satisfies a performance obligation by transferring control of the goods or
services to the customer.
Net Merchandise Sales. The Company recognizes merchandise sales revenue, net of sales taxes, on transactions
where the Company has determined that it is the principal in the sale of merchandise. These transactions may include
shipping commitments and/or shipping revenue if the transaction involves delivery to the customer.
Non-merchandise Sales. Until the disposal of Aeropost in the first quarter of fiscal year 2022, the Company
recognized non-merchandise revenue, net of sales taxes, on transactions where the Company had determined that it was the
agent in the transaction. These transactions primarily consisted of contracts the Company entered into with its customers to
provide delivery, insurance and customs processing services for products its customers purchased online in the United
States either directly from other vendors utilizing the vendor’s website or through the Company’s marketplace site.
Revenue was recognized when the Company’s performance obligations were completed (that is when delivery of the items
have been made to the destination point) and was recorded in “non-merchandise revenue” on the consolidated statements
of income. Prepayment for orders for which the Company had not fulfilled its performance obligation were recorded as
deferred income. Additionally, the Company recorded revenue at the net amounts retained, i.e., the amount paid by the
customer less amounts remitted to the respective merchandise vendors, as the Company was acting as an agent and was not
the principal in the sale of those goods being purchased from the vendors by the Company’s customers.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
52
Membership Fee Revenue. Membership income represents annual membership fees paid by the Company’s
warehouse club Members, which are recognized ratably over the 12-month term of the membership. Our membership
policy allows Members to cancel their membership within the first 60 days and receive a full refund. After the 60-day
period, membership refunds are prorated over the remaining term of the membership. The Company has significant
experience with membership refund patterns and expects membership refunds will not be material. Therefore, no refund
reserve was required for the periods presented. Membership fee revenue is included in membership income in the
Company's consolidated statements of income. The deferred membership fee is included in deferred income in the
Company's consolidated balance sheets.
Platinum Points Reward Programs. The Company currently offers Platinum Memberships in all of its markets.
During fiscal year 2024, we raised the annual fee for a Platinum Membership by $5 to approximately $80 in most markets.
The Platinum Membership provides Members with a 2% rebate on most items, up to an annual maximum of $500. The
rebate is issued annually to Platinum Members on March 1 and expires August 31. Platinum Members can apply this rebate
to future purchases at the warehouse club during the redemption period. The Company records this 2% rebate as a
reduction of revenue at the time of the sales transaction. Accordingly, the Company has reduced warehouse sales and has
accrued a liability within other accrued expenses and other current liabilities, platinum rewards. The Company has
determined that breakage revenue is 5% of the awards issued; therefore, it records 95% of the Platinum Membership
liability at the time of sale. Annually, the Company reviews for expired unused rebates outstanding, and the expired unused
rebates are recognized as “Other revenue and income” on the consolidated statements of income.
Co-branded Credit Card Points Reward Programs. Most of the Company’s subsidiaries have points reward
programs related to co-branded credit cards. These points reward programs provide incremental points that a Member can
use at a future time to acquire merchandise within the Company’s warehouse clubs. This results in two performance
obligations, the first performance obligation being the initial sale of the merchandise or services purchased with the co-
branded credit card and the second performance obligation being the future use of the points rewards to purchase
merchandise or services. As a result, upon the initial sale, the Company allocates the transaction price to each performance
obligation with the amount allocated to the future use points rewards recorded as a contract liability within other accrued
expenses and other current liabilities on the consolidated balance sheet. The portion of the selling price allocated to the
reward points is recognized as Net merchandise sales when the points are used or when the points expire. The Company
reviews on an annual basis expired points rewards outstanding, and the expired rewards are recognized as Net merchandise
sales on the consolidated statements of income within markets where the co-branded credit card agreement allows for such
treatment.
Gift Cards. Members’ purchases of gift cards to be utilized at the Company's warehouse clubs are not recognized
as sales until the card is redeemed and the customer purchases merchandise using the gift card. The outstanding gift cards
are reflected as other accrued expenses and other current liabilities in the consolidated balance sheets. These gift cards
generally have a one-year stated expiration date from the date of issuance and are generally redeemed prior to expiration.
However, the absence of a large volume of transactions for gift cards impairs the Company's ability to make a reasonable
estimate of the redemption levels for gift cards; therefore, the Company assumes a 100% redemption rate prior to
expiration of the gift cards. The Company periodically reviews unredeemed outstanding gift cards, and the gift cards that
have expired are recognized as “Other revenue and income” on the consolidated statements of income.
Co-branded Credit Card Revenue Sharing Agreements. As part of the co-branded credit card agreements that the
Company has entered into with financial institutions within its markets, the Company often enters into revenue sharing
agreements. As part of these agreements, in some countries, the Company receives a portion of the interest income
generated from the average outstanding balances on the co-branded credit cards from these financial institutions (“interest
generating portfolio” or “IGP”). The Company recognizes its portion of interest received as revenue during the period it is
earned. The Company has determined that this revenue should be recognized as “Other revenue and income” on the
consolidated statements of income.
Determining the Transaction Price
The transaction price is the amount of consideration the Company expects to receive under the arrangement. The
Company is required to estimate variable consideration (if any) and to factor that estimate into the determination of the
transaction price. The Company may offer sales incentives to customers, including discounts. For retail transactions, the
Company has significant experience with returns and refund patterns and relied on this experience in its determination that
expected returns are not material; therefore, returns are not factored in when determining the transaction price.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
53
Discounts given to customers are usually in the form of coupons and instant markdowns and are recognized as
redeemed and recorded in contra revenue accounts, as they are part of the transaction price of the merchandise sale.
Manufacturer coupons that are available for redemption at all retailers are not recorded as a reduction to the sale price of
merchandise. Manufacturer coupons or discounts that are specific to the Company are recorded as a reduction to the cost of
sales.
Agent Relationships
The Company evaluates the criteria outlined in ASC 606-10-55, Principal versus Agent Considerations, in
determining whether it is appropriate in these arrangements to record the gross amount of merchandise sales and related
costs, or the net amount earned as commissions. When the Company is considered the principal in a transaction, revenue is
recorded gross; otherwise, revenue is recorded on a net basis. The Company's Non-merchandise Sales revenues are
recorded on a net basis.
Significant Judgments
For arrangements that contain multiple performance obligations, the Company allocates the transaction price to
each performance obligation on a relative standalone selling price basis. During fiscal year 2024, there were no revenue
transactions that required significant judgment.
Incremental costs to obtain contracts are not material to the Company.
Policy Elections
In addition to those previously disclosed, the Company has made the following accounting policy elections and
practical expedients:
•
Taxes - The Company excludes from the transaction price any taxes collected from customers that are
remitted to taxing authorities.
•
Shipping and Handling Charges - Charges that are incurred after the customer obtains control of goods are
deemed costs required to complete our performance obligation. Therefore, the Company considers the act of
shipping after the customer obtains control of goods to not be a separate performance obligation. These
shipping and handling costs are classified as “Costs of goods sold” in the consolidated statements of income
because they are incurred to fulfill a revenue obligation.
•
Time Value of Money - The Company's payment terms are less than one year from the transfer of goods.
Therefore, the Company does not adjust promised amounts of consideration for the effects of the time value
of money.
Contract Performance Liabilities
Contract performance liabilities as a result of transactions with customers primarily consist of deferred
membership income, other deferred income, deferred gift card revenue, Platinum points programs, and liabilities related to
co-branded credit card points rewards programs which are included in deferred income and other accrued expenses and
other current liabilities in the Company’s consolidated balance sheets. The following table provides these contract balances
from transactions with customers as of the dates listed (in thousands):
Contract Liabilities
August 31,
2024
August 31,
2023
Deferred membership income
$
36,222 $
31,079
Other contract performance liabilities
$
15,479 $
12,347
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
54
Disaggregated Revenues
In the following table, net merchandise sales are disaggregated by merchandise category (in thousands):
Years Ended
August 31,
2024
August 31,
2023
August 31,
2022
Foods & Sundries
$
2,312,572
$
2,148,584
$
1,947,734
Fresh Foods
1,413,525
1,262,132
1,145,920
Hardlines
544,671
454,207
443,311
Softlines
257,004
230,950
227,371
Food Service and Bakery
211,003
174,043
158,243
Health Services
44,344
30,790
22,238
Net Merchandise Sales
$
4,783,119 $
4,300,706 $
3,944,817
NOTE 4 – PROPERTY AND EQUIPMENT
Property and equipment are stated at historical cost. The historical cost of acquiring an asset includes the costs
incurred to bring it to the condition and location necessary for its intended use. Depreciation is computed on the straight-
line basis over the estimated useful lives of the assets. The useful life of fixtures and equipment ranges from 3 to 15 years
and that of certain components of building improvements and buildings from 10 to 40 years. Leasehold improvements are
amortized over the shorter of the life of the improvement or the expected term of the lease. In some locations, leasehold
improvements are amortized over a period longer than the initial lease term where management believes it is reasonably
certain that the renewal option in the underlying lease will be exercised because an economic penalty may be incurred if
the option is not exercised. The sale or purchase of property and equipment is recognized upon legal transfer of property.
Property and equipment consist of the following (in thousands):
August 31,
2024
August 31,
2023
Land
$
278,115 $
238,374
Building and improvements
737,269
650,060
Fixtures and equipment
421,273
385,100
Construction in progress
85,271
99,545
Total property and equipment, historical cost
1,521,928
1,373,079
Less: accumulated depreciation
(585,820)
(522,751)
Property and equipment, net
$
936,108 $
850,328
Depreciation and amortization expense (in thousands):
Years Ended August 31,
2024
2023
2022
Depreciation expense, Property and equipment
$
82,611
$
71,933
$
66,255
Amortization expense, Intangible assets
—
765
1,613
Total depreciation and amortization expense
$
82,611
$
72,698
$
67,868
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
55
The Company capitalizes interest on expenditures for qualifying assets over a period that covers the duration of
the activities required to get the asset ready for its intended use, provided that expenditures for the asset have been made
and interest cost is being incurred. Interest capitalization continues as long as those activities and the incurrence of interest
cost continue. The amount capitalized in an accounting period is determined by applying the Company’s consolidated
capitalization rate (average interest rate) to the average amount of accumulated expenditures for the qualifying asset, for
each country, during the period. The capitalization rates are based on the interest rates applicable to borrowings outstanding
during the period.
Total interest capitalized (in thousands):
Balance as of
August 31,
2024
August 31,
2023
Total interest capitalized
$
15,533 $
15,426
Total interest capitalized (in thousands):
Years Ended August 31,
2024
2023
2022
Interest capitalized
$
939
$
2,083
$
1,263
A summary of asset disposal activity for fiscal years 2024, 2023 and 2022 is as follows (in thousands):
Historical
Cost
Accumulated
Depreciation
Proceeds
from
disposal
Loss
recognized
Fiscal Year 2024
$
24,803 $
19,370 $
3,265
$
(2,168)
Fiscal Year 2023
$
11,484 $
10,379 $
361
$
(744)
Fiscal Year 2022
$
12,785 $
11,327 $
193
$
(1,265)
The Company also recorded within accounts payable and other accrued expenses approximately $1.9 million and
$2.9 million, respectively, as of August 31, 2024 and $3.9 million and $0.6 million, respectively, as of August 31, 2023 of
liabilities related to the acquisition and/or construction of property and equipment.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
56
NOTE 5 – EARNINGS PER SHARE
The Company presents basic net income per share using the two-class method. The two-class method is an
earnings allocation formula that treats a participating security as having rights to earnings that otherwise would have been
available to common stockholders and that determines basic net income per share for each class of common stock and
participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings
that would have been available to common stockholders. A participating security is defined as a security that may
participate in undistributed earnings with common stock. The Company’s capital structure includes securities that
participate with common stock on a one-for-one basis for distribution of dividends. These are the restricted stock awards
(“RSAs”), restricted stock units (“RSUs”) and performance stock units (“PSUs”) issued pursuant to the 2013 Equity
Incentive Award Plan, provided that the Company does not include PSUs as participating securities until the performance
conditions have been met. The Company has not issued any new PSU awards since fiscal year 2023. As of August 31,
2024, all outstanding PSUs have successfully met all performance metrics except for the requisite service period. RSAs are
outstanding shares of common stock and have the same cash dividend and voting rights as other shares of common stock.
Shares of common stock subject to RSUs are not issued nor outstanding until vested, and RSUs do not have the same
dividend and voting rights as common stock. However, all outstanding RSUs have accompanying dividend equivalents,
requiring payment to the employees and directors with unvested RSUs of amounts equal to the dividend they would have
received had the shares of common stock underlying the RSUs been actually issued and outstanding. PSUs, similar to
RSUs, are awarded with dividend equivalents, provided that such amounts become payable only if the performance metric
is achieved. At the time the Compensation Committee confirms the performance metric has been achieved, the
corresponding dividend equivalents are paid on the PSUs. The Company determines the diluted net income per share by
using the more dilutive of the two class-method or the treasury stock method and by including the basic weighted average
of outstanding performance stock units in the calculation of diluted net income per share under the two-class method and
including all potential common shares assumed issued in the calculation of diluted net income per share under the treasury
stock method.
The following table sets forth the computation of net income per share attributable to PriceSmart for the twelve
months ended August 31, 2024, 2023 and 2022 (in thousands, except per share amounts):
Years Ended August 31,
2024
2023
2022
Net income attributable to PriceSmart, Inc.
$
138,875 $
109,205 $
104,534
Less: Allocation of income to unvested stockholders
(1,759)
(1,311)
(1,245)
Net income attributable to PriceSmart, Inc. available for distribution
$
137,116 $
107,894 $
103,289
Basic weighted average shares outstanding
30,032
30,763
30,591
Add dilutive effect of performance stock units (two-class method)
—
23
9
Diluted average shares outstanding
30,032
30,786
30,600
Basic net income per share
$
4.57 $
3.51 $
3.38
Diluted net income per share
$
4.57 $
3.50 $
3.38
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
57
NOTE 6 – STOCKHOLDERS’ EQUITY
Dividends
The following table summarizes the dividends declared and paid during fiscal years 2024, 2023 and 2022
(amounts are per share):
First Payment
Second Payment
Declared
Amount
Record
Date
Date
Paid
Amount
Record
Date
Date
Paid
Amount
4/3/2024
$
1.00
4/19/2024
4/30/2024
$
1.00
N/A
N/A
N/A
2/1/2024
$
1.16
2/15/2024
2/29/2024
$
0.58
8/15/2024
8/30/2024
$
0.58
2/3/2023
$
0.92
2/16/2023
2/28/2023
$
0.46
8/15/2023
8/31/2023
$
0.46
2/3/2022
$
0.86
2/15/2022
2/28/2022
$
0.43
8/15/2022
8/31/2022
$
0.43
On April 3, 2024, the Company's Board of Directors declared a one-time $1.00 per share special dividend paid on
April 30, 2024 to stockholders of record on April 19, 2024 to distribute excess cash to stockholders. The $1.00 per share
special dividend was in addition to the Company’s annual cash dividend in the total amount of $1.16 per share, with $0.58
per share paid on February 29, 2024 to stockholders of record as of February 15, 2024 and $0.58 per share paid on August
30, 2024 to stockholders of record as of August 15, 2024. The declaration of future dividends (ongoing or otherwise), if
any, the amount of such dividends, and the establishment of record and payment dates is subject to final determination by
the Board of Directors at its discretion after its review of the Company’s financial performance and anticipated capital
requirements, taking into account the uncertain macroeconomic conditions on our results of operations and cash flows.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
58
Other Comprehensive Income (Loss) and Accumulated Other Comprehensive Loss
The following tables disclose the effects on accumulated other comprehensive loss of each component of other
comprehensive income (loss), net of tax (in thousands):
Attributable to
PriceSmart
Non-
controlling
Interests
Total
Ending balance, August 31, 2021
$
(182,508) $
251
$
(182,257)
Foreign currency translation adjustments
(19,034)
3
(19,031)
Defined benefit pension plans (1)
(341)
—
(341)
Derivative instruments (2)
6,170
—
6,170
Amounts reclassified from accumulated other comprehensive loss
127
—
127
Sale of Aeropost
—
(254)
(254)
Ending balance, August 31, 2022
$
(195,586) $
—
$
(195,586)
Foreign currency translation adjustments
33,708
—
33,708
Defined benefit pension plans (1)
(1,819)
—
(1,819)
Derivative instruments (2)
(443)
—
(443)
Amounts reclassified from accumulated other comprehensive loss
148
—
148
Ending balance, August 31, 2023
$
(163,992) $
—
$
(163,992)
Foreign currency translation adjustments
693
—
693
Defined benefit pension plans (1)
501
—
501
Derivative instruments (2)
(2,189)
—
(2,189)
Amounts reclassified from accumulated other comprehensive loss
397
—
397
Ending balance, August 31, 2024
$
(164,590) $
—
$
(164,590)
(1) Amounts reclassified from accumulated other comprehensive loss related to the minimum pension liability are included in warehouse
club and other operations in the Company's consolidated statements of income.
(2) Refer to “Note 13 - Derivative Instruments and Hedging Activities.”
Retained Earnings Not Available for Distribution
The following table summarizes retained earnings designated as legal reserves of various subsidiaries which
cannot be distributed as dividends to PriceSmart, Inc. according to applicable statutory regulations (in thousands):
August 31,
2024
August 31,
2023
Retained earnings not available for distribution
$
9,615
$
9,110
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
59
Share Repurchase Program
In July 2023 we announced a program authorized by our Board of Directors to repurchase up to $75 million of our
common stock. We began repurchases in the fourth quarter of fiscal year 2023 and successfully completed the program in
the first quarter of fiscal year 2024. We purchased a total of approximately 1,007,000 shares of our common stock under
the program. The repurchases were made on the open market pursuant to a trading plan established pursuant to Rule 10b5-
1 under the Securities Exchange Act of 1934, as amended, which permitted us to repurchase common stock at times when
we might otherwise have been precluded from doing so under insider trading laws or self-imposed trading restrictions. We
have no plans to continue repurchases or adopt a new repurchase plan at this time. However, the Board of Directors could
choose to commence another program in the future at its discretion after its review of the Company’s financial performance
and anticipated capital requirements.
Share repurchase activity under the Company’s repurchase programs for the periods indicated was as follows
(total cost in thousands):
Years Ended
August 31,
2024
August 31,
2023
Number of common shares acquired
935,663
71,530
Average price per common share acquired
$
74.13 $
78.54
Total cost of common share acquired
$
69,362 $
5,618
NOTE 7 – POST EMPLOYMENT PLANS
Defined Contribution Plans
PriceSmart offers a defined contribution 401(k) retirement plan to its U.S. employees, including warehouse club
employees in the U.S. Virgin Islands, which auto-enrolls employees in the plan immediately on the first day of
employment. The Company makes non-discretionary contributions to the 401(k) plan with a 4% “Company Contribution”
based on the employee’s salary regardless of the employee’s own contributions to the plan up to the IRS maximum
allowed. The Company also makes incremental non-discretionary contributions to the 401(k) plan to the employees who
defer up to 2% of their salary. Employer contributions to the 401(k) plan for the Company's U.S. employees were $3.4
million during fiscal year 2024 and $2.9 million during fiscal years 2023 and 2022.
PriceSmart also offers defined contribution retirement plans in many of its subsidiaries. The Company makes non-
discretionary contributions to these plans based on the employee’s salary, regardless of the employee’s own contributions
to the plan, up to the maximum allowed. The expenses associated with the plans for the Company’s non-U.S. employees
were $4.6 million, $4.5 million and $3.6 million during fiscal years 2024, 2023 and 2022, respectively.
Defined Benefit Plans
The Company's subsidiaries located in three countries have unfunded post-employment benefit plans (defined
benefit plans) in which the subsidiary is required to pay a specified benefit upon retirement, voluntary departure or death of
the employee. The amount of the benefit is predetermined by a formula based on the employee's earnings history, tenure of
service and age. Because the obligation to provide benefits arises as employees render the services necessary to earn the
benefits pursuant to the terms of the plan, the Company recognizes the cost of providing the benefits over the projected
employee service periods. These payments are only due if an employee reaches certain thresholds, such as tenure and/or
age. Therefore, these plans are treated as defined benefit plans. For these defined benefit plans, the Company has engaged
actuaries to assist with estimating the current costs associated with these future benefits. The liabilities for these unfunded
plans are recorded as non-current liabilities.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
60
The following table summarizes the amount of the funding obligation and the line items in which it is recorded on
the consolidated balance sheets as of August 31, 2024 and 2023 and consolidated statements of income for the fiscal years
ended August 31, 2024, 2023 and 2022 (in thousands):
Other Long-Term
Liability
Accumulated Other
Comprehensive Loss
Operating Expenses
August 31,
Year Ended August 31,
2024
2023
2024
2023
2024
2023
2022
Start of period
$
(5,843) $
(2,976) $
3,604 $
1,205
$
— $
—
$
—
Service cost
(601)
(303)
—
—
555
365
315
Interest cost
(289)
(139)
—
—
289
139
129
Prior service cost
(including amortization)
—
—
(24)
(26)
24
26
36
Actuarial gains/(losses)
1,223
(2,425)
(1,223)
2,425
373
122
92
Totals
$
(5,510) $
(5,843) $
2,357
$
3,604
(1) $
1,241
$
652
$
572
(1) The Company has recorded a deferred tax asset of $756,000 and $1,106,000 as of August 31, 2024 and 2023, respectively, relating to
the unrealized expense on defined benefit plans. The Company also recorded accumulated other comprehensive loss, net of tax, for
$1,602,000 and $2,500,000 as of August 31, 2024 and 2023, respectively.
The valuation assumptions used to calculate the liability for the defined benefit plans differ based on the country
where the plan applies. These assumptions are summarized as follows:
Year Ended August 31,
Valuation Assumptions:
2024
2023
Discount rate
5.0% to 9.7%
4.6% to 6.4%
Future salary escalation
3.5% to 4.0%
3.0% to 5.2%
Percentage of employees assumed to withdraw from Company without a benefit
(“turnover”)
7.5% to 15.0%
6.7% to 15.0%
Percentage of employees assumed to withdraw from Company with a benefit
(“disability”)
0.5% to 1.5%
0.5% to 1.5%
For the fiscal year ending August 31, 2025, the Company expects to recognize, as components of net periodic
benefit cost, the following amounts currently recorded in accumulated other comprehensive loss (in thousands):
Prior service cost
$
26
Amortization of actuarial loss
286
$
312
Other Post-Employment Benefit Plans
Some of the Company’s subsidiaries are parties to funded and unfunded post-employment benefit plans based on
services that the employees have rendered. These plans require the Company to pay a specified benefit on retirement,
voluntary departure or death of the employee, or monthly payments to an external fund manager. The amount of these
payments is predetermined by a formula based on the employee's earnings history and tenure of service. Because the
obligation to provide benefits arises as employees render the services necessary to earn the benefits pursuant to the terms of
the plan, the cost associated with providing the benefits is recognized as the employee provides those services. The
employees' rights to receive payment on these plans are not dependent on their reaching certain thresholds like age or
tenure. Therefore, these plans are not treated as defined benefit plans. For these post-employment benefit plans, the
Company has accrued liabilities that are recorded as accrued salaries and benefits and other long-term liabilities.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
61
The following table summarizes the amounts recorded on the balance sheet and amounts expensed on the
consolidated statements of income (in thousands):
Accrued Salaries
and Benefits
Other Long-Term
Liability
Restricted Cash
Held (1)
Operating Expenses
Years Ended August 31,
2024
2023
2024
2023
2024
2023
2024
2023
2022
Other Post Employment
Plans
$
850
$
738
$ 5,694
$ 5,077
$ 5,389
$ 4,859
$ 2,130
$ 1,754
$ 1,423
(1) With some locations, local statutes require the applicable Company subsidiary to deposit cash in its own name with designated fund
managers. The funds earn interest, which the Company recognizes as interest income.
NOTE 8 – STOCK BASED COMPENSATION
Stock Based Compensation – The Company utilizes three types of equity awards: restricted stock awards
(“RSAs”), restricted stock units (“RSUs”) and, except for fiscal year 2024, performance stock units (“PSUs”).
The Company adopted the 2013 Equity Incentive Award Plan (the "2013 Plan") for the benefit of its eligible
employees, consultants and non-employee directors on January 22, 2013. The 2013 Plan provides for awards covering up
to 1.1 million shares of common stock plus the number of shares that remained available for issuance as of January 22,
2013 under three equity participation plans previously maintained by the Company. The 2013 plan was amended in fiscal
year 2021 to increase the number of shares of Common Stock available for the grant of awards by 500,000 shares and
further amended in fiscal year 2023 to increase the number of shares of Common Stock available for the grant of awards by
an additional 750,000 shares. The number of shares reserved for issuance under the 2013 Plan increases during the term of
the plan by the number of shares relating to awards outstanding under the 2013 Plan or any of the prior plans that expire, or
are forfeited, terminated, canceled or repurchased, or are settled in cash in lieu of shares. However, in no event will more
than an aggregate of 2,966,867 shares of the Company’s common stock be issued under the 2013 Plan.
The following table summarizes the shares authorized and shares available for future grants:
Shares available to grant
Shares authorized for issuance as of August 31, 2024
(including shares originally authorized for issuance under prior plans)
August 31,
2024
August 31,
2023
2013 Plan
2,317,923
596,058
1,223,574
The following table summarizes the components of the stock-based compensation expense for the twelve-month
periods ended August 31, 2024, 2023 and 2022 (in thousands), which are included in general and administrative expense
and warehouse club and other operations in the consolidated statements of income:
Years Ended August 31,
2024
2023
2022
Restricted stock awards
$
12,128
$
10,641
$
9,378
Restricted stock units
4,501
3,701
3,519
Performance stock units (1)
664
2,232
3,906
Stock-based compensation expense
$
17,293
$
16,574
$
16,803
(1) The stock-based compensation expense relates to vesting of PSUs granted in prior years.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
62
The following tables summarize other information related to stock-based compensation:
Balance as of
August 31,
2024
August 31,
2023
August 31,
2022
Remaining unrecognized compensation cost (in thousands)
$
43,490
$
15,386
$
18,478
Weighted average period of time over which this cost will be
recognized (years)
3
2
2
Years Ended August 31,
2024
2023
2022
Excess tax benefit (deficiency) on stock-based compensation (in
thousands)
$
(588) $
(2,787) $
(2,259)
The restricted stock awards and units generally vest over a three-year or five-year period and the unvested portion
of the award is forfeited if the employee or non-employee director leaves the Company before the vesting period is
completed.
Restricted stock awards, restricted stock units, and performance-based restricted stock units activity for the twelve
months ended August 31, 2024, 2023 and 2022 was as follows:
Years Ended
August 31,
2024
August 31,
2023
August 31,
2022
Grants outstanding at beginning of period
342,741
361,822
375,622
Granted
657,649
365,850
261,204
Forfeited
(61,029)
(118,577)
(16,184)
Vested
(171,414)
(266,354)
(258,820)
Grants outstanding at end of period
767,947
342,741
361,822
The following table summarizes the weighted average per share grant date fair value for restricted stock awards,
restricted stock units, and performance based restricted stock units for fiscal years 2024, 2023 and 2022:
Weighted Average Grant Date Fair Value
Years Ended
August 31,
2024
August 31,
2023
August 31,
2022
RSAs, RSUs, and PSUs granted
$
73.28
$
63.93
$
76.85
RSAs, RSUs, and PSUs vested
$
71.12
$
70.26
$
72.69
RSAs, RSUs, and PSUs forfeited
$
66.97
$
66.14
$
69.70
The following table summarizes the total fair market value of restricted stock awards, restricted stock units, and
performance based restricted stock units vested for the period (in thousands):
Years Ended
August 31,
2024
August 31,
2023
August 31,
2022
Total fair market value of restricted stock awards and units vested (in
thousands)
$
13,424
$
19,325
$
18,422
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
63
At the vesting dates for equity awards to employees, the Company repurchases a portion of the shares that have
vested at the prior day's closing price per share, with the funds used to pay the employees' tax withholding requirements
related to the vesting of restricted stock awards. The Company expects to continue this practice going forward.
Shares of common stock repurchased by the Company are recorded at cost as treasury stock and result in the
reduction of stockholders’ equity in the Company’s consolidated balance sheets. The Company may reissue these treasury
shares.
The following table summarizes the equity securities repurchased during fiscal years 2024, 2023 and 2022 as part
of the Company's stock-based compensation programs:
Years Ended
August 31,
2024
August 31,
2023
August 31,
2022
Shares repurchased
44,413
99,998
88,415
Cost of repurchase of shares (in thousands)
$
3,512
$
7,245
$
6,259
The Company reissues treasury shares as part of its stock-based compensation programs. The following table
summarizes the treasury shares reissued during the period:
Years Ended
August 31,
2024
August 31,
2023
August 31,
2022
Reissued treasury shares
3,000
6,333
8,314
NOTE 9 – COMMITMENTS AND CONTINGENCIES
Legal Proceedings
From time to time, the Company and its subsidiaries are subject to legal proceedings, claims and litigation arising
in the ordinary course of business related to the Company’s operations and property ownership. The Company evaluates
such matters on a case by case basis, and vigorously contests any such legal proceedings or claims which the Company
believes are without merit. The Company believes that the final disposition of these matters will not have a material
adverse effect on its financial position, results of operations or liquidity. It is possible, however, that the Company's results
of operations for a particular quarter or fiscal year could be impacted by changes in circumstances relating to such matters.
The Company establishes an accrual for legal proceedings if and when those matters reach a stage where they
present loss contingencies that are both probable and reasonably estimable. In such cases, there may be a possible exposure
to loss in excess of any amounts accrued. The Company monitors those matters for developments that would affect the
likelihood of a loss and the accrued amount, if any, thereof, and adjusts the amount as appropriate. If the loss contingency
at issue is not both probable and reasonably estimable, the Company does not establish an accrual, but will continue to
monitor the matter for developments that will make the loss contingency both probable and reasonably estimable. If it is at
least a reasonable possibility that a material loss will occur, the Company will provide disclosure regarding the
contingency.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
64
Income Taxes
We are required to file federal and state income tax returns in the United States and income tax and various other
tax returns in multiple foreign jurisdictions, each with changing tax laws, regulations and administrative positions. This
requires significant judgment, the use of estimates, and the interpretation and application of complex tax laws. We record
the benefits of uncertain tax positions in our financial statements only after determining it is more likely than not the
uncertain tax positions would sustain challenge by taxing authorities, including resolution of related appeals or litigation
processes, if any. We develop our assessment of an uncertain tax position based on the specific facts and legal arguments of
each case and the associated probability of our reporting position being upheld, using internal expertise and the advice of
third-party experts. However, our tax returns are subject to routine reviews by the various taxing authorities in the
jurisdictions in which we file our tax returns. As part of these reviews, taxing authorities may challenge, and in some cases
presently are challenging, the interpretations we have used to calculate our tax liability. In addition, any settlement with the
tax authority or the outcome of any appeal or litigation process might result, and in some cases has resulted, in an outcome
that is materially different from our estimated liability. When facts and circumstances change, we reassess these
probabilities and record any changes in the consolidated financial statements as appropriate. Variations in the actual
outcome of these cases could materially impact our consolidated financial statements.
The Company accrues an amount for its estimate of probable additional income tax liability. In certain cases, the
impact of an uncertain income tax position on the income tax return must be recognized at the largest amount that is more-
likely-than-not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be
recognized if it has less than 50% likelihood of being sustained (refer to “Note 10 - Income Taxes for additional
information”).
In evaluating the exposure associated with various non-income tax filing positions, the Company accrues for
probable and estimable exposures for non-income tax related tax contingencies. As of August 31, 2024 and 2023, the
Company has recorded within other accrued expenses and other current liabilities a total of $1.2 million and $9.6 million,
respectively, for various non-income tax related tax contingencies.
Minimum tax rules, applicable in some of the countries where the Company operates, require the Company to pay
taxes based on a percentage of sales if the resulting tax were greater than the tax payable based on a percentage of income
(Alternative Minimum Tax or "AMT"). This can result in AMT payments substantially in excess of those the Company
would expect to pay based on taxable income. As the Company believes that, in one country where it operates, it should
only be ultimately liable for an income-based tax, it has accumulated income tax receivables of $10.9 million and
$10.7 million and deferred tax assets of $3.4 million and $3.2 million as of August 31, 2024 and August 31, 2023,
respectively, in this country.
In fiscal year 2023, we recorded a $7.2 million charge to settle an AMT payment dispute in another one of our
markets. Of this amount, $1.0 million is a reserve recorded against an income tax receivable for one of the tax years for
which we sought a refund and the remaining $6.2 million was for the unpaid years of the dispute in which the Company
made tax payments using the original computation based on taxable income. Additionally, as part of the settlement, the
Company agreed to pay AMT on a go-forward basis, which was approximately $1.9 million for fiscal year 2024.
While the Company believes the recorded liabilities are adequate, there are inherent limitations in projecting the
outcome of litigation, in estimating probable additional income tax liability taking into account uncertain tax positions and
in evaluating the probable additional tax associated with various non-income tax filing positions. As such, the Company is
unable to make a reasonable estimate of the sensitivity to change of estimates affecting its recorded liabilities. As additional
information becomes available, the Company assesses the potential liability and revises its estimates as appropriate.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
65
Other Commitments
The Company is committed under non-cancelable operating leases for the rental of facilities and land. Refer to
“Note 12 – Leases”.
The Company is also committed to non-cancelable construction service obligations for various warehouse club
developments and expansions. As of August 31, 2024 and August 31, 2023, the Company had approximately $14.7 million
and $11.3 million, respectively, in contractual obligations for construction services not yet rendered.
As of August 31, 2024, the Company has signed a lease agreement for a facility to be built by the lessor related to
the relocation of its warehouse club in Miraflores, Guatemala. As part of the agreement, the landlord has agreed to build a
shell building which is estimated to be delivered in the second half of calendar year 2025. Once this building is ready, the
Company expects to use approximately $12.1 million in cash to outfit this club. The lease will have a term of
approximately 20 years, with a 5-year renewal option, and will commence upon delivery of the shell building to the
Company. Per the lease agreement, the Company will pay monthly fixed base rent payments which increase annually based
on the Consumer Price Index. The Company will also pay variable rent payments if the yearly warehouse sales for the
location are in excess of a certain threshold. A collateralized incremental borrowing rate was used to determine the present
value of estimated future minimum lease commitments. The present value of estimated future minimum lease
commitments for this lease are as follows (in thousands):
Years Ended August 31,
Amount
2026
$
845
2027
1,646
2028
1,607
2029
1,569
2030
1,532
Thereafter
19,894
Total future lease payments
$
27,093
From time to time, the Company has entered into general land purchase and land purchase option agreements. The
Company’s land purchase agreements are typically subject to various conditions, including, but not limited to, the ability to
obtain necessary governmental permits or approvals. A deposit under an agreement is typically returned to the Company if
all permits or approvals are not obtained. Generally, the Company has the right to cancel any of its agreements to purchase
land without cause by forfeiture of some or all of the deposits it has made pursuant to the agreement. As of August 31,
2024 the Company had entered into four land purchase agreements that, if completed, would result in the use of
approximately $13.7 million in cash. Additionally, the Company has one lease agreement for the Miraflores warehouse
club relocation, as mentioned above. Lastly, the Company has signed two promissory lease agreements in Guatemala; one
for a distribution center and one for a land option. If the pending contingencies are resolved favorably, the Company would
expect an increase in its total lease liability of approximately $15.6 million upon commencement.
Refer to “Note 15 - Unconsolidated Affiliates” for a description of additional capital contributions that may be
required in connection with a joint venture to develop a commercial center adjacent to a PriceSmart warehouse club in
Panama.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
66
NOTE 10 – INCOME TAXES
Income from continuing operations before provision for income taxes and loss of unconsolidated affiliates
includes the following components (in thousands):
Years Ended August 31,
2024
2023
2022
United States
$
60,697
$
57,941
$
55,667
Foreign
140,730
111,270
100,754
Income from continuing operations before provision for income taxes
and income (loss) of unconsolidated affiliates
$
201,427
$
169,211
$
156,421
Significant components of the income tax provision are as follows (in thousands):
Years Ended August 31,
2024
2023
2022
Current:
U.S. tax expense
$
23,213
$
21,604
$
20,824
Foreign tax expense
43,488
41,639
34,334
Total
$
66,701
$
63,243
$
55,158
Deferred:
U.S. tax benefit
$
(15,389) $
(11,958) $
(11,894)
U.S. valuation allowance change
12,532
12,598
11,823
Foreign tax benefit
(1,904)
(3,935)
(3,259)
Foreign valuation allowance change
678
3
30
Total
$
(4,083) $
(3,292) $
(3,300)
Provision for income taxes
$
62,618
$
59,951
$
51,858
The reconciliation of income tax computed at the Federal statutory tax rate to the provision for income taxes is as
follows (in percentages):
Years Ended August 31,
2024
2023
2022
Federal tax provision at statutory rates
21.0 %
21.0 %
21.0 %
State taxes, net of federal benefit
0.2
0.3
0.2
Differences in foreign tax rates
2.1
6.8
7.1
Permanent items and other adjustments
0.6
(0.1)
(2.6)
Increase in valuation allowance
7.2
7.4
7.5
Provision for income taxes
31.1 %
35.4 %
33.2 %
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
67
Significant components of the Company’s deferred tax assets as of August 31, 2024 and 2023 are shown below (in
thousands):
August 31,
2024
2023
Deferred tax assets:
Foreign tax credits
54,451
43,632
Deferred compensation
2,819
1,664
U.S. timing differences
7,992
6,845
Foreign net operating losses
4,590
4,911
Foreign timing differences:
Accrued expenses and other timing differences
8,765
9,365
Depreciation and amortization
16,944
15,160
Deferred income
9,120
7,338
Gross deferred tax assets
104,680
88,915
U.S. deferred tax liabilities (depreciation and other timing differences)
(1,199)
(3,035)
Foreign deferred tax liabilities netted against deferred tax assets
(5,883)
(5,552)
U.S. valuation allowance
(55,871)
(43,860)
Foreign valuation allowance
(5,110)
(4,430)
Net deferred tax assets
$
36,618
$
32,038
For fiscal year 2024, the effective tax rate was 31.1%. The decrease in the effective rate versus the prior year was
primarily attributable to the non-recurrence of the comparably unfavorable impact in the prior year of write-offs of VAT
receivables, Aeropost write-offs and asset impairment and related closure costs of 2.2%, and a 1.8% unfavorable impact
due to the AMT settlement.
Following the implementation of certain tax optimization initiatives at the end of fiscal year 2024, we expect a
decrease in the effective tax rate by approximately 2-4% in fiscal year 2025.
For fiscal year 2024, management concluded that a valuation allowance continues to be necessary for certain U.S.
and foreign deferred tax assets primarily because of the existence of negative objective evidence, such as the fact that
certain subsidiaries are in a cumulative loss position for the past three years, and the determination that certain net
operating loss carryforward periods are not sufficient to realize the related deferred tax assets. The Company factored into
its analysis the inherent risk of forecasting revenue and expenses over an extended period of time and also considered the
potential risks associated with its business. The Company had net foreign deferred tax assets of $28.4 million and
$26.8 million as of August 31, 2024 and 2023, respectively.
The Company does not provide for income taxes which would be payable if undistributed earnings of its foreign
subsidiaries were remitted to the U.S. The Company considers earnings to be permanently reinvested for any jurisdiction
where distribution from a foreign affiliate would cause additional tax cost, and management has no plans to repatriate the
related undistributed earnings and profits from these foreign affiliates. As of August 31, 2024 and 2023 the undistributed
earnings of these foreign subsidiaries are approximately $461.5 million and $369.6 million, respectively.
The Company accrues for the estimated additional amount of taxes for uncertain income tax positions if the
likelihood of sustaining the tax position does not meet the more-likely-than-not-standard for recognition of tax benefits.
These positions are recorded as unrecognized tax benefits.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
68
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):
Years Ended August 31,
2024
2023
2022
Balance at beginning of fiscal year
$
4,745
$
5,041
$
3,911
Gross increase - tax positions in prior period
11
35
264
Gross decrease - tax positions in prior period
—
—
—
Additions based on tax positions related to the current year
7
143
1,356
Expiration of the statute of limitations for the assessment of taxes
(469)
(474)
(490)
Balance at end of fiscal year
$
4,294
$
4,745
$
5,041
As of August 31, 2024, the liability for income taxes associated with unrecognized tax benefits was $4.3 million
and can be reduced by $1.3 million of tax benefits recorded as deferred tax assets and liabilities. The total $4.3 million
unrecognized tax benefit includes $200,000 of associated timing adjustments. The net amount of $4.1 million would, if
recognized, favorably affect the Company's financial statements and favorably affect the Company's effective income tax
rate.
The Company recognizes interest and/or penalties related to unrecognized tax benefits in income tax expense. As
of August 31, 2024 and 2023, the Company had accrued an additional $1.7 million and $1.6 million, respectively, for the
payment of interest and penalties related to the above-mentioned unrecognized tax benefits.
The Company expects changes in the amount of unrecognized tax benefits in the next 12 months as the result of a
lapse in various statutes of limitations. The lapse of statutes of limitations in the twelve-month period ending August 31,
2025 could result in a total income tax benefit amounting up to $1.8 million.
The Company has various appeals pending before tax courts in its subsidiaries' jurisdictions. Any possible
settlement could increase or decrease earnings but is not expected to be significant. Audit outcomes and the timing of audit
settlements are subject to significant uncertainty.
Minimum tax rules, applicable in some of the countries where the Company operates, require the Company to pay
taxes based on a percentage of sales if the resulting tax were greater than the tax payable based on a percentage of income
(Alternative Minimum Tax or "AMT"). This can result in AMT payments substantially in excess of those the Company
would expect to pay based on taxable income. As the Company believes that, in one country where it operates, it should
only be ultimately liable for an income-based tax, it has accumulated income tax receivables of $10.9 million and
$10.7 million and deferred tax assets of $3.4 million and $3.2 million as of August 31, 2024 and August 31, 2023,
respectively, in this country.
In fiscal year 2023, the Company recorded a $7.2 million charge to settle the AMT payment dispute in another one
of our markets, $1.0 million of which was a reserve for an income tax receivable for one of the tax years for which the
Company sought a refund and the remaining $6.2 million for the unpaid years of the dispute in which the Company made
tax payments using the original computation based on taxable income.
While the rules related to refunds of income tax receivables in these countries are either unclear or complex, the
Company has not placed any type of allowance on the recoverability of the remaining tax receivables, deferred tax assets or
amounts that may be deemed under-paid, because the Company believes that it is more likely than not that it will ultimately
succeed in its refund requests and appeals of these rules.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
69
The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various state and
foreign jurisdictions. The Company is generally no longer subject to income tax examinations by tax authorities in its
major jurisdictions except for the fiscal years subject to audit as set forth in the table below:
Tax Jurisdiction
Fiscal Years Subject to Audit
U.S. federal
2005, 2007, 2015* to 2017*, 2018, 2021 to the present
California (U.S.) (state return)
2020 to the present
Florida (U.S.) (state return)
2011* to 2018*, 2021 to the present
Aruba
2019 to the present
Barbados
2018 to the present
Costa Rica
2011 to 2012, 2015 to 2016, 2019 to the present
Colombia
2018 to the present
Dominican Republic
2011 to 2012, 2016, 2021 to the present
El Salvador
2019, 2021 to the present
Guatemala
2012 to 2013, 2019 to the present
Honduras
2018 to the present
Jamaica
2017 to the present
Mexico
2020 to the present
Nicaragua
2020 to the present
Panama
2021 to the present
Trinidad
2016, 2018 to the present
U.S. Virgin Islands
2001 to the present
Spain
2021 to the present
Chile
2021*
*Aeropost only
Generally for U.S. federal and U.S. Virgin Islands tax reporting purposes, the statute of limitations is three years
from the date of filing of the income tax return. If and to the extent the tax year resulted in a taxable loss, the statute is
extended to three years from the filing date of the income tax return in which the carryforward tax loss was used to offset
taxable income in the carryforward year. Given the historical losses in these jurisdictions and the Section 382 change in
control limitations on the use of the tax loss carryforwards, there is uncertainty and significant variation as to when a tax
year is no longer subject to audit.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
70
NOTE 11 – DEBT
Short-term borrowings consist of unsecured lines of credit and short-term overdraft borrowings. The following
table summarizes the balances of total facilities, facilities used and facilities available (in thousands):
Total Amount
of Facilities
Facilities Used
Facilities
Available
Weighted
average
interest rate
Short-term
Borrowings
Letters of
Credit
August 31, 2024 - Committed
$
75,000 $
— $
225 $
74,775
—%
August 31, 2024 - Uncommitted
96,000
8,007
—
87,993
11.3
August 31, 2024 - Total
$
171,000 $
8,007 $
225 $
162,768
—%
August 31, 2023 - Committed
$
75,000 $
— $
— $
75,000
—%
August 31, 2023 - Uncommitted
91,000
8,376
—
82,624
13.2
August 31, 2023 - Overdraft Used
(Uncommitted)
—
303
—
—
12.0
August 31, 2023 - Total
$
166,000 $
8,679 $
— $
157,624
12.7%
As of August 31, 2024 and August 31, 2023, the Company was in compliance with all covenants or amended
covenants for each of its short-term facility agreements. These facilities generally expire annually or bi-annually and are
normally renewed. One of these facilities is a committed credit agreement with one bank for $75.0 million. In exchange for
the bank’s commitment to fund any drawdowns the Company requests, the Company pays an annual commitment fee of
0.25%, payable quarterly, on any unused portion of this facility. Additionally, the Company has uncommitted facilities in
most of the countries where it operates, with drawdown requests subject to approval by the individual banks each time a
drawdown is requested.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
71
The following table provides the changes in long-term debt for the twelve months ended August 31, 2024:
(Amounts in thousands)
Current
portion of
long-term
debt
Long-term
debt (net of
current
portion)
Total
Balances as of August 31, 2022
$
33,715 $
103,556 $
137,271 (1)
Proceeds from long-term debt received during the period:
Guatemala subsidiary
—
12,454
12,454
Barbados subsidiary
—
7,460
7,460
Honduras subsidiary
1,001
12,798
13,799
Trinidad subsidiary
750
4,250
5,000
Total proceeds from long-term debt received during the period
1,751
36,962
38,713
Repayments of long-term debt:
(17,541)
(18,443)
(35,984)
Reclassifications of long-term debt due in the next 12 months
1,729
(1,729)
—
Translation adjustments on foreign currency debt of subsidiaries
whose functional currency is not the U.S. dollar(2)
539
(859)
(320)
Balances as of August 31, 2023
20,193
119,487
139,680 (3)
Proceeds from long-term debt received during the period:
Panama subsidiary
—
16,500
16,500
Total proceeds from long-term debt received during the period
—
16,500
16,500
Repayments of long-term debt:
(3,707)
(22,613)
(26,320)
Reclassifications of long-term debt due in the next 12 months
19,374
(19,374)
—
Translation adjustments on foreign currency debt of subsidiaries
whose functional currency is not the U.S. dollar(2)
57
443
500
Balances as of August 31, 2024
$
35,917 $
94,443 $
130,360 (4)
(1) The carrying amount of non-cash assets assigned as collateral for these loans was $155.6 million. The carrying amount of cash assets
assigned as collateral for these loans was $5.3 million.
(2) These foreign currency translation adjustments are recorded within other comprehensive income (loss).
(3) The carrying amount of non-cash assets assigned as collateral for these loans was $156.2 million. The carrying amount of cash assets
assigned as collateral for these loans was $3.5 million.
(4) The carrying amount of non-cash assets assigned as collateral for these loans was $155.1 million. The carrying amount of cash assets
assigned as collateral for these loans was $1.7 million.
The Company entered into a loan agreement in the second quarter of fiscal year 2024 for $16.5 million to partially
fund the purchase of our Via Brasil club in Panama. This loan has a term of 15 years and an interest rate of 1.80% plus the
3-month variable Secured Overnight Financing Rate (SOFR). Additionally, the loan includes a 1.00% special interest
compensation fund (FECI) surcharge on the outstanding balance. Refer to “Note 2 – Summary of Significant Accounting
Policies” for additional information.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
72
The following table provides a summary of the long-term loans entered into by the Company:
August 31,
2024
August 31,
2023
Loans entered into by the Company's subsidiaries for which the subsidiary has entered
into a cross-currency interest rate swap with non-cash assets and/or cash or cash
equivalents assigned as collateral and with/without established debt covenants
$
19,770
$
23,099
Loans entered into by the Company's subsidiaries for which the subsidiary has entered
into an interest rate swap with non-cash assets and/or cash or cash equivalents assigned
as collateral and with/without established debt covenants
28,794
30,069
Unhedged loans entered into by the Company's subsidiaries with non-cash assets and/or
cash or cash equivalents assigned as collateral and with/without established debt
covenants
81,796
86,512
Total long-term debt
130,360
139,680
Less: current portion
35,917
20,193
Long-term debt, net of current portion
$
94,443
$
119,487
As of August 31, 2024 and August 31, 2023, the Company had approximately $76.6 million and $91.2 million,
respectively, of long-term loans in several foreign subsidiaries which require these entities to comply with certain annual or
quarterly financial covenants, which include debt service and leverage ratios. The Company was in compliance with all
covenants or amended covenants for both periods. The net increase in long-term debt during the twelve months ended
August 31, 2024 is primarily attributable to a loan entered into by the Company’s Panama subsidiary, and offset by
payments on its long-term debt.
Annual maturities of long-term debt are as follows (in thousands):
Twelve Months Ended August 31,
Amount
2025
$
35,917
2026
18,462
2027
33,204
2028
13,796
2029
4,446
Thereafter
24,535
Total
$
130,360
NOTE 12 – LEASES
In accordance with ASC 842, the Company determines if an arrangement is a lease at inception or modification of
a contract and classifies each lease as either operating or finance lease at commencement. The Company only reassesses
lease classification subsequent to commencement upon a change to the expected lease term or the contract being modified.
As of August 31, 2024, the Company only has operating leases for its clubs, distribution centers, office space, and land.
Operating leases, net of accumulated amortization, are included in operating lease right of use (“ROU”) assets, and current
and non-current operating lease liabilities on the Company’s consolidated balance sheets. Lease expense for operating
leases is included in selling, general and administrative expense on the Company’s consolidated statements of income.
Leases with an initial term of twelve months or less are not recorded on the Company’s consolidated balance sheet.
The Company is generally obligated for the cost of property taxes, insurance, and maintenance relating to its
leases, which are often variable lease payments. Such costs are included in selling, general and administrative expense in
the consolidated statements of income.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
73
Certain of the Company's lease agreements provide for lease payments based on future sales volumes at the leased
location, or include rental payments adjusted periodically for inflation or based on an index, which are not measurable at
the inception of the lease. The Company expenses such variable amounts in the period incurred, which is the period in
which it becomes probable that the specified target that triggers the variable lease payments will be achieved. The
Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants.
ROU assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the
obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the
commencement date based on the present value of lease payments over the reasonably certain lease term. The operating
lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will
exercise that option or if an economic penalty may be incurred if the option is not exercised. The initial lease term of the
Company’s operating leases range from 2 to 41 years.
Where the Company's leases do not provide an implicit rate, a collateralized incremental borrowing rate ("IBR") is
used to determine the present value of lease payments. The IBR is based on a yield curve derived by publicly traded bond
offerings for companies with similar credit characteristics that approximate the Company's market risk profile. In addition,
we adjust the IBR for jurisdictional risk derived from quoted interest rates from financial institutions to reflect the cost of
borrowing in the Company’s local markets.
The following table is a summary of the Company’s components of total lease costs for fiscal year 2024 and 2023
(in thousands):
Years Ended August 31,
2024
2023
Operating lease cost
$
15,368
$
15,753
Short-term lease cost
243
162
Variable lease cost
5,464
5,034
Sublease income
(109)
(91)
Total lease costs
$
20,966
$
20,858
The weighted average remaining lease term and weighted average discount rate for operating leases as of August
31, 2024 and August 31, 2023 were as follows:
Years Ended August 31,
2024
2023
Weighted average remaining lease term in years
18.1
17.8
Weighted average discount rate percentage
6.7 %
6.8 %
Supplemental cash flow information related to leases under which the Company is the lessee was as follows
(amounts in thousands):
Years Ended August 31,
2024
2023
Operating cash flows paid for operating leases
$
15,368 $
15,753
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
74
The Company is committed under non-cancelable operating leases for the rental of facilities and land. Future
minimum lease commitments for facilities under these leases with an initial term in excess of one year are as follows (in
thousands):
Years Ended August 31,
Leased
Locations
2025
$
14,168
2026
12,354
2027
10,052
2028
9,581
2029
9,504
Thereafter
144,041
Total future lease payments
199,700
Less imputed interest
(88,440)
Total operating lease liabilities
$
111,260
NOTE 13 – DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
The Company is exposed to interest rate risk relating to its ongoing business operations. To manage interest rate
exposure, the Company enters into hedge transactions (interest rate swaps) using derivative financial instruments. The
objective of entering into interest rate swaps is to eliminate the variability of cash flows in the SOFR interest payments
associated with variable-rate loans over the life of the loans. As changes in interest rates impact the future cash flow of
interest payments, the hedges provide a synthetic offset to interest rate movements.
In addition, the Company is exposed to foreign currency and interest rate cash flow exposure related to non-
functional currency long-term debt of one of its wholly owned subsidiaries. To manage this foreign currency and interest
rate cash flow exposure, some of the Company’s subsidiaries have entered into cross-currency interest rate swaps that
convert their U.S. dollar denominated floating interest payments to functional currency fixed interest payments during the
life of the hedging instrument. As changes in foreign exchange and interest rates impact the future cash flow of interest
payments, the hedges are intended to offset changes in cash flows attributable to interest rate and foreign exchange
movements.
These derivative instruments (cash flow hedging instruments) are designated and qualify as cash flow hedges,
with the entire gain or loss on the derivative reported as a component of other comprehensive loss. Amounts are deferred in
other comprehensive loss and reclassified into earnings in the same income statement line item that is used to present the
earnings effect of the hedged item when the hedged item affects earnings.
The Company is exposed to foreign-currency exchange-rate fluctuations in the normal course of business,
including foreign-currency exchange-rate fluctuations on U.S. dollar denominated liabilities within its international
subsidiaries whose functional currency is other than the U.S. dollar. The Company manages these fluctuations, in part,
through the use of non-deliverable forward foreign-exchange contracts (NDFs) that are intended to offset changes in cash
flow attributable to currency exchange movements. These contracts are intended primarily to economically address
exposure to U.S. dollar merchandise inventory expenditures made by the Company’s international subsidiaries whose
functional currency is other than the U.S. dollar. Currently, these contracts do not qualify for derivative hedge accounting.
The Company seeks to mitigate foreign-currency exchange-rate risk with the use of these contracts and does not intend to
engage in speculative transactions. These contracts do not contain any credit-risk-related contingent features.
Cash Flow Hedges
As of August 31, 2024, all of the Company’s interest rate swap and cross-currency interest rate swap derivative
financial instruments are designated and qualify as cash flow hedges. The Company formally documents the hedging
relationships for its derivative instruments that qualify for hedge accounting.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
75
The following table summarizes agreements for which the Company has recorded cash flow hedge accounting for
the twelve months ended August 31, 2024:
Entity
Date
Entered
into
Derivative
Financial
Counter-
party
Derivative
Financial
Instruments
Initial
US$
Notional
Amount
US$
Loan
Held
With
Floating
Leg
(swap
counter-
party)
Fixed Rate
for PSMT
Subsidiary
Settlement
Dates
Effective
Period of swap
Colombia
subsidiary
30-Nov-23
Citibank, N.A.
("Citi")
Cross currency
interest rate
swap
$10,000,000
PriceSmart,
Inc.
5.00%
11.27 %
30th day of each
November, May,
August and 28th day
of each February
(except in case of a
leap year, 29th day of
each February)
beginning on
February 29, 2024
November 30,
2023 - November
30, 2026
Colombia
subsidiary
12-Apr-23
Citibank, N.A.
("Citi")
Cross currency
interest rate
swap
$10,000,000
PriceSmart,
Inc.
4.00%
11.40 %
11th day of each
July, October,
January and April,
beginning on July 11,
2023
April 12, 2023 -
April 11, 2028
Colombia
subsidiary
26-Sep-22
Citibank, N.A.
("Citi")
Cross currency
interest rate
swap
$12,500,000
PriceSmart,
Inc.
3.00%
10.35 %
24th day of each
December, March,
June and September
beginning December
26, 2022
September 26,
2022 - September
24, 2024
Colombia
subsidiary
3-May-22
Citibank, N.A.
("Citi")
Cross currency
interest rate
swap
$10,000,000
PriceSmart,
Inc.
3.00%
9.04 %
3rd day of each May,
August, November
and February,
beginning on August
3, 2022
May 3, 2022 -
May 3, 2027
Colombia
subsidiary
17-Nov-21
Citibank, N.A.
("Citi")
Cross currency
interest rate
swap
$10,000,000
PriceSmart,
Inc.
3.00%
8.40 %
17th day of each
February, May,
August and
November, beginning
on February 17, 2022
November 17,
2021 - November
18, 2024
Colombia
subsidiary
3-Dec-19
Citibank, N.A.
("Citi")
Cross currency
interest rate
swap
$7,875,000
Citibank,
N.A.
Variable
rate 3-
month
SOFR plus
2.45%
7.87 %
3rd day of each
December, March,
June and September
beginning March 3,
2020
December 3, 2019
- December 3,
2024
Colombia
subsidiary
27-Nov-19
Citibank, N.A.
("Citi")
Cross currency
interest rate
swap
$25,000,000
Citibank,
N.A.
Variable
rate 3-
month
SOFR plus
2.45%
7.93 %
27th day of each
November, February,
May and August
beginning February
27, 2020
November 27,
2019 - November
27, 2024
Panama
subsidiary
11-Jul-24
Bank of Nova
Scotia
("Scotiabank")
Interest rate
swap
$16,500,000
Bank of
Nova Scotia
3-month
SOFR with
a 2.95%
floor
4.43 %
1st day of each
March, June,
September and
December beginning
June 3, 2024.
February 29, 2024
- March 1, 2029
PriceSmart,
Inc.
7-Nov-16
U.S. Bank,
N.A. ("U.S.
Bank")
Interest rate
swap
$35,700,000
U.S. Bank
Variable
rate 3-
month
SOFR plus
1.7%
3.65 %
1st day of each
month beginning on
April 1, 2017
March 1, 2017 -
March 1, 2027
For the twelve-month periods ended August 31, 2024, 2023 and 2022, the Company included the gain or loss on
the hedged items (that is, variable-rate borrowings) in the same line item—interest expense—as the offsetting gain or loss
on the related interest rate swaps as follows (in thousands):
Income Statement Classification
Interest
expense on
borrowings(1)
Cost of
swaps(2)
Total
Interest expense for the year ended August 31, 2024
$
4,784 $
2,354
$
7,138
Interest expense for the year ended August 31, 2023
$
4,630 $
1,205
$
5,835
Interest expense for the year ended August 31, 2022
$
2,577 $
3,234
$
5,811
(1) This amount is representative of the interest expense recognized on the underlying hedged transactions.
(2) This amount is representative of the interest expense recognized on the interest rate swaps and cross-currency swaps designated as
cash flow hedging instruments.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
76
The total notional balance of the Company’s pay-fixed/receive-variable interest rate swaps and cross-currency
interest rate swaps was as follows (in thousands):
Floating Rate Payer (Swap Counterparty)
Notional Amount as of
August 31,
2024
August 31,
2023
U.S. Bank
$
28,794 $
30,069
Citibank N.A.
72,270
65,599
Scotiabank
16,500
—
Total
$
117,564 $
95,668
Derivatives listed on the table below were designated as cash flow hedging instruments. The table summarizes the
effect of the fair value of interest rate swap and cross-currency interest rate swap derivative instruments that qualify for
derivative hedge accounting and its associated tax effect on accumulated other comprehensive income/(loss) (in
thousands):
Derivatives designated as
cash flow hedging
instruments
Balance Sheet
Classification
August 31, 2024
August 31, 2023
Fair
Value
Net Tax
Effect
Net
OCI
Fair
Value
Net Tax
Effect
Net
OCI
Cross-currency interest rate
swaps
Other current assets
$
4,030
$ (1,411) $
2,619
$
— $
— $
—
Cross-currency interest rate
swaps
Other non-current
assets
259
(90)
169
5,574
(1,950)
3,624
Cross-currency interest rate
swaps
Other current
liabilities
(1,179)
413
(766)
—
—
—
Cross-currency interest rate
swaps
Other long-term
liabilities
(1,778)
622
(1,156)
(3,321)
1,162
(2,159)
Interest rate swaps
Other non-current
assets
1,223
(274)
949
2,243
(501)
1,742
Interest rate swaps
Other long-term
liabilities
(322)
90
(232)
—
—
—
Net fair value of derivatives designated as hedging
instruments
$
2,233
$
(650) $
1,583
$
4,496
$ (1,289) $
3,207
Fair Value Instruments
From time to time the Company enters into non-deliverable forward foreign-exchange contracts. These contracts
are treated for accounting purposes as fair value contracts and do not qualify for derivative hedge accounting. The use of
non-deliverable forward foreign-exchange contracts is intended to offset changes in cash flow attributable to currency
exchange movements. These contracts are intended primarily to economically hedge exposure to U.S. dollar merchandise
inventory expenditures made by the Company’s international subsidiaries whose functional currency is other than the U.S.
dollar.
The following table summarizes the non-deliverable forward foreign exchange contracts that are open as of
August 31, 2024:
Financial
Derivative
(Counterparty)
Subsidiary
Dates
Entered into
(Range)
Derivative
Financial
Instrument
Total Notional
Amounts
(in thousands)
Settlement
Dates (Range)
Citibank, N.A. ("Citi")
Colombia
27-Mar-2024 -
21-Aug-2024
Forward foreign
exchange contracts
(USD)
$
21,500 11-Sep-2024 - 20-
Mar-2025
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
77
Forward derivative gains and (losses) on non-deliverable forward foreign-exchange contracts are included in
Other income (expense), net in the consolidated statements of income in the period of change, but the amounts were
immaterial for the twelve months ended August 31, 2024, 2023, and 2022.
NOTE 14 – RELATED-PARTY TRANSACTIONS
Relationships with Edgar Zurcher: Mr. Zurcher is also a director of a company that owns 40% of Payless
ShoeSource Holdings, Ltd., which rents retail space from the Company. The Company recorded approximately $632,000,
$718,000, and $927,000 in rental income for this space during the fiscal years ended 2024, 2023 and 2022. Additionally,
Mr. Zurcher is a director of Molinos de Costa Rica S.A. The Company paid approximately $1.7 million, $1.9 million, and
$1.1 million for products purchased from this entity for the fiscal years ended August 31, 2024, 2023, and 2022.
Relationships with Price Family Charitable Organizations: During the years ended August 31, 2024, 2023 and
2022, the Company sold approximately $336,000, $1.0 million and $438,000, respectively, of supplies to Price
Philanthropies Foundation. Robert Price, Chairman of the Company's Board of Directors and Interim Chief Executive
Officer of the Company, is the Chairman of the Board and President of the Price Philanthropies Foundation. Sherry S.
Bahrambeygui, a director of the Company, serves as a director of the Board of the Price Philanthropies Foundation. Jeffrey
R. Fisher, a director of the Company, serves as the Chief Financial Officer and as a director of the Board of the Price
Philanthropies Foundation. David Price, a director and the Executive Vice President and Chief Transformation Officer of
the Company, serves as a Vice President and a Vice Chair of the Board of the Price Philanthropies Foundation.
Relationships with PriceSmart Foundation: During the year ending August 31, 2024, the Company donated a
contribution of $150,000 to PriceSmart Foundation. David Price, a director and the Executive Vice President and Chief
Transformation Officer of the Company, serves as the President of PriceSmart Foundation. Francisco Velasco, Executive
Vice President – Chief Legal Officer, Chief Risk & Compliance Officer and Secretary of the Company, serves as a member
of the board of PriceSmart Foundation. Jeffrey R. Fisher, a director of the Company, serves as the Chief Financial Officer
of PriceSmart Foundation. Patricia Márquez, a director of the Company, serves as a member of the board of PriceSmart
Foundation.
Relationship with Golf Park Plaza, S.A.: Golf Park Plaza, S.A. is a real estate joint venture located in Panama,
entered by the Company in 2008 (see Note 15 - Unconsolidated Affiliate). On December 12, 2013, the Company entered
into a lease agreement for approximately 17,976 square feet (1,670 square meters) of land with Golf Park Plaza, S.A. upon
which the Company constructed its central offices in Panama. The lease term is for 15 years with three options to renew for
five years each at the Company's discretion. On July 14, 2017, the Company entered into a lease agreement for
approximately 2,992 square feet (278 square meters) of a building with Golf Park Plaza, S.A. for warehouse storage space.
The agreement was recently renewed for an additional five years during fiscal year 2022. Combined, the Company
recognized $140,000 in rent expense for each of the fiscal years ended August 31, 2024, and August 31, 2023, and
$149,000 in rent expense for the fiscal year ended August 31, 2022.
Relationship with La Jolla Aviation: Robert E. Price owns La Jolla Aviation, Inc., a company that PriceSmart
employees use for travel. The Company incurred approximately $400,000 in travel expenses for travel provided by La Jolla
Aviation for the fiscal year ended August 31, 2024. Jeffrey R. Fisher, a director of the Company, previously served as
Secretary and Chief Financial Officer of La Jolla Aviation, including during fiscal year 2024. However, he does not
currently hold any positions at La Jolla Aviation.
Relationship with Robert Price: On February 3, 2023, Robert E. Price, a Company founder and Chairman of the
Board, became Interim Chief Executive Officer. Mr. Price has elected not to receive compensation for his role as Interim
Chief Executive Officer. Therefore, the financial statements do not include compensation charges for his services. We have
estimated the fair value of these services, based on a number of factors, to be approximately $5.1 million on an annual
basis. We acknowledge that this may not be representative of what ultimately could be the cost to the Company when a
replacement Chief Executive Officer is hired.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
78
NOTE 15 – UNCONSOLIDATED AFFILIATES
The Company determines whether any of the joint ventures in which it has made investments is a Variable Interest
Entity (“VIE”) at the start of each new venture and if a reconsideration event has occurred. At this time, the Company also
considers whether it must consolidate a VIE and/or disclose information about its involvement in a VIE. A reporting entity
must consolidate a VIE if that reporting entity has the power to direct the VIE’s activities that most significantly impact the
VIE’s economic performance and has the obligation to absorb losses of the VIE or the right to receive benefits from the
VIE that could potentially be significant to the VIE. The reporting entity that consolidates a VIE is called the primary
beneficiary of that VIE.
In 2008, the Company entered into real estate joint ventures to jointly own and operate separate commercial retail
centers adjacent to warehouse clubs in Panama (GolfPark Plaza, S.A.) and Costa Rica (Price Plaza Alajuela PPA, S.A.).
Due to the initial nature of the joint ventures and the continued commitments for additional financing, the Company
determined these joint ventures are VIEs. Since all rights, obligations and the power to direct the activities of a VIE that
most significantly impact the VIE's economic performance is shared equally by both parties within each joint venture, the
Company has determined that it is not the primary beneficiary of the VIEs and, therefore, has accounted for these entities
under the equity method. Under the equity method, the Company's investments in unconsolidated affiliates are initially
recorded as an investment in the stock of an investee at cost and are adjusted for the carrying amount of the investment to
recognize the investor's share of the earnings or losses of the investee after the date of the initial investment. In the fourth
quarter of fiscal year 2024, the Company dissolved its joint venture with Price Plaza Alajuela PPA, S.A in order to exert
control over property tied to its adjacent warehouse club. As a result of this dissolution, the Company recognized a loss of
approximately $80,000 in Other income (expense) on the consolidated statements of income for the quarter ended August
31, 2024. The Company used a market-based valuation model to determine the fair value of the two plots of land received
at $1.9 million and an income-based valuation model to determine the fair value of the building received at $1.3 million.
The Company also received cash and other assets of approximately $490,000.
On December 12, 2013, the Company entered into a lease agreement for approximately 17,976 square feet (1,670
square meters) of land with Golf Park Plaza, S.A. upon which the Company constructed its central offices in Panama.
Construction of the offices was completed in October 2014. The lease term is for 15 years with three options to renew for
five years each at the Company's discretion. On July 14, 2017, the Company entered into a lease agreement for
approximately 2,992 square feet (278 square meters) of a building with Golf Park Plaza, S.A. for warehouse storage space.
The agreement was recently renewed for an additional five years during fiscal year 2022. Combined, the Company
recognized $140,000 in rent expense for each of the fiscal years ended August 31, 2024, and August 31, 2023, and
$149,000 in rent expense for the fiscal year ended August 31, 2022.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
79
The table below summarizes the Company’s interest in these VIEs and the Company’s maximum exposure to loss
as a result of its involvement with these VIEs as of August 31, 2024 (in thousands):
Entity
%
Ownership
Initial
Investment
Additional
Investment
s
Net Income
(Loss)
Inception to
Date
Dissolution
of Joint
Venture(1)
Company’s
Variable
Interest
in Entity
Commitment
to Future
Additional
Investments(2)
Company's
Maximum
Exposure
to Loss in
Entity(3)
GolfPark
Plaza, S.A.
50 % $
4,616
$
2,402
$
(136) $
—
$
6,882
$
99
$
6,981
Price Plaza
Alajuela
PPA, S.A.
— %
2,193
1,236
234
(3,663)
—
—
—
Total
$
6,809
$
3,638
$
98
$
(3,663) $
6,882
$
99
$
6,981
(1) In the fourth quarter of fiscal year 2024, the Company dissolved its joint venture with Price Plaza Alajuela PPA, S.A.
(2) The parties intend to seek alternate financing for the project, which could reduce the amount of investments each party would be
required to provide. The parties may mutually agree on changes to the project, which could increase or decrease the amount of
contributions each party is required to provide.
(3) The maximum exposure is determined by adding the Company’s variable interest in the entity and any explicit or implicit
arrangements that could require the Company to provide additional financial support.
The summarized financial information of the unconsolidated affiliates is as follows (in thousands):
August 31,
2024
August 31,
2023
Current assets
$
1,641
$
1,654
Non-current assets
$
3,009
$
10,324
Current liabilities
$
151
$
158
Non-current liabilities
$
—
$
9
Years Ended August 31,
2024
2023
2022
PriceSmart’s share of the net gain (loss) of unconsolidated affiliates
$
66
$
(55) $
(10)
NOTE 16 – SEGMENTS
The Company and its subsidiaries are principally engaged in the international operation of membership shopping
in 54 warehouse clubs located in 12 countries and one U.S. territory that are located in Central America, the Caribbean and
Colombia. In addition, the Company operates distribution centers and corporate offices in the United States. The Company
has aggregated its warehouse clubs, distribution centers and corporate offices into reportable segments. The Company’s
reportable segments are based on management’s organization of these locations into operating segments by general
geographic location, which are used by management in setting up management lines of responsibility, providing support
services, and making operational decisions and assessments of financial performance. Segment amounts are presented after
converting to U.S. dollars and consolidating eliminations. Certain revenues, operating costs and inter-company charges
included in the United States segment are not allocated to the segments within this presentation, as it is impractical to do
so, and they appear as reconciling items to reflect the amount eliminated on consolidation of intersegment transactions.
From time to time, the Company revises the measurement of each segment's operating income and net income, including
certain corporate overhead allocations, and other measures as determined by the information regularly reviewed by
management. When the Company does so, the previous period amounts and balances are reclassified to conform to the
current period's presentation.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
80
The following tables summarize by segment certain revenues, operating costs and balance sheet items (in
thousands):
United
States
Operations
Central
American
Operations
Caribbean
Operations(1)
Colombia
Operations
Reconciling
Items(2)
Total
Year Ended August 31, 2024
Revenue from external customers
$
39,438
$
2,965,772
$
1,352,030
$
556,658
$
—
$
4,913,898
Intersegment revenues
1,759,335
31,101
5,641
4,815
(1,800,892)
—
Depreciation, property and equipment
5,963
42,990
19,607
14,051
—
82,611
Operating income
24,868
227,986
95,642
15,231
(142,783)
220,944
Interest income from external sources
2,382
7,291
1,175
201
—
11,049
Interest income from intersegment sources
4,618
4,020
376
—
(9,014)
—
Interest expense from external sources
1,118
2,843
2,719
6,279
—
12,959
Interest expense from intersegment sources
2,261
3,531
1,154
2,103
(9,049)
—
Provision for income taxes
20,961
31,761
8,880
1,016
—
62,618
Net income attributable to PriceSmart, Inc.
5,324
192,128
77,983
6,223
(142,783)
138,875
Long-lived assets (other than deferred tax assets)
72,727
614,382
224,019
199,404
—
1,110,532
Goodwill
8,981
24,193
10,023
—
—
43,197
Investment in unconsolidated affiliates
—
6,882
—
—
—
6,882
Total assets
220,076
1,065,493
451,265
285,860
—
2,022,694
Capital expenditures, net
10,591
108,506
38,777
13,668
—
171,542
Year Ended August 31, 2023
Revenue from external customers
$
31,741
$
2,671,083
$
1,269,307
$
439,711
$
—
$
4,411,842
Intersegment revenues
1,538,588
27,709
5,621
4,466
(1,576,384)
—
Depreciation, property and equipment
5,482
37,053
19,188
10,210
—
71,933
Amortization, Intangibles
765
—
—
—
—
765
Operating income (loss)
29,844
191,721
87,223
15,467
(139,739)
184,516
Interest income from external sources
3,604
3,977
2,135
155
—
9,871
Interest income from intersegment sources
2,454
1,603
253
—
(4,310)
—
Interest expense from external sources
1,165
2,664
3,251
3,940
—
11,020
Interest expense from intersegment sources
75
1,258
1,041
1,939
(4,313)
—
Provision (benefit) for income taxes
23,283
28,045
9,873
(1,250)
—
59,951
Net income attributable to PriceSmart, Inc.
9,540
159,014
68,635
11,755
(139,739)
109,205
Long-lived assets (other than deferred tax assets)
71,919
566,139
210,000
205,295
—
1,053,353
Goodwill
8,981
24,083
10,046
—
—
43,110
Investment in unconsolidated affiliates
—
10,479
—
—
—
10,479
Total assets
302,115
995,881
425,145
282,467
—
2,005,608
Capital expenditures, net
10,204
79,526
24,234
29,948
—
143,912
Year Ended August 31, 2022
Revenue from external customers
$
48,716
$
2,382,163
$
1,156,607
$
478,607
$
—
$
4,066,093
Intersegment revenues
1,492,648
22,119
5,857
3,600
(1,524,224)
—
Depreciation, property and equipment
4,719
34,155
17,061
10,320
—
66,255
Amortization, Intangibles
1,613
—
—
—
—
1,613
Operating income (loss)
23,364
171,119
79,022
22,526
(128,965)
167,066
Interest income from external sources
147
1,115
863
76
—
2,201
Interest income from intersegment sources
1,789
1,954
255
—
(3,998)
—
Interest expense from external sources
1,225
3,107
2,163
3,116
—
9,611
Interest expense from intersegment sources
27
1,187
1,821
899
(3,934)
—
Provision for income taxes
19,629
23,396
8,106
727
—
51,858
Net income attributable to PriceSmart, Inc.
8,292
144,159
62,799
18,268
(128,984)
104,534
Long-lived assets (other than deferred tax assets)
70,978
498,204
218,021
175,194
—
962,397
Intangibles, net
765
—
—
—
—
765
Goodwill
8,981
24,250
10,072
—
—
43,303
Investment in unconsolidated affiliates
—
10,534
—
—
—
10,534
Total assets
230,411
867,898
474,411
235,680
—
1,808,400
Capital expenditures, net
5,119
46,959
36,610
33,654
—
122,342
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
81
(1) Management considers its club in the U.S. Virgin Islands to be part of its Caribbean operations.
(2) The reconciling items reflect the amount eliminated on consolidation of intersegment transactions.
NOTE 17 – SUBSEQUENT EVENTS
The Company has evaluated all events subsequent to the balance sheet date as of August 31, 2024 through the date
of issuance of these consolidated financial statements and has determined that there are no subsequent events that require
disclosure.
PRICESMART, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
82
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
The Company's common stock has been quoted and traded on the NASDAQ Global Select Market under the
symbol “PSMT” since September 2, 1997. As of October 25, 2024, there were approximately 385 holders of record of the
common stock. This number does not include beneficial owners whose shares were held in street name.
Dates
Stock Price
From
To
High
Low
2024 FISCAL QUARTERS
First Quarter
9/1/2023
11/30/2023
$
81.41
$
61.82
Second Quarter
12/1/2023
2/29/2024
84.93
67.48
Third Quarter
3/1/2024
5/31/2024
87.99
77.86
Fourth Quarter
6/1/2024
8/31/2024
92.76
77.51
2023 FISCAL QUARTERS
First Quarter
9/1/2022
11/30/2022
$
73.76
$
56.29
Second Quarter
12/1/2022
2/28/2023
75.92
60.01
Third Quarter
3/1/2023
5/31/2023
79.55
66.54
Fourth Quarter
6/1/2023
8/31/2023
82.63
69.08
Recent Sales of Unregistered Securities
In September 2022, the Company issued restricted stock awards (RSAs) and performance stock units (PSUs)
covering 156,225 shares of the Company’s common stock, $0.0001 par value per share. The RSAs and PSUs were issued
from the pool of shares available for issuance under the Company’s Amended and Restated 2013 Equity Incentive Award
Plan, as amended. The securities were exempt from registration under the Securities Act of 1933, as amended (the
"Securities Act") in reliance upon Section 4(a)(2) of the Securities Act as transactions not involving any public offering.
The recipients of the securities in each of these transactions are accredited investors, and appropriate legends were placed
upon the stock certificates issued in these transactions. All recipients had adequate access, through their relationships with
us, to information about the Company. Resale of these shares by the holders has since been registered under the Securities
Act.
83
Performance Graph
The graph below matches PriceSmart, Inc.'s cumulative 5-Year total shareholder return on common stock with the
cumulative total returns of the NASDAQ Composite index and the NASDAQ Retail Trade index. The graph tracks the
performance of a $100 investment in our common stock and in each index (with the reinvestment of all dividends) from
8/31/2019 to 8/31/2024.
The stock price performance included in this graph is not necessarily indicative of future stock price performance.
8/19
8/20
8/21
8/22
8/23
8/24
PriceSmart, Inc.
100.00
110.01
142.64
108.02
137.36
158.94
NASDAQ Composite
100.00
149.33
194.87
152.01
182.18
231.63
S&P 500 Consumer Discretionary Distribution & Retail
100.00
155.35
175.50
140.13
159.78
197.36
84
Dividends
Declared
Amount
First Payment
Second Payment
Record
Date
Date
Paid
Amount
Record
Date
Date
Paid
Amount
4/3/2024
$
1.00
4/19/2024
4/30/2024
$
1.00
N/A
N/A
N/A
2/1/2024
$
1.16
2/15/2024
2/29/2024
$
0.58
8/15/2024
8/30/2024
$
0.58
2/3/2023
$
0.92
2/16/2023
2/28/2023
$
0.46
8/15/2023
8/31/2023
$
0.46
2/3/2022
$
0.86
2/15/2022
2/28/2022
$
0.43
8/15/2022
8/31/2022
$
0.43
On April 3, 2024, the Company's Board of Directors declared a one-time $1.00 per share special dividend paid on
April 30, 2024 to stockholders of record on April 19, 2024 to distribute excess cash to stockholders. The $1.00 per share
special dividend was in addition to the Company’s annual cash dividend in the total amount of $1.16 per share, with $0.58
per share paid on February 29, 2024 to stockholders of record as of February 15, 2024 and $0.58 per share paid on August
30, 2024 to stockholders of record as of August 15, 2024. The declaration of future dividends (ongoing or otherwise), if
any, the amount of such dividends, and the establishment of record and payment dates is subject to final determination by
the Board of Directors at its discretion after its review of the Company’s financial performance and anticipated capital
requirements, taking into account the uncertain macroeconomic conditions on our results of operations and cash flows.
Repurchase of Equity Securities
Upon vesting of restricted stock awarded by the Company to employees, the Company repurchases shares and
withholds the amount of the repurchase payment to cover employees’ tax withholding obligations. In addition, in July 2023
we announced a program authorized by our Board of Directors to repurchase up to $75 million of our common stock. We
began repurchases in the fourth quarter of fiscal year 2023 and successfully completed the share repurchase program in the
first quarter of fiscal year 2024. We purchased a total of approximately 1,007,000 shares of our common stock under the
program. The repurchases were made on the open market pursuant to a trading plan established pursuant to Rule 10b5-1
under the Securities Exchange Act of 1934, as amended, which permitted us to repurchase common stock at a time that we
might otherwise have been precluded from doing so under insider trading laws or self-imposed trading restrictions. We
have no plans to continue repurchases or adopt a new repurchase plan at this time. However, the Board of Directors could
choose to commence another program in the future, at its discretion, after its review of the Company’s financial
performance and anticipated capital requirements.
85
The following table sets forth information on our common stock repurchase activity for fiscal year 2024 (dollars
in thousands, except per share data):
Period
Total
Number of
Shares
Purchased
Average
Price Paid
Per Share
Total Number
of
Shares
Purchased
as Part of
Publicly
Announced
Plans or
Programs
Maximum
Dollar Value
of
Shares That
May Yet Be
Purchased
Under the
Plans or
Programs
September 1, 2023 - September 30, 2023
221,272
$
75.57
221,272
$
52,655
October 1, 2023 - October 31, 2023
722,797
73.67
714,391
—
November 1, 2023 - November 30, 2023
—
—
—
—
December 1, 2023 - December 31, 2023
—
—
—
—
January 1, 2024 - January 31, 2024
23,106
76.44
—
—
February 1, 2024 - February 29, 2024
—
—
—
—
March 1, 2024 - March 31, 2024
615
84.00
—
—
April 1, 2024 - April 30, 2024
764
81.58
—
—
May 1, 2024 - May 31, 2024
—
—
—
—
June 1, 2024 - June 30, 2024
—
—
—
—
July 1, 2024 - July 31, 2024
1,437
87.02
—
—
August 1, 2024 - August 31, 2024
10,085
88.96
—
—
Total
980,076
$
74.36
935,663
86
ADDITIONAL INFORMATION
Corporate Offices
9740 Scranton Road
San Diego, CA 92121
(858) 404-8800
Stock Exchange Listing
NASDAQ Global Select Market
Stock Symbol: PSMT
Annual Meeting
Thursday, February 6, 2025
Held via live audio and webcast
Transfer Agent
Computershare Inc.
462 South 4th Street, Suite 1600
Louisville, KY, 40202
Telephone: (888) 867-6003
TDD for Hearing Impaired: (800) 490-1493
Outside U.S.: (201) 680-6578
Independent Registered Public Accounting Firm
Ernst & Young U.S. LLP
4365 Executive Drive, Suite 1600
San Diego, CA 92121
PriceSmart's annual reports to the Securities and Exchange Commission on Form 10-K and any quarterly reports on Form
10-Q, as amended, will be provided free of charge upon written request to Investor Relations, PriceSmart, Inc., 9740
Scranton Road, San Diego, CA 92121. Internet users can access PriceSmart's web site at https://investors.pricesmart.com.
87
DIRECTORS & OFFICERS OF PRICESMART, INC.
As of December 18, 2024
Robert E. Price
Chairman
David R. Snyder
Vice Chairman & Lead Independent Director
Sherry S. Bahrambeygui
Director
Jeffrey R. Fisher
Director
Gordon H. Hanson
Director
Beatriz V. Infante
Director
Leon C. Janks
Director
Patricia Márquez
Director
David N. Price
Director
John D. Thelan
Director
Edgar Zurcher
Director
Robert E. Price
Interim Chief Executive Officer
John D. Hildebrandt
President & Chief Operating Officer
Michael L. McCleary
Executive Vice President & Chief Financial Officer
Francisco Velasco
Executive Vice President – Chief Legal Officer, Chief Risk &
Compliance Officer and Corporate Secretary
Ana Luisa Bianchi
Executive Vice President – Merchandise Exports & Business to
Business
Rodrigo Calvo
Executive Vice President – Real Estate & Construction
Paul Kovaleski
Executive Vice President – Chief Merchandising Officer
Diana Pacheco
Executive Vice President – Human Resources
David N. Price
Executive Vice President – Chief Transformation Officer
Wayne Sadin
Executive Vice President – Chief Information Officer
Laura Santana
Executive Vice President – Information Technology
Christopher Souhrada
Executive Vice President – Club Operations
Jesus Von Chong
Executive Vice President – Regional Merchandising
Guadalupe Cefalu
Senior Vice President – Financial Planning & Analysis
Derek Shane Christensen
Senior Vice President – Government Affairs
Juliana Correa
Senior Vice President – Membership, Marketing & Communications
Eduardo Franceschi
Senior Vice President – Regional Operations
Lawrence Hack
Senior Vice President – IT Shared Services
Robert Johnson
Senior Vice President – IT Service Delivery
Patricia M. Klassen
Senior Vice President – Deputy General Counsel & Assistant
Corporate Secretary
Dhanraj Mahabir
Senior Vice President – Supply Chain Management
Hana Nizel
Senior Vice President – Merchandising Fresh Foods
Atul Patel
Senior Vice President – Treasurer
Rafael Rodriguez
Senior Vice President – Logistics & Distribution
Eric Torres
Senior Vice President – Facilities Maintenance & Equipment
Melissa Twohey
Senior Vice President – Corporate Merchandising
John Wang
Senior Vice President – Payment Solutions
Pedro Vera
Senior Vice President – Regional Operations
Alma Adajar-Aban
First Vice President – Internal Audit & Controls
Sergio Cuevas
First Vice President – Construction
David Hahn
First Vice President – IT Client Services Logistics
Michael Hill
First Vice President – Information Security
Terrance Mahon
First Vice President – Human Resources Business Partner
Dennis Palma
First Vice President – Exports & B2B
Marco Torres
First Vice President – Operations
Briana Anderson
Vice President – Buying Non-Foods
Adriana Betancur
Vice President – Buying
Alexa Bodden
Vice President – Club Member Services
Alonso Castro
Vice President – Legal
88
Gustavo Camacho
Vice President – Wellness
Jonathan Darcangelo
Vice President – Other Business
Andrea De Lima
Vice President – Regional Counsel
José Antonio Esquivel
Vice President – Infrastructure
Daniel Fairbanks
Vice President – Private Label
Tara Kisto
Vice President – Operations
Michael Mahler
Vice President – E-Commerce Merchandising
Lorely Marte
Vice President – Payments
Daniel Meder
Vice President – Digital Commerce
Samantha Mejia
Vice President – Logistics, Planning, Process & Optimization
Jonathan Mendoza
Vice President – Construction & Facilities
Kelly Orme
Vice President – Buying Non-Foods
Meshach Ramkissoon
Vice President – Merchandising, Regional Fresh Foods
German Retana
Vice President – IT Client Services
Christina Santmyre
Vice President – Buying Non-Foods
Matthew Schiffer
Vice President – Transportation
Dhanush Singh
Vice President – Operations
Thuy Van
Vice President – IT Client Services
Eric Vogtlander
Vice President – Operations Caribbean
Guy Zavodny
Vice President – Corporate Foods