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FrankNG

02/21/01 2:23 PM

#5819 RE: Seahag #5818

NG find. Hope helps:SeaView CEO gets a $2.1 million goodbye kiss
http://www.localbusiness.com/Story/0,1118,TPA_642129,00.html
CONSUMER

By Bill Holland, LocalBusiness.com
Feb 21, 2001 07:23 AM ET

ST. PETERSBURG, Fla., Feb. 21 (LocalBusiness.com) -- SeaView Video Technologies founder and chief executive officer Rich McBride stepped down from his post Tuesday afternoon but not before he got a Valentine's Day kiss of 1 million additional shares of restricted stock in the company he still controls.





Shortly after SeaView announced McBride's departure Tuesday, the SEC released a company report showing that McBride, Seaview's controlling stockholder, awarded himself another 1 million shares of company stock in exchange for continued consulting services and the rights to patents on the company's line of underwater and security cameras.



McBride said that bringing in a new management team was part of the company's "original long-range plan." SeaView treasurer J.R. Cox refused to comment beyond the company's press release or disclose how close McBride will remain to the company he founded.

Current chief operating officer, George Bernardich, a retired J.C. Penney and Eckerd executive, was named the new CEO and takes McBride's seat on the board. Another Penney veteran, Michael Ambler, becomes the COO and former PricewaterhouseCoopers accountant Douglas Bauer joins the company as chief financial officer, SeaView said.

Last week it was revealed that McBride is serving a 6-year probated sentence for felony fraud, after pleading "no contest" to a 1997 charge that he bilked businessmen in a television infomercial scam using dummy sales reports and fake broadcasting orders.

On Valentine's Day, SeaView filed the report of the 1 million share award to McBride with the Securities and Exchange Commission. The million shares vest over the next three years, while the company retains rights to patents for the next 14 years. It wasn't clear from the agreement between McBride and his company how long he will act as a consultant. The agreement states that further terms will be kept confidential between McBride and the company.

At this morning's opening share price, the 1 million shares represent $2.1 million in addition to the value of McBride's other stock in the company. Seaview shares (OTC BB: SEVU) open the market today at $2.09 after losing 16 cents, 7 percent, in heavier than normal trading Tuesday.

The amount of McBride's entire SeaView holdings is difficult to calculate; as the majority shareholder after a reverse merger, McBride has avoided filing a proxy report which would detail the extent of his holdings, despite the last annual report's promise to do in conjunction with the annual stockholders meeting last year.

According the SEC filings, McBride owns the original 5 million shares that made up the company and has awarded himself 4.3 million more shares as a key employee and consultant. There are more than 15 million shares of the penny stock outstanding.

After trading as high as $28.50 a year ago, shares have lost 93 percent of their value in a year that saw the company forecasting double-digit millions in sales of its underwater cameras, only to find itself reporting far less revenue.

For the first nine months of 2000, SeaView had sales of $4.4 million and profits of $155,000. Earlier in the year McBride promised investors that sales would hit $40 million and he has predicted $160 million in sales for 2001.