Management Manager

ROGER M. ROSS

Finance and Accounting Executive

**** ********* ****, *** *** ( Orlando, FL 32819

407-***-**** abi6gf@r.postjobfree.com

EXPerienced Executive with proven successes in financial and accounting

operations, asset management, analysis, strategic planning, problem

solving, due diligence on proposed transactions and implementation of

systems to safeguard assets, enhance financial reporting, improve

productivity and control cost.

. Strategic Planning and Execution

. Negotiate and Structure Credit Facilities

. Debt Restructuring

. Tax Planning

. System Implementation

. Consolidated Financial Reporting

. Financial Modeling (Forecasting and Budgeting)

. Direct Treasury Management Activities

. Due Diligence and Representation on Proposed Transactions

. Regulatory Compliance

EDUCATION and CREDENTIALS

B.B.A., Bachelor of Business Administration and Post Graduate Completion of

State of Florida Additional Accounting Requirements ( Stetson University (

DeLand, Florida ( 1982 - 1988

CPA License ( State of Florida Board of Accountancy ( Nov 1988 (Passed Exam

on Initial Sitting) (Inactive Status)

Skilled in Excel (PivotTables, Charts, Financial Modeling), Word,

PowerPoint (Boardroom and M&A Transaction Presentations) and Access

AS/400, IBM eServer, Windows NT, Novell, Great Plains, Proprietery Software

Applications, Innovative, McLeod

Career Achievements

Ross Consulting Services, LLC

Orlando, FL

Managing Member/President ( 2009 - Current and 1996 - 1999

< Providing strategic CFO, accounting and risk management services to

privately-held business owners and directors operating in various

industries including agriculture, construction, insurance,

manufacturing, real estate, service companies, trade associations and

transportation enterprises.

. Performed M&A accounting system integration services for a multi-

location/fleet transportation enterprise to enhance internal and

external financial reporting at division and location levels.

Provided interim CFO and restructure services. Appointed as a court

approved financial advisor in a Chapter 11 reorganization. Secured

DIP financing, developed financial models to determine non-

performing divisions, eliminated $22MM in debt, and stabilized

cash flow during the reorganization. Worked with owners and

directors on a successful Chapter 11 exit strategy via a 363 asset

sale

. Assiting early stage alternative energy company (tire conversion)

with due diligence on China based process manufacturer including

viability study, business plan, financial modeling and capital

raising/structure

. Assisted VC firm in due diligence and strategic planning to acquire

a $25MM satellite services operation

. Provided CFO services for a clothing manufacturer in the

promotional product industry. Secured $3MM working capital line

and increased credit limits with major material suppliers.

Collaborated with VP's of manufacturing and sales to improve

production facility processes. Recommended and implemented a new

ERP software system which resulted in increased sales by 40% and

margins by 15%

. Providing asset manager services for owner of a 106,000 sq ft

commercial office building which responsibilities include providing

strategic guidance to leasing agent and property manager by

communicating owner's preferred lease agreement terms, lease

agreement review and approval, CAPEX approvals and preparation of

annual budget

Roger M. Ross Page 2

Oakley Groves, Inc. and Subsidiaries

Lake Wales, Fl

Chief Financial Officer and Risk Manager ( 1999 - 2008

< Responsible for directing the finance, accounting and IT operations of a

privately held multi-divisional group of companies with holdings in

excess of $100MM. The Companies operating divisions consist of citrus

operations, transportation services and real estate activities with

annual revenues in excess of $125MM. Responsible for the development and

management of various risk management programs to safeguard company

assets from inherent operational risk and market volatility. Directed

the financial reporting activities including the preparation/review of

monthly financial statements for multiple entities and preparation of

consolidated financial statements, supplementary data and disclosures on

a quarterly and annual basis.

o Finance and Treasury Management

. Obtained, structured and negotiated terms for $11MM in working

capital credit facilities

. Implemented an on-line treasury management program and

directed/performed daily treasury management processes to

mitigate interest cost while meeting operational cash flow needs

. Secure and negotiate terms of credit facilities utilized for the

acquisition of rolling stock (equipment) amounting to $10MM

annually

. Worked with Operations and Sales executives to forecast/budget

annual cash flows provided by operations and monitor actual

results on a continuous basis to determine compliance with

lenders financial covenants. Report favorable and unfavorable

variances to senior management and propose recommendations for

improving cash flow

. Recommended and performed recapitalization of the companies and

reduced annual debt service by $750M

. Secured $15.5MM in non-recourse financing for the acquisition of

a commercial office building

. Obtained $7.5MM credit facility for facilitating acquisition of

property and financing of DRI (Development Regional Impact)

project cost

. Secured $3.1MM credit facility for facilitating Toll Processing

and Storage Agreement for 7.5MM p.s. of FCOJ

o Asset and Risk Management

. Worked directly with juice plant to ensure compliance of a toll

processing and storage agreement for 7.5MM pounds solids of FCOJ.

Entered into Bailment agreement to safeguard $6MM investment in

FCOJ. Provided senior management with blending scenarios,

pricing assumptions and carry cost analysis to develop strategic

plan for liquidation of investment in FCOJ. Utilized FCOJ

futures contracts to hedge price and facilitate sale of the

investment

. Performed due diligence and worked with legal counsel and

engineers on proposed transactions including $22MM acquisition of

3,500 acres of citrus groves and packing house facility

. Successfully implemented and managed a workers' compensation

claim review and settlement process resulting in $1.4MM reduction

in claim cost over an eight year period

. Represented senior management and worked with legal counsel in

negotiating settlements of all litigated workers' compensation,

auto liability and general liability claims

. Initiated comprehensive review of internal control systems and

developed/enhanced procedures and controls to minimize the

likelihood of errors or irregularities occurring in finance and

accounting operations. Main areas of focus included cash,

receivables, inventories, accounts payable, payroll and

reporting.

. Represented owners of the company on 120+ acre DRI project by

coordinating activities with legal counsel, engineers and CPAs

including strategic planning, review of agreements, tax planning

and financial reporting. Successfully obtained entitlements for

900,000 sq ft of retail space which resulted in a sale of the

investment property amounting to $32MM

. Performed lead role by working with a commercial realty broker on

the timely identification of 1031 like-kind exchange properties

and directly negotiated the purchase agreement of a $19.5MM

commercial office building. Successful in deferring a $7MM

income tax liability to the company and reducing the purchase by

$500M through negotiating techniques

Roger M. Ross Page 3

o Asset and Risk Management (Continued)

. Evaluated property and casualty coverage as compared to inherent

risk associated with operations to determine if limits are

appropriate, coverage gaps exist, and level of risk retention is

acceptable to senior management. Worked directly with insurance

agent and represent company in annual insurance renewal process

including negotiating of premiums and collateral requirements

. Analyzed and continuously monitored existing fuel surcharge (FS)

program to determine overall effectiveness during market

volatility. Identified certain significant customers with

inadequate FS programs and directly negotiated new programs

resulting in $500M annual contribution to bottom line profits

. Advised senior management on capital investment strategies based

on short-term and long-term corporate objectives. Performed due

diligence on investment broker performance and provided

recommendation.

o Financial Reporting, Accounting, Tax Planning and Corporate Matters

. Reported financial results, cash flow, forecast/budgets and

significant financial transactions to executive team and board of

directors. Provided input and guidance to senior management on

financial matters as they relate to strategic planning

initiatives

. Supervised finance and accounting operations with 6 direct

reports and 25+ accounting and admin staff

. Recommended purchase of software system to streamline

consolidation process and provide reliable and consistent

financial reports to owners and external users

. Initiated cost accounting reporting (Contribution Margin

Approach) for internal financial statements and mentored owners

and management on the use of these reports for analyzing variable

and fixed cost including projecting operational results based on

known KPI

. Developed key performance indicators (KPI), reliable estimates

and standardized cost for significant areas impacting the results

of operations

. Responsible for the preparation of monthly financial statements

for parent company and quarterly consolidated financial

statements. Prepared the annual consolidated financial report

including disclosures in accordance with GAAP

. Mentored controller and accountants on standard accounting

practices

. Recommended S-Corp election to owners and assisted CPAs in

determination of potential built-in gains tax. Recommended

formation of limited liability companies to owners to provide

personal income tax benefits

. Managed company asset disposition process to avoid built-in gains

tax liability

. Preparation of Deferred Income Tax and Income Tax Provision

schedules. Provide taxable income estimates to CPAs and perform

strategic planning with CPAs to minimize shareholder tax

liability

. Successfully negotiated and eliminated Florida Sales Tax audit

assessment resulting in a net refund

Osburn, Henning & Company, CPAs, P.A.

Orlando, FL

Auditing and Accounting Senior Manager ( 1988 - 1996

< Responsible for managing audits, providing accounting, advisory and

tax services for a regional CPA firm with a diverse client base

primarily located in Florida.

. Developed expertise in various areas including financial statement

analysis, accounting, corporate tax, financing and risk management

in multiple industries including agriculture, construction,

insurance, manufacturing, real estate, retail and transportation.

. Developed advisory skills and working relationships with a

multitude of business owners, corporate directors and management,

attorneys, insurance agents and other CPAs

. Managed staff accountants on audits and projects in various

industries including manufacturing, retail, agricultural,

transportation, construction, insurance and not-for-profit

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