-----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, QqwBYQ9EJVKafQyFcO2EYWOsY1/ACZfziGnuEmBXLIVTP72FQ4PJct/qHkD87mR5 grZca23faA/UYBd22+w98Q== 0001279569-09-001418.txt : 20091112 0001279569-09-001418.hdr.sgml : 20091111 20091112095040 ACCESSION NUMBER: 0001279569-09-001418 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091111 FILED AS OF DATE: 20091112 DATE AS OF CHANGE: 20091112 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: 091174741 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
 
November, 2009
 
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shall be deemed a part of such registration statement from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished by Micromem Technologies Inc. under the Securities Act of 1933 or the Securities Exchange Act of 1934.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: November 11, 2009
By:
/s/ Joseph Fuda  
    Name: Joseph Fuda  
    Title: Chief Executive Officer  
       
 
 
 
 
EXHIBIT INDEX
 
Exhibit
Number
   Exhibit Description
     
99.1
   News Release dated November 11, 2009 - Micromem Technologies Completes Private Placement
 

 EX-99.1 2 ex991.htm NEWS RELEASE DATED NOVEMBER 11, 2009 ex991.htm 
Exhibit 99.1

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

            Attention Business Editors:
            Micromem Technologies Completes Private Placement

            TORONTO, Nov. 11 /CNW/ - Micromem Technologies Inc., (Micromem) (OTC BB:
MMTIF, CNSX: MRM) announces the completion of a non-brokered arm's length
private placement of 123,276 common shares at a subscription price of USD
$0.58 per common share for the gross proceeds of USD $71,500.00. 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 USD $0.75 for a period of one year.
            The proceeds from the offerings will be used for general working capital
purposes and 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:  89,383,003
            SEC File No: 0-26005
            >>

            %CIK: 0001085921

            /For further information: Investor Contact: Jason Baun, Chief Information
Officer, Micromem Technologies Inc., (416) 364-2023/
            (MRM. MMTIF)

CO:  Micromem Technologies Inc.

CNW 16:58e 11-NOV-09
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