Randall Gort

Work History

Work History
2009 - Present

CEO/Equity Member

e360group, llc.

Venture Capital firm focusing on healthcare, information technology, energy/green technology and consumer products

▪ Responsible for administrative functions of 14 member organization

▪ Partner with multiple venture capitalists and angel investors, Conduct due diligence and strategically analyze and contribute to our clients’ competitive positioning, sales and marketing strategy, corporate governance, capital structure, strategic relationships, working capital, intellectual property portfolios, general management and other aspects of client’s legal and business condition; Serve on client’s board of directors; Provide interim management functions

▪ Successfully returned to e360 and its partners significant returns on their investment by restructuring and revitalizing our clients, increasing their revenue, expanding their market opportunities and growth, providing new capital, strategic relationships and improved competitive and intellectual property positioning;

▪ Representative accomplishments included restructuring business plan for a medical software company and a niche beverage company resulting in third party investment; Structuring multiple special purpose entities for owing and operating alternative energy (solar) installations, including drafting PPAs, EPCs and Operating Agreements. Locating third party financing for an environmental materials manufacturer and multiple commercial and governmental alternative energy installations; Locating appropriate strategic partners for two educational software companies and restructuring the capital/governance structure for one of them; Locating and qualifying Asian manufacturing facilities for a computer device company; Locating new customers for a medical software company and licensing unused intellectual property for same customer.

1997 - 2009

CAO/CLO

WorldGate Communications, Inc.

▪ Senior member of CEO’s Executive Leadership Team; Served as company Secretary and Coordinator for company Board of Directors;

▪ Managed corporate and administrative affairs including legal, regulatory compliance/reporting, investor relations, finance, accounting, public relations and human resources; Served as “second chair” to the CEO in the management of all other business units; Co-developed all strategic initiatives with CEO; Represented company as its spokesperson at several industry, community and financial events;

▪ Prepared board briefing packages; Represented management at board’s audit, compensation and governance committee meetings; Resolved significant interested party/governance issues; Reported on and obtained consensus for all corporate and administrative matters; Provided analysis and reporting to ensure informed board decisions;

▪ Created regulatory compliance and ethical standards programs; Responsible for compliance and reporting functions including SEC, DOC, FTC, FCC and DOJ; Maintained positive compliance status with all authorities;

▪ Negotiated and closed multiple private placements totaling over $100M before taking WorldGate public with an over-subscribed IPO and an additional $120M in capital;

▪ Negotiated beneficial sourcing and distribution agreements for the company with entities having considerably more negotiating leverage and built coalitions externally and internally to deliver upon organizational goals;

▪ Substantially contributed to Company’s revenue by negotiating and implementing a strategic joint venture with multi-million dollar returns for participants (which included the four market leaders in the cable television industry;) Same joint venture also expanded company’s market opportunity and provided a competitive foothold with our major customers;

▪ Designed and managed intellectual property programs to safeguard company assets; Implemented an extensive technology/ media licensing program, which generated multimillion dollar recurring license fees; Secured intellectual property valued at several million dollars; Successfully licensed unused intellectual property generating over $4M cash;

▪ Provided optimal sourcing and channel management by locating appropriate strategic partners both on the sourcing and distribution sides of the business to further reduce costs and expand market opportunities; Also secured additional capital for the company from some of these strategic partners;

▪ Led multimillion dollar exposure litigation efforts; Successfully resolved legacy litigation with no liability to company; Successfully resolved litigation with largest customer; Maintained company in “claim free” status; Established terms and conditions, procedures and standards to minimize risks and uncertainties;

▪ Negotiated workout of $11M convertible debt with secured lender (the company’s largest creditor);

▪ Negotiated and closed a successful sale of a controlling interest in the company to a telecommunications market leader (which sale required the resignation of the current senior management team);

▪ Reduced operating expenses by over 50% and doubled available cash by reengineering the inventory management and receivables collection process and implementing multiple process improvement initiatives; Negotiated reduced payment workouts with major creditors where appropriate to further reduce expenses and outstanding debt;

▪ Provided direction and oversight on all financial, budgetary, and accounting issues; Directed successive quarters of financial performance that exceeded analysts’ and market expectations

1994 - 1997

Business Advisor/Retained Counsel

Senior Business Advisory Engagement

▪ Served as Chief Legal Officer/Retained Counseland Business Consultant to multiple clients including Commodore International (retained by Trustee after bankruptcy filing), General Instruments (NASDAQ), Integrated Circuit Systems (NASDAQ), WorldGate Communications (prior to joining their executive team full-time) and others; Advised senior management on strategic issues, process improvement, business development and other potential growth opportunities, as well as regulatory and legal concerns; Structured transactions and negotiated and drafted multiple agreements;

▪ Representative accomplishments included negotiating and drafting agreements providing for a "turn-key" television distribution system in Saudi Arabia which provided client with a major revenue opportunity; Forming a new Video-On-Demand service business, including the acquisition of the required exhibition rights for films from major film studios; Successfully resolving legacy regulatory investigation; Successfully disposing of bankruptcy assets; Implementing multiple employee benefit plans that substantial improved the benefits offered and reduced cost to client by over 30%

1987 - 1994

Co-General Counsel

Commodore International Ltd.

▪ Co-managed company’s legal affairs with the company’s tax counsel; Served as an executive board member/officer for multiple domestic and foreign entities, including six months as interim general manager of company’s French subsidiary; Responsible for governance for over forty separate worldwide corporate entities;

▪ Representative accomplishments include leveraging appropriate strategies to reduce effective tax rates by 54%; Securing appropriate strategic partners and successfully negotiating appropriate agreements to acquire suitable and cost effective rights to the operating system software and auxiliary applications required for our product offerings; Effectively piloting international plant reorganizations and closures, including negotiations with governments and labor unions in France, Germany and Hong Kong, minimizing the resulting financial exposure; Managing Far East procurement process to minimize risk and ensure optimal terms of supply; Developing and enforcing intellectual property rights worldwide to successfully mitigate the effects of software pirating; Negotiating and closing multiple multinational, and multimillion dollar credit facilities

1982 - 1987

General Counsel, FACTRON

Schlumberber Ltd.

$1B+ NYSE listed information technology services company with worldwide operations.

▪ General Counsel Factron ($50 million subsidiary of Schlumberger Ltd.); Started as a Sr. Attorney, Schlumberger Well Services and was promoted to Factron’s GC after first year of service; Managed legal affairs for Factron’s operations in U.S. and U.K.;

▪ Representative accomplishments include streamlining inefficient, unregulated operations; Establishing first in-house legal department; Establishing profitable government contracts program; Successfully resolving international human relations litigation, eliminating significant exposure for the company; Initiating intellectual property evaluation and protection programs, increasing company’s value, which ultimately resulted in the successful sale of the business

Education

Education

B.S.

University of Minnesota

J.D.

William Mitchell College of Law

Bar Admissions

Pennsylvania, New York, Minnesota,

United States Patent & Trademark Office (USPTO

Executive Biography

Executive Board Member / C Level Officer

Randall Gort is a results-oriented Senior Executive with extensive worldwide business management experience across multiple sectors and industries. He is known for his proven abilities as the creator and driver of effective strategies and business plans that have consistently delivered, and improved upon, the desired results, and importantly, within the required budgetary constraints. His cross training and experience in general business, technology and law affords his ability to effectively assess business issues from a cross-functional perspective and devise comprehensive and innovative solutions with practical, value-added results. This is complemented by his ability to draw from a diverse background and industry experience. Randall has had leadership and management responsibility for operations, finance, regulatory compliance and reporting, legal, investor and public relations, sales and marketing, distribution, real estate, human resources, and project management. He has served on the Executive Board and been a key strategic advisor to the senior management teams in the semiconductor, electronics, information technology services, cable, media, consumer goods and medical products industries. He also has a track record of motivating and leading people without quelling their entrepreneurial spirit, while still establishing the required processes and discipline to achieve success. He places an importance on employee development, training, performance review and reward processes to maximize staff engagement, retention, and the overall value of human capital.

Randall’s representative accomplishments include the development and implementation of a strategic joint-venture with multi-million dollar returns, private placements totaling over $100 million, negotiation and procurement of multi-million dollar credit facilities in Asia, completion of a substantially oversold IPO, and business restructurings resulting in a 50% reduction in operating expenses and substantially streamlined processes. In addition, he has structured a tax effective corporate governance organization with over 40 worldwide corporate entities, negotiated and structured successful multi-million dollar licensing transactions, and efficiently shut down a multi-million software pirating organization. His background also includes the negotiation, design and implementation of a national television distribution system in Saudi Arabia, and the construction and start-up of multiple consumer goods and medical products manufacturing facilities in Canada, Europe and South America.

Randall received his JD from William Mitchell College of Law, and his BS from the University of Minnesota, where he majored in Electrical Engineering. He is conversational in both Spanish and French.

Languages

English, Conversational Spanish and French

Summary

Randall Gort

Bryn Mawr, PA 19010,

randall.j.gort@gmail.com – www.linkedin.com/rjgort

♦ Ability to Apply Diverse Background and Experience to Deliver Timely Results with Quantifiable Returns ♦ ♦ Ability to Rapidly Assess and Understand the Current Landscape and the Associated Issues and Opportunities ♦ ♦ Ability to Develop, Communicate, and Implement Strategic Vision and Change ♦

Education includes degrees in law and engineering; Functional experience has included direct management of legal, finance, accounting, regulatory compliance and reporting, business development, operations, procurement, distribution, sales and marketing, customer support, human resources, investor and public relations, real estate, and other business functions, domestically and internationally; Industry experience has included television, telephone, Internet and other media, consumer electronics, consumer soft goods (adhesive and magnetic tapes,) computer hardware and software, information technology, medical devices, chemicals, retail and wholesale sales and distribution, manufacturing and consulting services; Skill set includes using this broad, “hands-on” background to analyze, understand and address issues with a unique cross-functional perspective, to devise strategic, targeted solutions that deliver cost-effective results; Innovative, resourceful and results-oriented leader with an ability to motivate and manage large and small teams in both mature and entrepreneurial organizations; Effective communicator, negotiator and facilitator across multiple environments and disciplines.

My background includes significant experience with the following:

 ▪ Securities, Private Placements, IPOs

▪ Complex Contract Negotiation and Drafting

▪ Regulatory Compliance, Risk and Litigation Management

▪ Intellectual Property Protection and Licensing

▪ Corporate Governance and Secretarial Function

▪ M&A, Joint Ventures and New Company Integrations

▪ Employee Benefits, Employment and Labor Law

▪ Outsourcing, Channel Management and Pricing

▪ Strategic and Financial Analysis and Planning

▪ Corporate Restructurings and Reorganizations