Micromem raises C$148K, extends 9.1M warrants

Micromem Technologies Inc. raises a small amount of working capital via a unit private placement and extends the term of previously issued warrants by one year.

Rhea-AI Filing Summary

Micromem Technologies Inc. (MMTIF) closed a non-brokered private placement, issuing 5,953,600 units at C$0.025 per unit for gross proceeds of about C$148,840. Each unit consists of one common share and one warrant exercisable at C$0.05 for three years, and all securities carry a four-month hold period. No insiders participated, and the company plans to use the net proceeds for working capital, subject to post-closing Canadian Securities Exchange requirements.

The company is also extending 9,066,400 existing warrants exercisable at C$0.06 per share by one year, moving their expiry from October 8, 2026 to October 8, 2027, with all other terms unchanged and no insiders involved. Micromem reports 663,635,591 shares issued.

Filing Explained

The 6-K is incorporated into Micromem’s Form F-3 registration statement, but the placement securities themselves are stated not to be registered under U.S. securities laws and may be offered or sold only under registration requirements or an applicable exemption.

Key Figures

Private placement gross proceeds: C$148,840 Units issued in private placement: 5,953,600 units Unit issue price: C$0.025 per unit +5 more

8 metrics

Private placement gross proceeds C$148,840 Raised through a non-brokered private placement of units

Units issued in private placement 5,953,600 units Each unit at C$0.025, with one share and one warrant

Unit issue price C$0.025 per unit Pricing for the 5,953,600 units in the private placement

Warrant exercise price (new units) C$0.05 per share Warrants included in units, exercisable for three years

Warrants extended 9,066,400 warrants Existing warrants at C$0.06 per share extended by one year

Extended warrants exercise price C$0.06 per share Exercise price for 9,066,400 extended warrants

New warrant expiry date after extension October 8, 2027 Extended from original expiry of October 8, 2026

Shares issued 663,635,591 shares Total Micromem shares issued as stated in the filing

Key Terms

non-brokered private placement, warrants, four-month hold period, arm's length, +2 more

6 terms

non-brokered private placement financial

"Micromem announces closing of its non-brokered private placement"

A non-brokered private placement is when a company raises money by selling securities (such as shares or bonds) directly to a small group of chosen investors without using a broker or dealer as a middleman. For investors it matters because it can provide faster, lower-cost access to new investment opportunities but may bring higher risk, less liquidity and potential dilution of existing holdings compared with public offerings.

warrants financial

"one common share and one warrant exercisable at C$0.05 per share"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

four-month hold period financial

"all securities being subject to a four-month hold period"

arm's length financial

"all subscribers are at arm's length"

A transaction done at arm's length is one where the buyer and seller act independently and each looks out for their own best interest, so the price and terms reflect what the open market would demand. Investors care because such deals are less likely to be influenced by hidden favors or related-party conflicts, making valuations and financial statements more reliable—think buying from a stranger rather than negotiating with a close friend.

forward-looking statements regulatory

"This press release contains forward-looking statements"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

Safe Harbor Statement regulatory

"Safe Harbor Statement This press release contains forward-looking statements"

A safe harbor statement is a disclaimer that companies include in their public disclosures to limit legal liability if future results differ from what was forecasted or expected. It acts like a protective shield, helping companies avoid lawsuits if their predictions don’t come true, and gives investors a clearer understanding that certain statements are forward-looking and involve risks.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Micromem Technologies Inc. (MMTIF) announce in this 6-K?

Micromem closed a non-brokered private placement raising about C$148,840 through 5,953,600 units and extended 9,066,400 existing warrants by one year, with both actions subject to Canadian Securities Exchange requirements.

How much capital did MMTIF raise in the private placement and on what terms?

Micromem raised approximately C$148,840 by issuing 5,953,600 units at C$0.025 per unit. Each unit includes one common share and one warrant exercisable at C$0.05 per share for three years, with all securities subject to a four-month hold period.

Were insiders involved in the Micromem (MMTIF) private placement or warrant extension?

No. Micromem states that no insiders participated in the private placement and that no warrants being extended are held by insiders. All subscribers in the placement are described as arm’s length parties.

What warrants did MMTIF extend and what is the new expiry date?

Micromem is extending 9,066,400 warrants exercisable at C$0.06 per share. These were originally due to expire on October 8, 2026 and, after the extension, will expire on October 8, 2027, with all other terms unchanged.

How will Micromem Technologies Inc. (MMTIF) use the private placement proceeds?

Micromem states that it intends to use the net proceeds of the approximately C$148,840 private placement for working capital, following completion of post-closing requirements of the Canadian Securities Exchange.

How many Micromem (MMTIF) shares are currently issued?

Micromem reports that it has 663,635,591 shares issued. This figure is presented along with the company’s listings on the OTCQB (MMTIF) and the CSE (MRM).

Are the Micromem (MMTIF) private placement securities registered in the United States?

No. The company states the securities have not been and will not be registered under the U.S. Securities Act of 1933 or state laws and may only be offered or sold in the United States in compliance with registration requirements or applicable exemptions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/16/2026 - 04:16 PM Accepted by SEC EDGAR 09/16/2026 - 04:15 PM Learn about SEC filing dates

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 of
the Securities Exchange Act of 1934

September 2026

Commission File Number 0-26005

MICROMEM TECHNOLOGIES INC.

121 Richmond Street West, Suite 602, Toronto, ON M5H 2K1

[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 [  ]

             [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):        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.
	By:       /s/ Joseph Fuda
Date: September 16, 2026	Name: Joseph Fuda
	Title:   Chief Executive Officer

Exhibit Index

Exhibit		Description
99.1		News Release dated September 16, 2026

FOR IMMEDIATE RELEASE September 16, 2026

Micromem Closes Private Placement, Extends Warrants

Toronto, Ontario and New York, New York, September 16, 2026 - Micromem Technologies Inc. ("Micromem" or the "Company") (CSE: MRM) (OTCQB: MMTIF) announces closing of its non-brokered private placement (the "Private Placement") previously announced in its news release issued on September 4, 2026. Micromem raised gross proceeds of approximately C$148,840 by placing a total of 5,953,600 units at a price of C$0.025 per unit, each unit being comprised of one common share and one warrant exercisable at C$0.05 per share for a period of three years following the issuance date. A total of 5,953,600 common shares and 5,953,600 warrants were issued in this Private Placement, will all securities being subject to a four-month hold period. No insiders participated in this Private Placement and all subscribers are at arm's length. 

Micromem intends to use the net proceeds raised through the Private Placement for working capital. Closing of the Private Placement is subject to certain conditions, including compliance with post-closing requirements of the Canadian Securities Exchange (CSE).

The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.

The Company also announces that a total of 9,066,400 warrants exercisable at C$0.06 per share are being extended effective the following date of this news release and therefore will be due to expire one year from the date of the original expiry.  These warrants were originally issued in connection with a private placement completed on October 8, 2025 for a term of one year and were due to expire on October 8, 2026; after extension, the warrants will expire on October 8, 2027. All other terms of the extended warrants will remain unchanged. No warrants being extended are held by insiders of Micromem. The Company will notify each warrant holder of the aforementioned extension, but it will not issue replacement warrant certificates. Original warrant certificates must be presented to the Company in order to effect the exercise of such warrants. Completion of the term extension is subject to compliance with the requirements of the CSE.

About Micromem.

Micromem Technologies Inc. and its subsidiaries, a publicly traded (OTCQB: MMTIF) (CSE: MRM), company analyzes specific industry sectors to create intelligent game-changing applications that address unmet market needs. By leveraging its expertise and experience with sophisticated sensor applications, the Company successfully powers the development and implementation of innovative solutions for oil & gas, utilities, automotive, healthcare, government, information technology, manufacturing and other industries. Visit www.micromeminc.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 CSE 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: OTCQB - Symbol: MMTIF
CSE - Symbol: MRM

Shares issued: 663,635,591

SEC File No: 0-26005

Investor Contact: info@micromeminc.com; Tel. 416-364-2023 Subscribe to receive News Releases by Email on our website's home page.  www.micromeminc.com

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 EXHIBIT 99.1 7.5 KB