If the
subject report could not be filed without unreasonable effort or expense and the
registrant seeks relief pursuant to Rule 12b-25(b), the following should be
completed. (Check box if appropriate.)
(a)
The
reasons described in reasonable detail in Part III of this form could
not be eliminated without unreasonable effort or
expense;
x
(b)
The
subject annual report, semi-annual report, transition report on
Form 10-K, 20-F, 11-K, Form N-SAR or Form N-CSR, or portion thereof,
will be filed on or before the fifteenth calendar day following the
prescribed due date; or the subject quarterly report or transition report
on Form 10-Q, or portion thereof will be filed on or before the fifth
calendar day following the prescribed due date; and
(c)
The
accountant’s statement or other exhibit required by Rule 12b-25(c)
has been attached if
applicable.
PART
III – NARRATIVE
State
below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR, or
the transition report or portion thereof, could not be filed within the
prescribed time period.
This Form 12b-25 relates to the
following exhibits to PriceSmart’s Quarterly Report on Form 10-Q for the three
months ended November 30, 2008:
·
10.11 Shareholders’
Agreement dated September 29, 2008 between Pricsmarlandco, S.A. and JB
Enterprises Inc.
·
10.12 Shareholder
Agreement dated September 24, 2008 between Fundacion Tempus Fugit and
PriceSmart Panama, S.A.
In
accordance with the terms of the Agreements, PriceSmart has provided
advance notice to the counterparties to these Agreements of its intention to
file them as Exhibits to its Form 10-Q. PriceSmart also has
indentified for the counterparties the provisions on which it intends to
seek confidential treatment. Although the Agreements do not
require counterparty approval before PriceSmart may file the Agreements as
exhibits, PriceSmart wishes to provide its counterparties an opportunity to
comment on its proposed redactions and has not yet received
responses.
All other portions of the Form 10-Q
were filed January 9, 2009.
PART
IV – OTHER INFORMATION
(1) Name
and telephone number of person to contact in regard to this
notification
John
Heffner, Executive Vice President and Chief Financial Officer (Principal
Financial Officer and Chief Accounting Officer)
(858)
404-8813
(Name)
(Area
Code)
(Telephone
Number)
(2) Have all other periodic reports
required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or
Section 30 of the Investment Company Act of 1940 during the preceding 12
months or for such shorter period that the registrant was required to file such
report(s) been filed? If the answer is no, identify
report(s). xYes ¨ No
(3) Is it anticipated that any significant
change in results of operations from the corresponding period for the last
fiscal year will be reflected by the earnings statements to be included in the
subject report or portion thereof? ¨ Yes x No
If so,
attach an explanation of the anticipated change, both narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.