Square D Company and Subsidiaries - Page 56

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               J.   Retained Executives’ Duties and Responsibilities                  
               The Retained Executives were competent in their positions,             
          had considerable management experience, worked well together as a           
          management team, and were major contributors to the successful              
          operations of petitioner.  Under the 1991 Employment Agreements,            
          the Retained Executives had greater responsibilities, duties, and           
          authority than they had under the 1990 Employment Agreements.               
               In 1992, the Retained Executives were managing a company               
          that had undergone a leveraged buyout and undertaken substantial            
          debt obligations.  Consequently, they had to rapidly develop a              
          cashflow orientation in running petitioner’s business and raise             
          cash by selling certain assets that did not fit within                      
          petitioner’s core business of electrical equipment manufacturing.           
          The departure of Mr. Stead, petitioner’s most senior executive,             
          shortly after petitioner’s acquisition by Schneider increased the           
          pressure on the Retained Executives.  Furthermore, due to a                 
          recession in the United States, the Retained Executives were                
          faced with the additional burden of managing a highly leveraged             
          business in an unfavorable economic climate.  In addition, the              
          Retained Executives had to integrate petitioner’s North American            
          and European operations with those of Schneider and its other               
          affiliates.  Finally, petitioner’s competitors began lowering               
          their prices in an effort to take petitioner’s market share,                
          forcing petitioner to aggressively price its own products and               






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