SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) March 27, 1997
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FIRECOM, INC.
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(Exact name of registrant as specified in charter)
New York 0-12873 13-2934531
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(State of Incorporation) (Commission (IRS Employer
File Number) Identification No.)
39-27 59th Street, Woodside, New York 11377
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(Address of principal executive offices)
Registrant's telephone number, including area code (718) 899-6100
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ITEM 5. OTHER EVENTS.
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On March 27, 1997, Firecom, Inc. (the "Company") entered into a
Purchase Agreement (the "Purchase Agreement") with Norwood Venture Corp.
("Norwood") pursuant to which the Company purchased 583,331 shares of
common stock of the Company and warrants to purchase an additional 750,002
shares of common stock of the Company held by Norwood for an aggregate
purchase price of $1,604,165.50. Of such purchase price, 20%, or
$320,833.10, was paid at closing and the remaining 80% was satisfied by the
delivery to Norwood of a Subordinated Promissory Note (the "Promissory
Note") in the principal amount of $1,283,332.40, payable over six years in
24 level, quarterly installments (commencing June 27, 1997) and bearing
interest at a rate of 10% per annum.
After giving effect to the Company's purchase, the Company has
4,381,344 shares of common stock outstanding.
Copies of the Purchase Agreement and the Promissory Note are
attached hereto as Exhibits 2.1 and 4.1, respectively, and by this
reference made a part hereof.
ITEM 7. EXHIBITS.
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(c) Exhibits
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2.1 Purchase Agreement, dated as of March 27, 1997, between
Norwood Venture Corp. and Firecom, Inc.
4.1 Subordinated Promissory Note, dated March 27, 1997,
made by Firecom, Inc. in favor of Norwood Venture Corp.
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 hereunto duly authorized.
Dated: April 1, 1997 FIRECOM, INC.
By: /s/ Paul Mendez
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Paul Mendez
Chairman of the Board, President
and Chief Executive Officer
EXHIBIT INDEX
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Exhibit Number Description of Exhibit
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2.1 Purchase Agreement, dated as of
March 27, 1997, between Norwood
Venture Corp. and Firecom, Inc.
4.1 Subordinated Promissory Note, dated
March 27, 1997, made by Firecom,
Inc. in favor of Norwood Venture
Corp.