-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NC300am2dbHmVvf3gZ66Xnvl8LLJLDL5Rvpj5UuybLz/QRQ02lHpgA0w6mp4kjtg Sj/Is2O1BPQssNRGsl+KqQ== 0001279569-08-001406.txt : 20081215 0001279569-08-001406.hdr.sgml : 20081215 20081215153923 ACCESSION NUMBER: 0001279569-08-001406 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081215 FILED AS OF DATE: 20081215 DATE AS OF CHANGE: 20081215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHCORE TECHNOLOGIES INC. CENTRAL INDEX KEY: 0001079171 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14835 FILM NUMBER: 081249731 BUSINESS ADDRESS: STREET 1: 302 THE EAST MALL, SUITE 300 STREET 2: SUITE 300 CITY: TORONTO STATE: A6 ZIP: M9B 6C7 BUSINESS PHONE: 416-640-0400 MAIL ADDRESS: STREET 1: 302 THE EAST MALL, SUITE 300 STREET 2: SUITE 300 CITY: TORONTO STATE: A6 ZIP: M9B 6C7 FORMER COMPANY: FORMER CONFORMED NAME: ADB SYSTEMS INTERNATIONAL LTD DATE OF NAME CHANGE: 20021109 FORMER COMPANY: FORMER CONFORMED NAME: ADB SYSTEMS INTERNATIONAL INC DATE OF NAME CHANGE: 20020424 FORMER COMPANY: FORMER CONFORMED NAME: BID COM INTERNATIONAL INC DATE OF NAME CHANGE: 19990210 6-K 1 northcore6k.htm FORM 6-K northcore6k.htm
 

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Form 6-K
 
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
For the Month of December 2008
 
NORTHCORE TECHNOLOGIES INC.
(Exact name of Registrant)
 
302 The East Mall, Suite 300, Toronto, Ontario Canada M9B 6C7
(Address of principal executive office)
 
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
 
Form 20-F x
Form 40-F ¨
 
    Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____
 
    Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
 
    Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ¨
No x
 
    If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- __________




 

 

Exhibit
   Description
     
99.1
  
News Release dated December 15, 2008 - Northcore raises $592,000 through private placement


 
 
SIGNATURES
 
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
  NORTHCORE TECHNOLOGIES INC.
   
   
   
Date: December 15, 2008
By:
 /s/ Duncan Copeland
    Name: Duncan Copeland
   
Title: Chief Executive Officer 

EX-99.1 2 ex991.htm NEWS RELEASE DATED DECEMBER 15, 2008 ex991.htm 
Exhibit 99.1

News release via Canada NewsWire, Toronto 416-863-9350

           Attention Business Editors:
           Northcore raises $592,000 through private placement

           (TSX: NTI; OTCBB: NTLNF)

           TORONTO, Dec. 15 /CNW/ - Northcore Technologies Inc. (TSX: NTI;
OTCBB:NTLNF), a global provider of asset management technology solutions,
confirmed that it has closed a private placement securing net proceeds of
$592,000 through the issuance of convertible debentures.
           Under the terms of the private placement, investors will be able to
convert the Series N debentures at any time during the three-year term into
units priced at $0.10. Each unit consists of one common share and one common
share purchase warrant. Each warrant may be converted into a common share at
the exercise price of $0.15 at any time during the three-year term.
           The Series N debentures mature on December 12, 2011. The debentures bear
interest at an annual rate of 10 percent, payable in cash or common shares of
the company at the option of the holder on the earlier of (i) the conversion
of the debenture, or (ii) at the end of each quarter (following the closing
date) up to and including the quarter ending on the maturity date.
           Northcore's board of directors unanimously passed a resolution approving
the terms. Northcore has also received conditional approval from the TSX for
the private placement.
           As a result of the Series N private placement, Northcore will issue up to
13,800,000 common shares.
           This news release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of such
jurisdiction.

           <<
           About Northcore Technologies Inc.
           ---------------------------------
           >>
           Northcore Technologies provides software solutions and services that help
organizations source, manage and sell their capital equipment and assets.
Northcore works with a growing number of customers and partners in a variety
of sectors including financial services, manufacturing, oil and gas and
government. Some of our current customers include GE Commercial Finance,
Paramount Resources, The Brick and Trilogy Energy Trust among others.
           Northcore owns a 50 percent interest in GE Asset Manager, a joint
business venture with GE.

           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 ("the Company") 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.

           %SEDAR: 00019461E          %CIK: 0001079171

           /For further information: Northcore Technologies Inc., Investor
Relations, Tel: (416) 640-0400 ext. 273, E-mail:
InvestorRelations(at)northcore.com/
           (NTI. NTLNF)

CO:  Northcore Technologies Inc.

CNW 14:11e 15-DEC-08
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