Lorvic Holdings, Inc. - Page 6

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            The 1985 Agreement also incorporated an unsigned, and undated,                              
            exclusive Employment Agreement with Charles Nemanick, who, at the                           
            date of the 1985 transaction, was the chairman and president of                             
            Old Lorvic.  Scherer, through its new subsidiary, sought to                                 
            retain Charles Nemanick "so that the experience and management                              
            ability" would continue to be available to Old Lorvic.                                      
            Subsequent to the 1985 acquisition, several employees of Old                                
            Lorvic departed the company and were not, at any point, employed                            
            by Scherer.                                                                                 
                  Charles Nemanick managed and operated Old Lorvic until his                            
            death in 1986.  Following Charles Nemanick's death, his son                                 
            Richard Nemanick, and Charles' wife assumed the positions of                                
            president and chairman, respectively.  Richard Nemanick possessed                           
            substantial experience with the company.  Specifically, he joined                           
            Old Lorvic in 1969, holding various positions throughout the                                
            company.  In that regard, he was responsible for marketing,                                 
            manufacturing, acquisitions, and product development.                                       
                  Old Lorvic was one of Scherer's profitable subsidiaries.                              
            In that time frame, Old Lorvic earned, before taxes, annual                                 
            profit margins of approximately 40 percent.  In particular, Old                             
            Lorvic's Nyclave product which was a nylon wrap, was one of the                             
            principal products in terms of sales volume.  Old Lorvic                                    







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