Chief Operating/Financial Officer

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Chief Operating/Financial Officer with 21 years experience looking for a Executive position.

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ROBERT CAPALBO 36 Pine Hill Drive, Upper Saddle River, NJ 07458 (201) 815-9373 [email protected] SUMMARY Senior executive officer for the Commercial and Investment Banking Industry comb ining the best experiences at GE Capital and Bank of America along with several years of crisis management engagements for middle market companies. Positions in cluded finance related roles, including auditing, risk analysis, new business de velopment and challenged credit resolve situations. Crisis management included r oles as a CFO/COO for private and public companies. Assessed, recommended and ex ecuted financing solutions for middle market companies. Executive Experience Summary Bank of America / Employed for 9 years / Consultant for 3 years GE Capital / Employed for 8 years / Consultant for 3 years SunTrust Bank / Employed 1 year ComVest Capital / Employed - Consultant 3 years Capital Transition Partners 3 years Nationally ranked number one (#1) in production for a GE Capital Commercial Fin ance unit during 1998-2001. As Senior Credit Policy Officer, initiated, authored, trained and taught Bank o f America commercial credit coursework, which included a unique credit scoring m odel which amplified those metrics which took quantitative and qualitative data, actively managing very dynamic portfolio companies. Experienced portfolio manager for middle market companies. Experienced transition consultant as CFO/COO for middle market (private and pub lic) companies. Managed the transition (CFO) of a Chapter 11 bankruptcy and its emergence of a publicly traded ($50 million) manufacturing company in less than a year. Successfully directed the banks exit of a $35 Million relationship due to chara cter issues, among other troubled company management responsibilities. Past board member involved in Fund raising campaigns for Project SOS, a non pro fit organization. Direct involvement with numerous companies with various crisis management objec tives, resulting in overall liquidation and/or turnaround of approximately $1 bi llion in bulk revenues. Executed forbearance, stand-still, receivership, bulk as set sales, (etc.) a number of work-out loan strategies, including Chapter 11 ban kruptcies, 363 Asset sales and ABC (assets for the benefit of creditor) transfer of assets through court system, among many other strategic and tactical methods of maximizing loan loss recovery. As Hedge Fund Portfolio manager and EVP for a $25 Million middle market public company, implemented a successfully turnaround. In, 12-15 months, a loss of ($5 Million) turned profitable in 2009-2010.

ROBERT CAPALBO

PAGE 2

ComVest Capital, Capital Transition Partners & AFP Imaging Corporation 2008 Present SVP, Director, EVP; West Palm Beach, FL, Elmsford, NY

Portfolio Manager, for $200 Million Senior Secured Lender (Debt/Equity Hedge Fu nd) Turned a $25 Million Distribution company around in 9 months (ComVest Portfolio Company) Negotiated a complex sale of Italian subsidiary company which led to financial turnaround Brought on seasoned Industry CEO to turn around and invest in a Portfolio compa ny Led portfolio company in two Letters of Interest (LOIs) purchase of Middle Mark et companies Designed both accretive cost and leveraged revenue synergies for growth acquisi tion Business acquisition due diligence projects Presently negotiating with equity sponsor a consolidation of four companies req uiring $15 Million of capitalization, combining senior ABL, Mezzanine along with Equity Sponsor funds. Capital Transition Partners, Jacksonville, Florida 2004 - 2008 Director Private company recapitalization for $100 Million catalog retailer, Jacksonvill e, FL Insurance compliance auditing, SE U.S. Market Business advisory, due diligence Business acquisition due diligence projects Financial advisor/arranger for debt and equity capital for middle market compan ies SunTrust Bank, Jacksonville, Florida Vice President 2003 - 2004

Portfolio manager 7-10 active portfolio accounts. New business development Challenged asset resolve solutions Bank of America, (formerly Fleet Capital) New York, New York Senior Vice President Executive Middle Market Commercial Finance 2002 - 2003

ROBERT CAPALBO GE Capital, NY, NJ, CT Senior Vice President

PAGE 3 1998 - 2002

New business executive for New York tri-state and New England markets, with U.S . transactions as deemed appropriate by management. National number (#1) one business producer nationally, $100 MM annual productio

n for $5-$20 Million ABL credit facilities. Extensive network of equity, advisory, legal and turnaround management firms in New York and New England. Capital Transition Partners, St. Petersburg, Florida 1996 - 1998 Director VP Finance & CFO (COO) for a $50mm public company, for an emerging Chapter 11 i n one year. Public company experience includes SOX compliance and GAAP accounting knowledge Bankruptcy and liquidation of $250 Million sub-prime auto loan portfolio Liquidation (bankruptcy) of HVAC company, A/R contractor loans Underwrote several middle market companies ($10-$100mm revenues). Bank of America, (formerly Barnett Bank) Jacksonville, Florida Senior Vice President / Senior Credit Policy Officer 1993 - 1996

Led and authored credit underwriting and compliance for commercial lending and auto dealer wholesale/floor-plan lending unit. Initiated first commercial credit scoring methodology which allowed timely acti on or reaction to both quantitative and qualitative metric designed systems, whi ch concentrates on both pier review along with change variance analysis. Directed bank to exit $35 million lending relationship primarily due to charact er issues and weak management. Part of $700 million acquisition due diligence for acquisition of auto leasing company Managed $100-$150 Million portfolio, full charge asset and P & L experience. Active in management of $10 billion indirect consumer lending portfolio, with a ged A/R management, re-writing of loans, and delinquency management of portfolio . MaxFax Services, Inc., Jacksonville, Florida 1991 - 1993 VP, CFO and Shareholder Crisis Management Company for Banks Provided full scale forbearance and secured lending loan work-out services for commercial loans ranging from $5 Million to $50 Million. Clients included Barnet t Banks, GE Capital and others.

ROBERT CAPALBO

PAGE 4 1990 - 1991

GE Capital, Naperville, Illinois Vice President

Pilot program launch and disbanding for Insurance specialty unit. National Data Products, Inc., Clearwater, Florida CFO/Board of Director/Shareholder 1989 - 1990

Experience as a full charge CFO for $50-$75 Million computer (supplies) distrib utor.

Bank of America, (formerly C & S Bank; Atlanta, Ga) Tampa, Florida 89 Senior Vice President

1984 - 19

Part of Regional Bank expansion, blending the culture, systems and processes in tegration of 1985 purchase of major Florida bank. Manager of commercial lending group, and equipment leasing finance producer in Florida Managed institutional trust and government banking specialties for underwriting of taxable and tax free municipal bonds (C & S, Trustee and Investor-Lender). GE Capital, Atlanta, Georgia 1980 - 1984 Field Auditor & Credit Analyst; ABL Lending & equipment finance/lease new busine ss

EDUCATION, AWARDS, LICENSES Bachelor of Science, in Accounting Major, with minor in Finance University of South Florida, Tampa, Florida Dale Carnegie Sales Training Six Sigma Green Belt Credentials Ex Professional Baseball and College Basketball Official Speak Easy (Coca Cola) Professional public speaking training Field Auditor Distinguished Accomplishments

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