Sales Executive

Kevin P. Bagby

**** ******** **., ******, **** 44256

Residence: 330-***-****) . Cellular: 216-***-****) .

**********@*******.***

CFO / Senior-Level Finance Executive

Finance Executive and Business Strategist with increasingly responsibility

experience as a financial executive in both public & private manufacturing

companies/divisions with $180 million to $1+ billion in annual revenues.

MBA, Finance.

Career Highlights

V Developed/led financial organizations for 3 public companies, including a

$1+ billion manufacturing organization.

V In-depth capital raising/financing experience - successfully structured 2

IPOs, a secondary offering, numerous bank facilities, and a public debt

market offering.

Corporate development strategist - structured, negotiated and completed 7

acquisitions totaling approximately $500 million to date. Additional

experience in numerous divestitures and consolidations.

Instituted the processes, systems and internal controls to comply with

SEC reporting requirements while improving the reliability and depth of

financial information for each company.

Strategic and Financial Management Competencies

. Strategic & Financial Planning

. Capital Raising

. Treasury / Cash Management / FX

. Budgeting / Forecasting / Reporting

. Financial Analysis / Variance Analysis

. General & Cost Accounting

. Acquisitions & Divestitures

. Due Diligence / Acquisition Integration

. Internal Controls & Procedures

. SEC Compliance

. Sarbanes-Oxley Compliance

. Tax Planning & Compliance

. Risk Management

. Process & Productivity Improvement

. Capacity / Product Rationalization

. IT System Selection & Implementation

. Board Presentations

. Investor Relations

Professional Experience

Shiloh Industries, Inc.-Cleveland, OH-2008 to 2011

(full service manufacturer of engineered welded blank, complex stampings

and modular assemblies for the automotive, heavy truck and other industrial

markets with $700 million in annual sales)

Vice President / Chief Financial Officer

Provide leadership and vision for the finance activities, purchasing and

supply chain management and information technology function for a public

company with 9 location and 1100 employees. Supervise a 50-member

organization through 7 direct reports. Lead the M&A activities including

identification, business analysis, and valuation and post integration

efforts. Interface with the Board of Directors and board committees

regarding financial structure, business performance, compensation, and

corporate governance.

FreightCar America - Chicago, IL ? 2004 to 2008

(Leading manufacturer of aluminum-bodied railroad freight cars with $900+

million in annual sales to financial institutions, railroads and shippers)

Vice President / Chief Financial Officer / Secretary

Direct all finance and accounting activities for a public company with 5

locations and 1300 employees. Supervise a 25-member finance organization

through 6 direct reports. Manage financial analysis, accounting, reporting,

forecasting, budgeting, treasury, capital raising, banking, tax, SOX

compliance, investor relations, and external audit coordination. Develop

and maintain external reporting process and systems for compliance with SEC

requirements. Evaluate and advise on a wide range of issues such as

potential acquisitions, strategic alliances, capital purchases, major

contracts, and new products and programs. Make executive presentations to

the full

Kevin P. Bagby Page 2

Board of Directors, as well as the Audit Committee regarding financial

performance, annual budgets, capital structure, long range plans, and

acquisition/divestiture candidates.

Results:

. Instituted the necessary systems, processes and controls to prepare

for IPO. Led SOX 404 compliance project and developed the financial

reporting system and infrastructure to eliminate pre-existing material

weakness condition and obtain approval from auditors.

. Successfully structured and directed all actives related to a $185

million IPO and a secondary offering in 2005.

. Developed a finance staff capable of accurate and timely public

reporting.

. Created and implemented a cost accounting system.

Stoneridge, Inc. - Warren, OH ? 1995 to 2004

(Global designer and manufacturer of electronic components, modules and

systems with $650 million in annual sales to the automotive, commercial and

off-highway markets of the transportation sector; customers included auto

makers and large commercial vehicle assemblers in North America and Europe)

Vice President / CFO

Senior Finance Executive with responsibility for reporting (SEC, internal,

external), M&A activity, capital raising, treasury, risk management,

banking, tax planning, SOX compliance, and executive compensation planning.

Directed the corporate-wide strategic planning process. Implemented systems

and modified existing practices to keep pace with a rapidly changing

environment as company grew and then survived the 2001 economic downturn.

Managed finance and accounting staff of 75. Make executive presentations to

the full Board of Directors, as well as the Audit Committee regarding

financial performance, annual budgets, capital structure, long range plans,

and corporate development matters.

. Led team that identified and executed a cost reduction program which

increased cash flow $30 million.

. Structured a $200 million public debt offering and a $125 million IPO.

. Identified and evaluated acquisition targets. Orchestrated 6

acquisitions totaling $480 million in the U.S., Europe and Brazil and

led transition/integration teams.

. Reduced effective tax rate 32% by devising/implementing effective tax

strategies.

. Installed Hyperion reporting system for SEC, statutory and management

reporting.

Kelsey-Hayes - Romulus, MI ? 1990 to 1995

(Worldwide manufacturer of brake systems with $1+ billion in annual sales

to the "Big 3" auto makers)

Director of Business Analysis - Corporate (focus on acquisition and

divestiture activities) 1994-1995

Director of Finance - Foundation Brakes Group ($500 million/year; 9

facilities) 1991-1994

Controller - Steel Wheels Business Unit ($180 million/year; 2 facilities)

1990-1991

Promoted to Director level in less than two years with responsibility for

mid/long-term corporate planning and budgeting, financial policies and

procedures, reporting and analysis, costing and IT. Directed acquisition

and divestiture activities, including due diligence, product/business unit

rationalization, sourcing of acquisition targets and buyers, and

purchase/sale negotiations. Provided leadership and financial guidance to

business units and department managers on planning, budgeting and the

financial impacts of their decisions. Supervised staffs of 2-45.

. Orchestrated divestiture of non-core product lines generating $40

million in cash proceeds.

. Took over actuator product line divestiture project and effectively

marketed the business, resulting in sale for $24 million, which was

$20+ million over expected proceeds.

. Reduced operating costs $7 million annually by implementing a capacity

rationalization program and eliminating two facilities.

. Rationalized manufacturing capacity from 3 to 2 facilities, resulting

in $3 million in annual cost savings for the Steel Wheels business

unit.

. Directed the development and implementation of aggressive cost

reduction programs that reduced operations costs by nearly $22 million

for the Foundation Brakes Group.

Kevin P. Bagby Page 3

Earlier experience:

Controller - Planning and Reporting ? General Tire, Akron, OH ? 1989-1990

Business Planning Dir. / Increasingly responsible finance positions ? Abex

Corporation, Winchester, VA ? 1979-1989

Education / Additional

George Mason University - Fairfax, VA

Master of Business Administration, Finance

Kent State University - Kent, OH

Bachelor of Business Administration, Finance

Executive Education at Harvard Business School

Member - Financial Executives International (FEI)

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