UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
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Securities Exchange Act of 1934
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PriceSmart, Inc.
(Name of Registrant as Specified in Its Charter)
N/A
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
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PRICESMART, INC.
9740 Scranton Road
San Diego, California 92121
PROXY SUPPLEMENT
TO
PROXY STATEMENT
FOR
ANNUAL MEETING OF STOCKHOLDERS
To Be Held on Tuesday, January 24, 2006
The purpose of this Proxy Supplement to the Proxy Statement dated December 9, 2005 (the “Proxy Statement”), for the Annual Meeting of Stockholders of PriceSmart, Inc. (the “Company”) to be held at 10:00 a.m. on Tuesday, January 24, 2006 at the Company’s corporate headquarters, 9740 Scranton Road, San Diego, California, 92121, is to provide additional information regarding the number of shares of the Company’s common stock beneficially owned by Grupo Gigante, S.A. de C.V. (“Gigante”), as set forth in the Securities Ownership of Certain Beneficial Owners and Management table on page 2 of the Proxy Statement.
The total number of shares of common stock beneficially owned by Gigante as of October 31, 2005 is correct as it reads in the Proxy Statement. It should also be noted, however, that 2,500,999 of the 4,168,332 shares of common stock beneficially owned by Gigante are subject to subscription rights that are currently exercisable as of the date of the table.
This supplement does not change the proposals to be acted upon at the Annual Meeting, which are described in the Proxy Statement.
By order of the Board of Directors,
| December 9, 2005 |
/s/ ROBERT M. GANS | |||
| Secretary | ||||