Sierra Monitor Corporation (OTCMKTS:SRMC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

The applicable information set forth below in Item 8.01 of this Current Report on Form 8-K, is incorporated herein by reference.

Item 8.01. Other Events

Evaluation of Potential Alternative Strategic Transactions

The Board of Directors (the “Board”) of Sierra Monitor Corporation, a California corporation (the “Company”) is in the process of identifying and evaluating potential alternative strategic transactions in order to enhance value to the Company’s shareholders. In addition to continuing as a standalone entity, the Board is considering a wide range of alternative strategic transactions, including strategic business model alternatives, disposition of one or more corporate assets, business combinations and the sale of the Company.

The Board has not set a definitive timetable for completing its identification and evaluation of potential strategic alternatives. The Board has not made a decision to enter into or consummate any particular transaction, nor has the Company entered into any definitive agreement for any particular transaction. There can be no assurance that the Boards’ evaluation of strategic alternatives will result in the entering into or the consummation of any transaction, or if a transaction is undertaken, as to its terms, structure or timing.

In connection with the Company’s discussions regarding potential alternative strategic transactions, on April 10, 2017, the Company received $1,000,000 in cash from a potential strategic partner. Of the total cash received, $500,000 is an expense reimbursement for some of the out-of-pocket costs the Company has incurred in connection with its consideration of strategic alternatives. The other $500,000 is a fully refundable amount which the Company expects to return to the payer. As noted above, the Company has not entered into any binding agreement with any party relating to any strategic transaction.

The Company does not intend to discuss or disclose developments with respect to this process unless and until the Board has approved a definitive course of action and the Company has entered into a definitive agreement relating to a strategic transaction, or the Company otherwise has deemed that disclosure is required or appropriate.

Departure of Anders B. Axelsson

On April 13, 2017, Anders B. Axelsson notified the Company that he intends to depart from his position as Vice President of Sales and Marketing of the Company effective May 5, 2017. Mr. Axelsson’s departure is not related to any disagreement with the Company regarding any financial or other matters.

The Company and Mr. Axelsson expect to enter into a severance agreement governing Mr. Axelsson’s departure from the Company prior to his departure date. Under such agreement, the Company expects to provide Mr. Axelsson with a severance package consistent with the terms of his employment offer letter with the Company, dated December 18, 2013, and Mr. Axelsson will provide a customary release to the Company.

Forward-Looking Statements

Statements in this Current Report on Form 8-K, including those statements related to the Board’s identification and evaluation of potential alternative strategic transactions, the potential transactions that could arise thereby, the potential severance agreement with Mr. Axelsson and any other statements concerning the Company’s future expectations, beliefs, goals, plans or prospects may constitute forward-looking statements. Generally, forward-looking statements include expressed expectations, estimates and projections of future events and financial performance and the assumptions on which these expressed expectations, estimates and projections are based. Statements that are not historical facts, including statements about the beliefs and expectations of the parties and their management are forward-looking statements. All forward-looking statements are inherently uncertain as they are based on various expectations and assumptions about future events, and they are subject to known and unknown risks and uncertainties and other factors that can cause actual events and results to differ materially from historical results and those projected. Risks and uncertainties include the timing and results of the Board’s evaluation of potential alternative strategic transactions, the effect of such a transaction on the Company or on shareholder value, and the possibility that such a transaction will not be completed, or if completed, not completed on a timely basis. The Company does not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

About Sierra Monitor Corporation (OTCMKTS:SRMC)

Sierra Monitor Corporation addresses the industrial and commercial facilities management market with Industrial Internet of Things (IIoT) solutions that connect and protect infrastructure assets. The Company’s segment is Industrial Internet of Things (IIoT) solutions. Its primary product lines include the FieldServer protocols gateways and the Sentry IT fire and gas detection systems. The FieldServer brand of protocol gateways is used by system integrators and original equipment manufacturers to enable local and remote monitoring and control of assets and facilities. It has approximately 200,000 installed gateways supporting over 140 protocols commercial and industrial facilities. Its Sentry IT fire and gas detection solutions are used by industrial and commercial facilities managers to protect their personnel and assets. Its fire and gas detection solutions are deployed in various facilities, such as oil, gas and chemical processing plants and wastewater treatment facilities.

Sierra Monitor Corporation (OTCMKTS:SRMC) Recent Trading Information

Sierra Monitor Corporation (OTCMKTS:SRMC) closed its last trading session up +0.08 at 1.62 with 12,000 shares trading hands.