CFO CPA MBA In New York City Resume Gerard Agoglia

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    GERARD F. AGOGLIA, CPA, CGMA, MBA

    Cell: 203-258-5834

    Trumbull, CT 06611 Home: 203-445-0452

    [email protected] Fax: 203-445-0453

    Chief Financial /Operations OfficerProven Turnaround Success, Capital Financing/Equity Placement, Factoring, IPO, SEC/IFRS Experience

    Industry Expertise:Apparel, Sportswear and Accessories with 15+ years executive finance experience in

    manufacturing and retail operations with marquee brand names (Calvin Klein, Lacoste, Izod, Evan Picone,Champion, Gant, Monet, Hind, Seventeen, Tommy Hilfiger, Donna Karan and Ray-Ban);Dinnerware,Crystal and Home Products (Mikasa);Interactive Entertainment Software (Video Game) developer and publisher(Acclaim Entertainment) andHome Textiles & Bedding (Berkshire Blanket & Latex Pillows & Mattresses).

    Capital Financing/ Equity Placement:Secured a $195M syndicated 3-year loan facility with several banks.Raised over $100M in several PIPE and convertible debt financings. Hands-on receivable factoring experience.

    SEC/IFRS/NASDAQ:Implemented Sarbanes-Oxley internal control standards (COSO) in a global company aswell as International Financial Reporting Standards (IFRS). Prepared and filed Forms S-1 and S-3 as well asForms 10K, 10Q, 8K and Annual Proxy Statements with the SEC.

    Investor Relations-IPO: Participated in investment bank forums, conducted road show presentations and met

    regularly with industry analysts and investment bankers. Brought Crystal Brands, Inc. public.

    Mergers and Acquisitions: Led due diligence teams on two $500M acquisitions.

    ERP System Implementations:Led ERP implementations of SAP, Oracle, JD Edwards, Navision, MicrosoftDynamics, QlikView, FRx and Lawson to streamline operations and produce timely management reports.

    Corporate Turnarounds: Engineered four successful business turnarounds. Restructured organizations,redesigned business processes and developed strategic operating plans to contain costs and grow profits.

    Professional Experience

    INTERNATIONAL APPAREL GROUP. New York, NY (Private) February 2010Present

    $425Minternational manufacturer, licensee and distributor of childrens, mens and womensapparel & sportswearChief Financial OfficerRecruited by CEO to lead Finance, Tax, IT, Operations and HR functions. Responsible for all financial reportingfunctions, strategic business planning, IT, HR, logistics, treasury, banking, legal, risk management and taxation.

    Restructured and upgraded Finance and IT departments to lower operating costs and improve efficiencies.

    Upgraded Microsofts Dynamics ERP system (Solomon Version).

    Integrated Co-Metrics international freight & brokerage software with Microsoft Dynamics inventory purchases.

    Improved monthly financial closing to 7-days from over 45-days and introduced executive MD&A and financialscorecard of Key Performance Indicators to review operational performance vs. budget and prior year.

    Strengthened internal controls through use of controllers closing checklistand standardized journal entries.

    Implemented QlickViewenterprise-wide instant reporting system software for use with AS-400 main frame.

    Secured a $195M syndicated 3-year loan facility with (HSBC, JP Morgan Chase, IDB and Wells Fargo).

    Established foreign exchange currency hedges in Chinese RMB and Canadian dollars.

    DRINKS AMERICA HOLDINGS, LTD. (OTC: DKAM) Wilton,CT January2009February 2010$2MWine, spirit, beer and non-alcoholic beverages distributor and licensor. (i.e., Rheingold & Paul Newman)

    Chief Financial Officer (Interim Consultant)

    Responsible for all SEC financial reporting, business planning, treasury, banking, legal and taxation.

    Prepared and filed several Form 10-Qs with SEC as well as several Form 8-Ks.

    Prepared and filed annual Form 10-K with SEC and managed year-end audit.

    Prepared and filed Form S-8; 2010 and 2011 Incentive Stock Plan Registrations for $30M each with SEC.

    Prepared and filed Form S-1 for a $6.7M Preferred Stock offering.

    Conducted Board of Director and Audit Committee Meetings. Prepared earnings press release.

    Implemented reverse stock split and prepared and filed Form 14C annual proxy statement with SEC.

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    BERKSHIRE BLANKET HOLDINGS, INC. Ware, MA (Private Equity) 2007 - 2009$110Minternational designer and wholesale distributor of blankets and home textile products.

    Chief Financial Officer

    Recruited by private equity firm to lead Finance, IT and HR functions. Responsible for all financial reporting,business planning, IT, HR, treasury, banking, legal, risk management, taxation and operational logistics.

    Refinanced $31M revolving line of credit and $30M term loan with banks.

    Implemented Lawson ERP system that improved management reporting and lowered chargeback expenses. Consolidated warehousing & distribution operations with third party logistics operator.

    Formed and hired in-country China factory sourcing quality control operations team to ensure compliance withTarget, Wal-Mart, BJs, Costco, K-Mart, Kohls, Sams and other big-box retailer quality manufacturing criteria.

    LATEX INTERNATIONAL,Shelton, CT (Private Equity) 2006 - 2007$80Minternational manufacturer and distributor of latex foam mattresses and pillows.Chief Financial OfficerRecruited by CEO and private equity firm to lead Finance, IT and HR functions. Responsible for all financialreporting functions, business planning, IT, HR, treasury, banking, legal, risk management and taxation.

    Obtained $750K Connecticut Department of Public Utility Corporation Energy Grant.

    Secured favorable tax ruling on appeal for $130K and $3K from Connecticut Department of Taxation.

    Negotiated multi-year purchase hedge contracts for electric, gas and latex material to reduce expenses $1.5M. Restructured Finance, IT and HR departments to lower operating costs and improve efficiencies.

    Implemented LEANmanufacturing and finance procedures throughout manufacturing plant.

    Incorporated standard cost and perpetual inventory accounting into Microsofts Great Plains ERP system.

    Negotiated a two-year property insurance coverage agreement resulting in $50K per annum in savings.

    Established redundant mirror image disaster recovery back-up systems and procedures.

    Replaced 401(k) plan administrator to improve plan investment returns.

    ARC INTERNATIONAL NORTH AMERICA,New York, NY (Private) 2004 - 2006$500Minternational dinnerware, crystal and industrial glassware manufacturer, retailer and wholesaler (Mikasa).Chief Financial Officer

    Recruited by CEO to lead turnaround for conglomerate experiencing financial distress. Developed cost reductionbusiness plan with CEO. Led team of 80 with accountability for finance functions in the areas of business planning,IT, HR, manufacturing, retail, treasury, US Customs, legal, risk management and taxation.

    Negotiated $75M revolving credit facility with Bank of America at LIBOR plus 1% and retired $37.5M of 9.0%senior term debt.

    Negotiated $40M sale-lease back financing with GE Capital.

    Monetized excess acreage on industrial landsite for $15M cash and $10M book gain in 2006.

    Instituted a tax strategy to utilize subsidiaries NOLs through the formation of a US holding company to provide$20M in lower tax payments over 5 years.

    Implemented defined benefit pension plan curtailment within 3 operating subsidiaries that contributed $4M to2005 earnings and reduced pension expense by $60M over following 10 years.

    Reduced 2005 operating expenses by $15M through the strategic restructuring of retail stores and reorganizationof accounting, tax, IT and HR functions into a shared services center.

    Established a $35M inventory reserve to dispose of discontinued, excess and slow-moving product.

    Drove and monitored $16M+ inventory liquidation in 2005.

    Implemented SAP ERP in 3 subsidiaries along with Hyperion and centralized payroll operations with ADP.

    Directed manufacturing Controller to establish revised standard costing system that yielded a $12M benefit.

    Manufactured various glassware products for the US Armed Services under government contracts.

    ACCLAIM ENTERTAINMENT, INC.,(NASDAQ. SC: AKLM) Glen Cove, NY 2000 - 2004$300Minternational interactive entertainment software developer and publisher.

    Executive Vice President & Chief Financial Officer

    Recruited by Co-Chairmen to lead turnaround for company experiencing financial distress. Developed a profitable,cash-flow positive, strategic business plan with Board of Directors and Co-Chairmen. Led international team of 60+with accountability for finance, IT, operations, HR, treasury, investor relations, legal, risk management and taxation.

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    Raised over $100M in several PIPE and convertible debt financings, and retired $50M of convertible bonds.

    Reduced fiscal 2001 operating expenses 45% or $91M through the strategic restructuring of the organization andthe implementation of company-wide expenditure controls.

    Engineered a business turnaround from a $131M annual loss in fiscal 2000 to an $8.4M annual profit in fiscal2001 which contributed to the Companys stock appreciation from $0.30 to $6.00 per common share.

    Upgraded information systems by implementing Oracle 11i ERP, Navision, Hyperion and a worldwide HRISinnovative hiring system (Employease) that reduced recruitment costs by $0.7M+ in 20022003.

    Implemented Sarbanes-Oxley internationally as well as IFRS compliance.

    LANTIS EYEWEAR CORPORATION, LLP,New York, NY (Private) 1998 - 2000$200Minternational sunglass and optical frame manufacturer, licensor and wholesaler.

    (Tommy Hilfiger, Donna Karan, Ray-Ban)

    Senior Vice President Finance & Chief Financial Officer

    Hired by CEO to lead structural and organizational change for this privately held organization in preparation for IPO.Hired senior executives in IT, HR and finance and led change efforts throughout company. Managed staff of 30+employees. Reported directly to Majority Shareholder, Chairman and CEO.

    Directed successful acquisitions of a $20M optical frame manufacturer, $1.5M European warehouse and

    distribution firm and a $5M domestic manufacturer. Sponsored/installed J.D. Edwards enterprise-wide system, a $3.5M partnership with PWC.

    Collaborated with investment bank Merrill-Lynch and raised $550M for acquisition financing.

    Directed 7-month due diligence acquisition project in an unsuccessful bid at auction for the $450M Bausch &Lomb Ray-Ban sunglass division.

    Negotiated syndication of $72M senior secured revolving credit facility with PNC bank.

    CALVIN KLEIN, INC.,New York, NY (Private) 1997 - 1998$250Minternational apparel & accessory designer, manufacturer, wholesaler, retailer & licensor.

    Vice President Corporate ControllerRecruited by CFO to prepare Company for IPO. Global responsibility for finance, treasury, budgeting, informationtechnology and tax operations. Directed 5 Divisional VP Controllers as well as all Corporate financial and taxaccounting functions through a staff of 40+ employees. Reported to CFO.

    Implemented Balanced Scorecard strategic budgeting initiatives into companys annual planning. Developed foreign currency hedging policies, procedures, and derivative trades which minimized exposure on

    global royalty revenue and operating foreign currency exchanges.

    Led information technology project team in the successful design and installation of Lawson and Navisionenterprise system software, a $2.5M capital project partnership with Deloitte & Touche.

    Developed bank sponsored financing plan to monetize the projected royalty revenue proceeds of over 30worldwide licenses into a trust fund in lieu of an initial public offering.

    BAXTER INTERNATIONAL, LTD.,New York, NY (Private) 1991 - 1997$60Msports apparel manufacturer and wholesaler. Alexander Julian, Ron Chereskin and Henry Grethel.

    Vice President Finance and Operations

    Hired by CEO/Principal to lead the turnaround of this privately-held apparel manufacturer. Managed a team of 21+

    in finance, tax, accounting, IT, warehouse operations and HR. Designed, implemented and executed corporatestrategies to provide growth and profit improvement. Reported to CEO/Principal and Board of Director Investors.

    Planned and executed strategic restructuring of company operations resulting in a $2.4M turnaround.

    Established on-line cash management treasury operations.

    Implemented the use of barcode and EDI technology in warehouse operations and directed freight broker toconsolidate all international shipments that saved over $0.3M annually.

    Consolidated three warehouse and distribution facilities into one location saving over $0.5M annually.

    Developed and negotiated a $15M three-year sportswear apparel license with Jockey International, Inc.

    Developed and negotiated a $12M two-year design and manufacturing agreement with Lee Apparel.

    Installed IBM AS-400 and CAD/CAM systems that improved operational efficiency.

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    CRYSTAL BRANDS, INC.,NYSE,Southport, CT 1985 - 1991$1.0Binternational apparel & accessories manufacturer, licensor, wholesaler & retailer

    Lacoste, Izod, Gant, Evan Picone, Haspel, Monet and Trifari.

    Vice President Finance - Divisional ControllerAccessories Group

    Monet & Trifari Costume Jewelry & Handbags ($350M division) 1989 - 1991Assistant Corporate Controller (19851989)Recruited by CFO to launch IPO and establish corporate finance organization for this General Mills IPO/spin-off

    before being selected to merge the financial and administrative operations of $275M and $75M accessory businesses.

    Coordinated due diligence for acquisitions of $450M apparel business and $75M accessory business.

    Addressed key acquisition accounting issues, directed all SEC reporting, independent public auditor examinationsand negotiated and resolved acquisition agreement issues.

    Developed and implemented cost accounting, perpetual inventory and transfer pricing systems that integrateddomestic weaving mill with two Caribbean 807 manufacturing plants, saving $0.5 annually.

    Participated in bank covenant discussions for placement of $200M term-loan facility with bank consortium.

    Established company-wide uniform accounting principles and a common chart of accounts.

    Installed corporate LAN, FASTAR and FRx financial systems to report monthly divisional and consolidated

    operating results, forecasts and budgets uniformly throughout company. Negotiated agreements for Canadian distributor and Japanese license increasing sales $7M.

    TIGON CORPORATION, Stamford, CT(Private Equity) 1984 - 1985$4 M Telecommunications Company

    Vice President, Controller

    RAYMARK CORPORATION,NYSE,Trumbull, CT 1981 - 1984$350Minternational OEM & Aftermarket automotive parts manufacturer

    Assistant Corporate Controller & Treasurer (19821984)Director, Internal Audit(19811982)

    DELOITTE & TOUCHE, LLP, Stamford, CT 1975 - 1981

    International Public Accounting FirmSenior Audit Manager(United Parcel Service, R.H.Macys, Boehringer-Ingelheim and Litton Industries)

    EDUCATION

    Certified Public Accountant: New York and ConnecticutChartered Global Management Accountant:New York and ConnecticutMBA Finance:St. Johns University, New York, NYBA: Fairfield University, Fairfield, CT

    PROFESSIONAL & COMMUNITY AFFILIATIONS

    American Institute of Certified Public Accountants. Chartered Global Management Accountant.

    Connecticut Society of Certified Public Accountants.

    New York State Society of Certified Public Accountants.

    Financial Executives International.

    Member St. Stephen Catholic Church Finance Committee & Parish Council

    Director and TreasurerInternational Alliance for Children, Inc. - Adoption Agency.

    Adjunct Accounting ProfessorFairfield University and Western Connecticut State University.

    Cubmaster for Cub Scout Pack 164, Tashua School, Trumbull, CT.

    Financial AdvisorBoy Scouts of America; Eagle Scout.

    Trumbull Little League coach for boysbaseball and girls softballteams.