-----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, AbkE1Y6GmHg1Q2gw4AZyU1gLMg1xZ2w0s/R0twaRNammpfoXmnen/95jd3Y9fzbd murQVogB2z72qQrBJntCnA== 0001279569-09-000285.txt : 20090303 0001279569-09-000285.hdr.sgml : 20090303 20090303110403 ACCESSION NUMBER: 0001279569-09-000285 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090303 FILED AS OF DATE: 20090303 DATE AS OF CHANGE: 20090303 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: 09650080 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 March  2009
 
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 March 3, 2009 - Northcore announces conversion of secured subordinated notes and additional equity proceeds of $1,320,000 from the exercise of warrants



 
 
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: March 3, 2009
By:
 /s/ Duncan Copeland
    Name: Duncan Copeland
   
Title: Chief Executive Officer 

EX-99.1 2 ex991.htm NEWS RELEASE DATED MARCH 3, 2009 ex991.htm
 
Exhibit 99.1
News release via Canada NewsWire, Toronto 416-863-9350

	    Attention Business Editors:
	    Northcore announces conversion of secured subordinated notes and
	    additional equity proceeds of $1,320,000 from the exercise of warrants

	    TORONTO, March 3 /CNW/ - Northcore Technologies Inc. (TSX: NTI;
OTCBB:NTLNF), a global provider of asset management technology solutions,
announced today that the holders of its Convertible Series (M) Debenture have
converted $660,000 out of a total $678,000 debentures and exercised a total of
13,200,000 common shares purchase warrants into equity out of a possible
13,560,000 warrants, for total proceeds of $1,320,000. As per the terms of the
debenture, the remaining warrant options have expired.
	    "We are very encouraged to have received a strong vote of confidence from
our investors in these challenging financial markets. This demonstrates their
belief in our direction, our business plan and our management team," said
Duncan Copeland, CEO of the Company. "This infusion of capital from the
exercising of warrants will help fund our continued growth objectives with GE
and beyond," he added.
	    In reference to the terms of the series (M) agreement, holders were
entitled to convert the Series (M) debentures at any time during the five-year
term into units priced at $0.05. Each unit consists of one common share and
one common share purchase warrant. Each warrant can be converted into a common
share at the exercise price of $0.10 at any time prior to the earlier of the
maturity date of the debentures or upon a 20-day notice issued by the Company
confirming that the closing price of its shares on the TSX was $0.20 or above
for 10 consecutive trading days.
	    The above transaction resulted in the Company issuing 26,400,000 common
shares in the capital of the Company, comprising of 13,200,000 common shares
from the conversion of series (M) debenture and 13,200,000 common shares from
the exercising of the associated warrants.
	    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.
	    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 08:30e 03-MAR-09

 
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