To: Jim Willie CB who wrote (4799 ) 8/19/2002 2:16:16 PM From: Sully- Read Replies (2) | Respond to of 89467 Seabridge Gold to Expense all Stock Option Grants TORONTO, ONTARIO-- New Options Vesting Criteria Better Aligned with Shareholder Interests The Board of Directors of Seabridge Gold announced today that the Company will voluntarily expense all options granted to directors, employees and consultants commencing January 1, 2002. This expense item will appear for the first time in the June 30, 2002 statements to be released shortly. Seabridge Chairman Jim Anthony said the policy reflects the fact that "options are clearly intended as compensation. We believe that shareholders are entitled to financial statements which include all the costs associated with the business." Mr. Anthony noted that the Company's new auditors, KPMG, will review the compensation expense relating to the options on a quarterly basis. The Company also announced that 600,000 incentive stock options had been granted to senior management in lieu of market rate salaries. The options are exercisable for a period of 5 years ending August 19, 2007 at a price of $2.20 per share and are subject to the requirements of the TSX-V. These options are also subject to a stringent new vesting policy designed to better align option compensation with the interests of shareholders. "New option grants to senior management and directors must now meet two tests in order to vest. First, the Seabridge share price must reach pre-determined targets substantially above the exercise price to ensure that no dilution occurs unless Seabridge shareholders have obtained significant gains. The second test is that the Seabridge share price must outperform the TSX Gold and Silver Index by more than 20%. This provision ensures that Seabridge personnel are rewarded only if they outperform the industry, not just because the gold price goes up," said Mr. Anthony. The above noted new option grants require a $6.00 share price for 10 successive days for the first third to vest, a $9.00 share price for the second third and a $12.00 share price for the final third. "I think these targets provide an indication as to the confidence of Seabridge's senior management in its strategy of building shareholder value. Once the share price has met the first test, Seabridge's share price performance must exceed the index by more than 20% over the preceding six months or these options will be cancelled," Mr. Anthony said. In addition, the Board of Directors has authorized the grant of an incentive stock option to a non-management employee of the Company for 25,000 shares also exercisable at $2.20 until August 19, 2007. All of the above noted options were reviewed by the Board's independent Compensation Committee and approved by the entire Board with the interested parties abstaining. Seabridge has been designed to provide its shareholders maximum leverage to the price of gold. The Company has entered into agreements covering 13.8 million ounces of gold resources in North America, of which 8.0 million ounces are measured and indicated. (see seabridgegold.net and press releases dated July 18, 2002, April 17, 2002, April 15, 2002, June 14, 2001; November 7, 2000; October 10, 2000 and April 27, 2000). The Company is searching for additional gold resources during the current period of depressed gold prices. ON BEHALF OF THE BOARD "Rudi Fronk," President & C.E.O. -------------------------------------------------------------------------------- Contact: Seabridge Gold Inc. Rudi P. Fronk President and C.E.O. Phone: (416) 367-9292 Fax: (416) 367-2711 info@seabridgegold.net www.seabridgegold.net The TSX-V Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release. biz.yahoo.com