EX-99.1 2 exh99_1.htm NORTHCORE TECHNOLOGIES INC. PRESS RELEASE exh99_1.htm


Exhibit 99.1
 
 
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Northcore Technologies Inc.
302 The East Mall, Suite 300
Toronto, ON    M9B 6C7
www.northcore.com
(NEX: NTI.H; OTCBB: NTLNF)
 

NORTHCORE REPORTS THIRD QUARTER 2013 FINANCIAL RESULTS

Toronto, Ontario – November 14, 2013 – Northcore Technologies Inc. (NEX: NTI.H; OTCBB: NTLNF), a provider of innovative IP based customer solutions, announced today its interim financial results for the third quarter ended September 30, 2013.  All figures are reported in Canadian dollars.

Northcore reported consolidated revenues of $193,000 for the third quarter, representing a decrease of $194,000 or 50 percent from the $387,000 reported in the same quarter of 2012.  Northcore also reported year-to-date consolidated revenues of $773,000, a decrease of $259,000 or 25 percent from the $1,032,000 reported for the same period of 2012.  The decrease in services revenues from transition of GE related and hosting operations was the primary reason for the reduction in revenues during the quarter.

Northcore derives its revenues from application hosting activities provided to customers, the sale of software licenses, and the delivery of technology services, such as application and website development, content management solution and software customization.

Northcore reported an Operational EBITDA loss for the third quarter of $163,000, an improvement of 61 percent from the Operational EBITDA loss of $416,000 reported for the third quarter of 2012.  Northcore also reported year-to-date Operational EBITDA loss of $727,000, an improvement of 37 percent from the operational EBITDA loss of $1,147,000 reported for the same period of 2012.   The improvement in Operational EBITDA loss was due to a significant decrease in operating expenses, partially offset by a corresponding decrease in revenues.

Operational EBITDA is defined as the loss before interest, taxes, depreciation, stock-based compensation, non-cash and non-recurring items.  The Company considers Operational EBITDA to be a meaningful performance measure as it provides an approximation of operating cash flows.

For the quarter and nine months ended September 30, 2013 Northcore reported a net loss per share of $0.001 and $0.005 respectively, basic and diluted. This compares to a loss per share of $0.002 and $0.008 respectively, basic and diluted, in the same period of 2012.

As at September 30, 2013 Northcore held cash and short-term investments of $72,000 and accounts receivable of $113,000.
 
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Northcore Reports Q3 2013 Results
 
Operating Update

Diversification into Cleantech IP through the proposed asset purchase with Cielo Gold was approved by Northcore’s secured creditor and shareholders on July 23, 2013 however, this transaction was viewed by both the TSX and the TSX Venture exchanges as requiring Northcore to satisfy new listing requirements for its shares to be traded on either exchange, which was not possible within the proposed transaction. This resulted in a migration of Northcore’s shares from a TSX delisting on September 27, 2013 to the NEX exchange on September 30, 2013 for continued trading, termination of the proposed transaction with Cielo and further downsizing of parent company operations.

Mr. Don Allan resigned as dual CEO of Cielo and Northcore to focus on Cielo, Mr. C. Bulger assumed the role of interim CEO of Northcore, Mr. Jared Scarf joined the Company’s Board of Directors following the departures of R. Deslippe and M. Smith co-incident with the NEX listing of Northcore’s shares. Under the circumstances, Northcore has not proceeded with implementing the share consolidation and other resolutions pertaining to the Cielo transaction, and the total amount subscribed of the Series O Debenture reduced from $840,000 to $221,000.

Due to Northcore’s inability to financially support the continued expenses related to hosting services or refund service pre-payments, Northcore sold its interest in GE Asset Manager LLC and other GE and hosting related business to a third party acceptable to GE on July 24, 2013. The result of this sale eliminated all contingent liabilities for service interruption, avoided refund of pre-paid services and reduced potential severance costs related to downsizing parent company operations. Northcore maintains a continued right to use the IP that was sold in this transition.

Outlook

Northcore continues to address its liquidity risk by reducing cash expenses to minimum levels for a holding company, communicating with creditors, seeking additional funding and business development opportunities. Envision Online Media Inc., a wholly owned subsidiary of Northcore, operates as an autonomous entity.

About Northcore Technologies Inc.

Northcore Technologies offers award-winning intellectual property, to provide innovative IP based customer solutions. Northcore's portfolio companies include Envision Online Media Inc., a specialist in the delivery of content management solutions.

For more information, visit www.northcore.com.
 
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Northcore Reports Q3 2013 Results

 
This news release may include comments that do not refer strictly to historical results or actions and may be deemed to be forward-looking within the meaning of the Safe Harbor provisions of the U.S. federal securities laws.  These include, among others, statements about expectations of future revenues, cash flows, and cash requirements.  Forward-looking statements are subject to risks and uncertainties that may cause Northcore’s results to differ materially from expectations.  These risks include the Company’s ability to raise additional funding, develop its business-to-business sales and operations, develop appropriate strategic alliances and successful development and implementation of technology, acceptance of the Company's products and services, competitive factors, new products and technological changes, and other such risks as the Company may identify and discuss from time to time, including those risks disclosed in the Company’s Form 20-F filed with the Securities and Exchange Commission.  Accordingly, there is no certainty that the Company's plans will be achieved.  Important factors that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed from time to time with the Toronto Stock Exchange, on SEDAR (the System for Electronic Document Analysis and Retrieval at www.sedar.com) and the US Securities and Exchange Commission.  This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities of the Company in any jurisdiction.

Contact:
Northcore Technologies Inc.
Investor Relations                                
E-mail: InvestorRelations@northcore.com






(financial results follow)

 
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Northcore Reports Q3 2013 Results
 

Northcore Technologies Inc.
 
Condensed Interim Consolidated Statements of Financial Position
As at September 30, 2013 and December 31, 2012
 
(Expressed in thousands of Canadian dollars)
 
(IFRS, Unaudited)
 
             
             
   
June 30,
   
December 31,
 
   
2013
   
2012
 
ASSETS
           
CURRENT
           
Cash
  $ 31     $ 21  
Short-term investments
    41       41  
Accounts receivable
    113       171  
Deposits and prepaid expenses
    47       51  
      232       284  
INVESTMENT IN JOINT VENTURES
    151       196  
CAPITAL ASSETS
    10       86  
INTANGIBLE ASSETS
    904       1,058  
GOODWILL
    1,091       1,091  
                 
TOTAL ASSETS
  $ 2,388     $ 2,715  
                 
LIABILITIES
               
CURRENT
               
Operating line of credit
  $ 73     $ 33  
Accounts payable
    580       448  
Accrued liabilities
    446       197  
Deferred revenue
    12       56  
Current portion of contingent consideration
    76       71  
Promissory note
    306          
      1,493       805  
CONTINGENT CONSIDERATION
    -       63  
TOTAL LIABILITIES
    1,493       868  
TOTAL SHAREHOLDERS’ EQUITY
    895       1,847  
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
  $ 2,388     $ 2,715  
                 



 
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Northcore Reports Q3 2013 Results

 
Northcore Technologies Inc.
 
Condensed Interim Consolidated Statements of Operations and Comprehensive Loss
 
(Expressed in thousands of Canadian dollars, except per share amounts)
 
(IFRS, Unaudited)
 
                         
   
Three Months Ended
   
Nine Months Ended
 
   
September 30,
   
September 30,
 
   
2013
   
2012
   
2013
   
2012
 
                         
Revenues
  $ 193     $ 387     $ 773     $ 1,032  
                                 
Income from GE Asset Manager, LLC
    (58 )     18       (3 )     55  
                                 
Operating expenses:
                               
   General and administrative
    115       429       710       1293  
   Customer service and technology
    149       321       653       818  
   Sales and marketing
    34       71       134       175  
   Stock-based compensation
    -       107       117       590  
   Depreciation
    55       12       177       37  
Total operating expenses
    353       940       1,791       2,913  
Extra Ordinary Items
    49               49          
Loss and comprehensive loss for the period
  $ (267 )   $ (535 )   $ (1,070 )   $ (1,826 )
                                 
Loss per share, basic and diluted
  $ (0.001 )   $ (0.002 )   $ (0.005 )   $ (0.008 )
                                 
Weighted average number of shares   outstanding, basic and diluted (000's)
     234,625        234,625       234,625       232,073  
                                 

 
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Northcore Reports Q3 2013 Results
 

Northcore Technologies Inc.
 
Reconciliation of Loss to Operational EBITDA
 
(Expressed in thousands of Canadian dollars)
 
(IFRS, Unaudited)
 
                         
   
Three Months Ended
   
Nine Months Ended
 
   
September 30,
   
September 30,
 
   
2013
   
2012
   
2013
   
2012
 
                         
Loss for the period, as per above
  $ (267 )   $ (535 )   $ (1,070 )   $ (1826 )
                                 
Reconciling items:
                               
Stock-based compensation
    -       107       117       590  
Depreciation
    55       12       177       37  
Extra Ordinary items
    49               49          
Non-recurring professional fees ***
    -       -       -       52  
                                 
Operational EBITDA
  $ (163 )   $ (416 )   $ (727 )   $ (1,147 )

*** Included in non-recurring professional fees for 2012 were acquisition related costs in connection with the acquisition of Envision and Kuklamoo.
 
 
 
 
 
 

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