Bulgar-
The proxy is based upon holders as of the record date of 9/22/97. If you weren't a holder as of that date, you wouldn't have gotten the proxy - so vote your heart out!
To all, some excerps from the proxy:
SHARES OUTSTANDING: 56,800,000
Reserved for conversion of preferred stock: 14,100,000
Reserved for exercise of warrants: 35,900,000
Stock Options and other Employee Committments: 4,500,000
Other Commitments (Preferred Stock Dividends, etc.): 200,000
TOTAL Already Committed: 111,500,000 (!!!!!)
Requested new authority: 240,000,000 (!!!!!!!!!)
Stock "Incentive" Plan:
Reguests 4,000,000 (new) shares to be allocated as follows:
Ed Harper (CEO): 1,000,000 (25%) Currently owns 268,281
Ed Marinaro (Chairman): 1,000,000 (25%) Currently owns 109,300
Dale Pilgeram (VP/CTO): 200,000 (5%) Currently Owns 25,000
Joseph Smith (EVP): 200,000 (5%) Currently owns nothing
Gary Marks (EVP): 200,000 (5%) Currently owns 5,000
Executive Group: 960,000 (24%) Currently hold 26,500 total
Non-executive employees: 265,000 (6.6%)
Sooooo, 50% of the options go to the Ed Heads, 39% to the other executives, and a whopping 6.6% to the people actually keeping the company afloat. Guess it's easier to own a stake in your company if it's given to you, then to actually buy it like the rest of us. Shows a lot of confidence on the part of management.
Course, what will 1,000,000 shares be worth when they represent about 4 tenths of a percent of the 240,000,000 shares out??
Joe |
