Sales Human Resources

RANDALL GORT

**** ********** ***** *******, ** **355

abnhdy@r.postjobfree.com 610-***-****

Strategic, Cost-Effective Legal Counsel Innovative Problem Solving

Practical, Multi-Disciplined, Multinational Business Administration

Senior Legal Executive with over fifteen years of diverse and successful management experience in legal, finance, regulatory

compliance and reporting, investor and public relations, business development, sales and marketing, distribution, operations,

customer support, engineering, human resources, real estate, and general business initiatives. Proven track record of assessing

problems from a cross-functional perspective and devising comprehensive, strategic and innovative solutions with practical, value-

added results. Effective negotiator and facilitator across multiple multinational business environments and disciplines. Resourceful,

results-oriented and cost-conscious leader with an ability to motivate and manage large and small teams in both mature and

entrepreneurial organizations. Significant expertise and background with the following:

M&A, Joint Ventures, Outsourcing Corporate Restructurings, Private Placements, IPOs

Regulatory Compliance & Reporting Risk and Litigation Management

Corporate Governance HR, Employee Benefits, Employment & Labor Law

Investor and Public Relations Sales, Marketing and Product Development

Operations, Procurement and Distribution Intellectual Property Protection & Licensing

Project & Process Management Strategic Analysis and Planning

Industry experience includes consumer electronics, retail and wholesale sales and distribution, television, telephone and other

media, electronics manufacture, Internet, computer hardware and software, information technology services, medical devices,

chemicals, and consumer goods.

PROFESSIONAL EXPERIENCE

WORLDGATE COMMUNICATIONS, INC. – Trevose, PA 1997 - 2009

International communication and entertainment products and services for internet, television and telephone markets.

Chief Legal & Administrative Officer

Senior member of Executive Leadership Team. Reported directly to Chairman and CEO; managed corporate and administrative

affairs including legal, regulatory compliance, investor relations, finance, accounting, public relations, business development, and

human resources. Served as “second chair” to the CEO in the management of all other business units and co-developed all strategic

initiatives with CEO. Analyzed and reported on company’s legal, financial and strategic position and developed recommendations and

plans to further the company’s success.

Served as Secretary and Coordinator for Corporate Board of Directors; assisted board in effective and insightful decision-making.

Implemented and controlled successful shareholder and public relations programs.

Resolved all internal corporate and administrative issues. Undertook continuous process improvement initiatives to increase

revenues, decrease costs, optimize performance, and improve overall results. Reduced operating expenses by over 50% and increased

available cash by reengineering the inventory management and receivables collection process. Negotiated reduced payment workouts

where appropriate to further reduce expenses.

Provided direction and oversight on all financial, budgetary, and accounting issues. Directed successive quarters of financial

performance that exceeded analysts’ expectations.

Created regulatory compliance and ethical standards programs. Responsible for compliance and reporting functions including

SEC, DOC, FTC, FCC and DOJ.

Negotiated and closed multiple private placements totaling over $100M before taking WorldGate public with an over -subscribed

IPO and an additional $120M in capital.

Formulated, negotiated and implemented a strategic, cross-industry joint venture, with multi-million dollar returns for

participants. Participants included the market leaders in the television industry.

Designed and managed intellectual property programs to safeguard company assets. Implemented an extensive technology/ media

licensing program, which brought in multi-million dollar licenses for the company.

Located appropriate partners and negotiated, drafter and closed agreements for worldwide marketing, distrib ution, purchasing,

outsourcing, M&A, licensing, consulting, employment and benefits, financings, debt restructuring and real estat e.

Led multi-million dollar litigation efforts; successfully resolved legacy litigation with no liability to company and mai ntained

company in “claim free” status. Negotiated workout of $11M convertible debt with secured lender.

Negotiated and closed a successful sale of a majority interest in the company to a telecommunications market leader.

EARLY CAREER EXPERIENCE

SENIOR BUSINESS ADVISORY ENGAGEMENTS 1994 - 1997

Chief Legal Officer / Retained Counsel / Business Consultant

Clients included Commodore International (retained by Trustee after bankruptcy), General Instruments, Integrated Circuit

Systems, and WorldGate Communications (prior to joining Executive Team full -time).

Advised senior management on strategic issues, process improvement, business development and other potential growth

opportunities, and regulatory concerns.

Structured transactions and negotiated, drafted, and implemented the appropriate contracts which resulted in disposition of assets,

resolution of liabilities, increased revenue and/or business development opportunities.

Major projects included the negotiation and drafting of agreements providing for a "turn-key" television distribution system in

Saudi Arabia and the formation of a new Video-On-Demand service business, including the acquisition of the required exhibition

rights for films from major film studios.

COMMODORE INTERNATIONAL LTD. – West Chester, PA 1987 - 1994

NYSE listed, $1B+ hardware/software retailer/distributor with operations in the Americas, Europe, and Asia.

Co-General Counsel

Reported to CEO and President; supervised general business and operations; co-managed company’s worldwide legal affairs with

the company’s tax counsel.

Served as an officer and director of many business units, including six months as interim general manager of company’s sales

subsidiary in France.

Responsible for governance for over fort y separate, concurrent, worldwide corporate entities; leveraged appropriate tax strategies

through worldwide corporate governance.

Supervised business development, evaluated potential opportunities and negotiated appropriate relationships. Managed

company’s efforts to acquire rights to suitable operating systems and auxiliary applications, as required for its product offerings.

Effectively piloted international plant reorganizations and closures including negotiations with governments and labor unions i n

France, Germany and Hong Kong, minimizing the resulting financial exposure.

Managed Far East procurement process to minimize risk and ensure optimal terms of supply.

Enforced intellectual property rights worldwide to successfully mitigate t he effects of software pirating.

Negotiated and closed multiple, multinational credit facilities.

SCHLUMBERGER LTD. – New York, NY 1982 - 1987

NYSE listed, $1B+ 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. Streamlined inefficient, unregulated operations.

Established in-house legal department; started and profitable government contracts program.

Successfully resolved international human relations litigation, eliminating significant exposure for the company.

Initiated intellectual property evaluation and protection programs, increasing company’s value, which ultimately resulted in the

successful sale of the business.

3M COMPANY – St. Paul, MN 1979 – 1982

NYSE listed, $1B+ global conglomerate.

Attorney

Counsel for the Medical Products, Dental Products, Surgical Products, Orthopedic Products and Electro -Mechanical Resources

divisions.

Negotiated and drafted worldwide joint venture, licensing and consulting agreements.

Participated in the negotiation, drafting and due diligence pr ocess for several acquisitions.

Managed the divisions' intellectual property program including trademarks, copyrights and patents.

EDUCATIONAL BACKGROUND

Juris Doctorate, William Mitchell College of Law - St. Paul, Minnesota

B.S., Electrical Engineering, University of Minnesota - Minneapolis, Minnesota

BAR ADMISSIONS

Pennsylvania, New York, Minnesota,

United States Patent & Trademark Office (USPTO)

LANGUAGES

English, Conversational Spanish and French

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