0001279569-11-001101.txt : 20110928 0001279569-11-001101.hdr.sgml : 20110928 20110928164447 ACCESSION NUMBER: 0001279569-11-001101 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110928 FILED AS OF DATE: 20110928 DATE AS OF CHANGE: 20110928 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MICROMEM TECHNOLOGIES INC CENTRAL INDEX KEY: 0001085921 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26005 FILM NUMBER: 111112470 BUSINESS ADDRESS: STREET 1: 1910-777 BAY STREET STREET 2: TORONTO, ONTARIO CITY: TORONTO STATE: A6 ZIP: M5G 2C8 BUSINESS PHONE: 416-364-6513 MAIL ADDRESS: STREET 1: 1910-777 BAY STREET STREET 2: TORONTO, ONTARIO CITY: TORONTO STATE: A6 ZIP: M5G 2C8 6-K 1 micromem6k.htm FORM 6-K micromem6k.htm

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
 
September, 2011
 
Commission File Number 0-26005

MICROMEM TECHNOLOGIES INC.
777 Bay Street, Suite 1910, Toronto, On   M5G 2C8
 
[Indicate by checkmark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.]
 
Form 20-F x Form 40-F o
 
 
[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 o No x
 
[If "Yes" is marked, indicate below the file number assigned to the registrant in connection with rule 12g3-2(b):    N/A
 
This report on Form 6-K is hereby incorporated by reference in the registration statement on Form F-3 (Registration No. 333-134309) of Micromem Technologies Inc. and in the prospectus contained therein, and this report on Form 6-K shall be deemed a part of such registration statement from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished by Micromem Technologies Inc. under the Securities Act of 1933 or the Securities Exchange Act of 1934.
 
 
 
 
 
 
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.
 
  MICROMEM TECHNOLOGIES INC.  
       
Date: September 28, 2011
By:
/s/ Joseph Fuda  
    Name: Joseph Fuda  
    Title: Chief Executive Officer  
       
 
 
 
 
EXHIBIT INDEX
 
Exhibit
Number
   Exhibit Description
     
99.1
   News Release dated September 28, 2011 - Micromem Technologies Inc. Completes Private Placements
 

 EX-99.1 2 ex991.htm NEWS RELEASE DATED SEPTEMBER 28, 2011 ex991.htm
Exhibit 99.1
 
 
Micromem Technologies Inc. Completes Private Placements
 
TORONTO, NEW YORK, Sept. 28, 2011 /CNW/ - Micromem Technologies Inc. (the "Company") (CNSX: MRM) (OTCBB: MMTIF) announces the completion of a non-brokered, non-arm's length private placement of 350,000 Units at a subscription price of CDN $0.10 per Unit for the gross proceeds of CDN $35,000. Each Unit is comprised of one common share ("Common Share") and one common share purchase warrant ("Warrant"). Each Warrant may be exercised for one Common Share at an exercise price of CDN $0.12 for a period of one year.
 
In addition the Company completed a non-brokered, arm's length private placement of 250,000 Units at a subscription price of US $0.10 per Unit for the gross proceeds of US $25,000. Each Unit is comprised of one common share ("Common Share") and one common share purchase warrant ("Warrant"). Each Warrant may be exercised for one Common Share at an exercise price of US $0.12 for a period of one year.
 
The proceeds from the offering will be used for general working capital purposes and the shares will be subject to resale restrictions.
 
About Micromem and MASTInc 
 
MASTInc is a wholly owned U.S.-based subsidiary of Micromem Technologies Inc., a publicly traded (OTC BB: MMTIF, CNSX: MRM) company. MASTInc responsibly analyzes the specific industry sectors to create intelligent game-changing applications that address unmet market needs. By leveraging its expertise and experience with sophisticated magnetic sensor applications, MASTInc successfully powers the development and implementation of innovative solutions for healthcare/biomedical, natural resource exploration, government, information technology, manufacturing, and other industries. Visit www.micromeminc.com www.mastinc.com.
 
Safe Harbor Statement
 
This press release contains forward-looking statements. Such forward-looking statements are subject to a number of risks, assumptions and uncertainties that could cause the Company's actual results to differ materially from those projected in such forward-looking statements. In particular, factors that could cause actual results to differ materially from those in forward looking statements include: our inability to obtain additional financing on acceptable terms; risk that our products and services will not gain widespread market acceptance; continued consumer adoption of digital technology; inability to compete with others who provide comparable products; the failure of our technology; the infringement of our technology with proprietary rights of third parties; inability to respond to consumer and technological demands; inability to replace significant customers; seasonal nature of our business; and other risks detailed in our filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date made and are not guarantees of future performance. We undertake no obligation to publicly update or revise any forward-looking statements. When used in this document, the words "believe," "expect," "anticipate," "estimate," "project," "plan," "should," "intend," "may," "will," "would," "potential," and similar expressions may be used to identify forward-looking statements.
 
The CNSX or any other securities regulatory authority has not reviewed and does not accept responsibility for the adequacy or accuracy of this press release that has been prepared by management.
 
###
 
Listing:   NASD OTC-Bulletin Board - Symbol: MMTIF
CNSX - Symbol: MRM
Shares issued: 110,264,161
SEC File No: 0-26005
 
%CIK: 0001085921
 
 
For further information:
 
Investor Contact: Jason Baun, Chief Information Officer; Tel.416-364-2023
 
 
CO: Micromem Technologies Inc.
 
CNW 15:38e 28-SEP-11