UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------
FORM 10-QSB
(mark one)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
- --- OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: March 31, 2003
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
- ---- OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
----------- -----------
Commission file number 000-16757
---------
CONCORD MILESTONE PLUS, L.P.
-------------------------------------------
(Exact Name of Small Business Issuer as Specified in its Charter)
Delaware 52-1494615
- ------------------------------- ------------------------------------
(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
200 CONGRESS PARK DRIVE
SUITE 103
DELRAY BEACH, FLORIDA 33445
- ---------------------------------------- ------------
(Address of Principal Executive Offices) (Zip Code)
(561) 394-9260
-------------------------
Issuer's Telephone Number
As of April 30, 2003, 1,518,800 Class A interests and 2,111,072 Class B
interests were outstanding.
Transitional small business disclosure format.
Yes No X
--- ---
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CONCORD MILESTONE PLUS, L.P.
(A LIMITED PARTNERSHIP)
BALANCE SHEETS
MARCH 31, 2003 (UNAUDITED) AND DECEMBER 31, 2002
Assets: March 31, 2003 December 31,2002
-------------- ----------------
Property:
Building and improvements, at cost $16,312,211 $16,248,673
Less: accumulated depreciation 8,591,146 8,431,139
----------- -----------
Building and improvements, net 7,721,065 7,817,534
Land, at cost 10,987,034 10,987,034
----------- -----------
Property, net 18,708,099 18,804,568
Cash and cash equivalents 1,062,753 1,005,152
Accounts receivable 122,505 173,001
Restricted cash 276,082 244,594
Debt financing costs, net 141,002 148,835
Prepaid expenses and other assets, net 55,116 66,082
----------- -----------
Total assets $20,365,557 $20,442,232
=========== ===========
Liabilities:
Mortgage loans payable $15,609,286 $15,675,953
Accrued interest 109,760 110,228
Deposits 97,597 92,394
Accrued expenses and other liabilities 278,633 286,382
Accrued expenses payable to affiliates 6,423 1,006
----------- -----------
Total liabilities 16,101,699 16,165,963
----------- -----------
Commitments and Contingencies
Partners' capital:
General partner (79,926) (79,802)
Limited partners:
Class A Interests, 1,518,800 4,343,784 4,356,071
Class B Interests, 2,111,072 - -
----------- -----------
Total partners' capital 4,263,858 4,276,269
----------- -----------
Total liabilities and partners' capital $20,365,557 $20,442,232
=========== ===========
See Accompanying Notes to Financial Statements
-2-
CONCORD MILESTONE PLUS, L.P.
(A LIMITED PARTNERSHIP)
STATEMENTS OF REVENUES AND EXPENSES
(UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
March 31, 2003 March 31, 2002
-------------- --------------
Revenues:
Rent $650,862 $672,901
Reimbursed expenses 141,480 121,868
Interest and other income 4,314 7,476
-------- --------
Total revenues 796,656 802,245
-------- --------
Expenses:
Interest expense 319,185 324,079
Depreciation and amortization 169,397 161,577
Management and property expenses 251,321 249,514
Administrative and management fees to related party 51,035 51,028
Professional fees and other expenses 18,129 20,126
-------- --------
Total expenses 809,067 806,324
-------- --------
Net loss $(12,411) $ (4,079)
======== ========
Net loss attributable to:
Limited partners $(12,287) $ (4,038)
General partner (124) (41)
-------- --------
Net loss $(12,411) $ (4,079)
======== ========
Loss per weighted average
Limited Partnership 100 Class A
Interests outstanding, basic & diluted $ (0.82) $ (0.27)
======== ========
Weighted average number of 100
Class A interests outstanding 15,188 15,188
======== ========
See Accompanying Notes to Financial Statements
-3-
CONCORD MILESTONE PLUS, L.P.
(A LIMITED PARTNERSHIP)
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
(UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 2003
General Class A Class B
Total Partner Interests Interests
----- ------- --------- ---------
PARTNERS' CAPITAL (DEFICIT)
January 1, 2003 $4,276,269 $(79,802) $4,356,071 $0
Net Loss (12,411) (124) (12,287) 0
---------- -------- ---------- -------
PARTNERS' CAPITAL (DEFICIT)
March 31, 2003 $4,263,858 $(79,926) $4,343,784 $0
========== ======== ========== =======
See Accompanying Notes to Financial Statements
-4-
CONCORD MILESTONE PLUS, L.P.
(A LIMITED PARTNERSHIP)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
March 31, 2003 March 31, 2002
-------------- --------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(12,411) $(4,079)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation and amortization 169,397 161,577
Change in operating assets and liabilities:
Decrease (increase) in accounts receivable 50,496 (8,851)
Decrease in prepaid expenses and other assets, net 9,409 22,240
Decrease in accrued interest (468) (434)
(Decrease) Increase in accrued expenses, deposits,
and other liabilities (2,546) 23,761
Increase (decrease) in accrued expenses payable to affiliates 5,417 (2,819)
---------- --------
Net cash provided by operating activities 219,294 191,395
---------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Property improvements (63,538) -
---------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in restricted cash (31,488) (24,345)
Principal repayments on mortgage loans payable (66,667) (61,805)
---------- --------
Net cash used in financing activities (98,155) (86,150)
---------- --------
NET INCREASE
CASH AND CASH EQUIVALENTS 57,601 105,245
CASH AND CASH EQUIVALENTS,
BEGINNING OF PERIOD 1,005,152 705,399
---------- --------
CASH AND CASH EQUIVALENTS,
END OF PERIOD $1,062,753 $810,644
========== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION:
Cash paid during the period for interest $ 319,653 $324,513
========== ========
See Accompanying Notes to Financial Statements
-5-
INDEPENDENT ACCOUNTANTS' REVIEW REPORT
To the Board of Directors of CM Plus Corporation, General Partner of
Concord Milestone Plus, L.P.
We have reviewed the accompanying balance sheet of Concord Milestone Plus, L.P.
(the "Partnership") as of March 31, 2003, and the related statements of revenues
and expenses, changes in partners' capital, and cash flows for the three month
periods ended March 31, 2003 and March 31, 2002. These financial statements are
the responsibility of the management of the Partnership.
We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.
Based on our reviews, we are not aware of any material modifications that should
be made to the accompanying interim financial statements referred to above for
them to be in conformity with accounting principles generally accepted in the
United States of America.
We have previously audited, in accordance with auditing standards generally
accepted in the United States of America, the balance sheet of the Partnership
as of December 31, 2002, and the related statements of revenues and expenses,
changes in partners' capital, and cash flows for the year then ended (not
presented herein); and in our report dated February 21, 2003, we expressed an
unqualified opinion on those financial statements. In our opinion, the
information set forth in the accompanying balance sheet as of December 31, 2002
is fairly stated, in all material respects, in relation to the balance sheet
from which it has been derived.
/s/ Ahearn, Jasco + Company, P.A.
AHEARN, JASCO + COMPANY, P.A.
Certified Public Accountants
Pompano Beach, Florida
May 5, 2003
-6-
CONCORD MILESTONE PLUS, L.P.
(A LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 2003
The accompanying financial statements have been prepared in accordance with
generally accepted accounting principles for interim financial information and
with the instructions to Form 10-QSB and Item 310 of Regulation S-B.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included. The
financial statements as of and for the periods ended March 31, 2003 and 2002 are
unaudited. The financial statements for the periods ended March 31, 2003 and
2002 have been reviewed by an independent public accountant pursuant to Item
310(b) of Regulation S-B and following applicable standards for conducting such
reviews, and the report of the accountant is included as part of this filing.
The results of operations for the interim periods shown in this report are not
necessarily indicative of the results of operations for the fiscal year. Certain
information for 2002 has been reclassified to conform to the 2003 presentation.
These interim financial statements should be read in conjunction with the annual
financial statements and footnotes included in the Partnership's financial
statements filed on Form 10-K for the year ended December 31, 2002.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
GENERAL
This Form 10-QSB and the documents incorporated herein by reference, if
any, contain forward- This Form 10-QSB and the documents incorporated herein by
reference, if any, contain forward-looking statements that have been made within
the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-
looking statements are based on current expectations, estimates and projections
about the Partnership's (as defined below) industry, management beliefs, and
certain assumptions made by the Partnership's management and involve known and
unknown risks, uncertainties and other factors. Such factors include the
following: general economic and business conditions, which will, among other
things, affect the demand for retail space or retail goods, availability and
creditworthiness of prospective tenants, lease rents and the terms and
availability of financing; risks of real estate development and acquisition;
governmental actions and initiatives; and environmental and safety requirements.
These statements are not guarantees of future performance and are subject to
certain risks, uncertainties and assumptions that are difficult to predict;
therefore, actual results may differ materially from those expressed or
forecasted in any such forward-looking statements.
-7-
ORGANIZATION AND CAPITALIZATION
Concord Milestone Plus, L.P., a Delaware limited partnership (the
"Partnership"), was formed on December 12, 1986, for the purpose of investing in
existing income-producing commercial and industrial real estate. The general
partner is CM Plus Corporation. The Partnership began operations on August 20,
1987, and currently owns and operates three shopping centers located in Searcy,
Arkansas; Valencia, California; and Green Valley, Arizona.
The Partnership commenced a public offering on April 8, 1987 in order to
fund the Partnership's real property acquisitions. The Partnership terminated
its public offering on April 2, 1988 and was fully subscribed to with a total of
16,452 Bond Units and 15,188 Equity Units issued. Each Bond Unit consisted of
$1,000 principal amount of Bonds and 36 Class B Interests. The Partnership
redeemed all of the outstanding Bonds as of September 30, 1997 with the proceeds
of three new fixed rate mortgage loans. Each Equity Unit consists of 100 Class A
Interests and 100 Class B Interests. Capital contributions to the Partnership
consisted of $15,187,840 from the sale of the Equity Units and $592,272 which
represent the Class B Interests from the sale of the Bond Units.
RESULTS OF OPERATIONS
COMPARISON OF THREE MONTHS ENDED MARCH 31, 2003 TO THREE MONTHS ENDED
MARCH 31, 2002
The Partnership recognized net a loss of $12,411 for the three months ended
March 31, 2003 as compared to a net loss of $4,079 for the same period in
2002.The change is primarily due to the following factors:
(i) A decrease in revenue of $5,589 or 0.7% to $796,656 for the three
months ended March 31, 2003 as compared to $802,245 for the three months ended
March 31, 2002. The net decrease is due to the following a) a decrease in base
rent collected by the Partnership of $22,039 due to the increase in vacancy in
the Green Valley and Valencia properties b) an increase of $19,612 in accrued
insurance and common area reimbursed expenses owed to the Partnership.
(ii) An increase in expenses of $2,743 or 0.3% to $809,067 for the three
months ended March 31, 2003 as compared to $806,324 for the three months ended
March 31, 2002. The net increase is primarily due to the following: a) an
increase in depreciation expense of $7,820 due to capital expenditures incurred
during 2002 and 2003 for roof replacement and tenant improvements at the
Valencia and Green Valley properties b) a decrease of interest expense of $4,894
due to the principal balance of the mortgages being reduced by the normal
monthly principal payments being made in accordance with the loan amortization
schedules.
LIQUIDITY AND CAPITAL RESOURCES
The General Partner believes that the Partnership's expected revenue and
working capital is sufficient to meet the Partnership's current and reasonable
future operating requirements for the next 12 months. Nevertheless, because the
cash revenues and expenses of the Partnership will depend on future facts and
circumstances relating to the Partnership's properties, as well as market and
other conditions beyond the control of the Partnership, a possibility exists
that cash flow deficiencies may occur.
-8-
During February 1999, the Partnership received notice from Abco, the
principal anchor tenant at the Green Valley Property, that Abco would not be
renewing its lease at the expiration of its term on July 31, 1999. Abco vacated
its space in May, 1999. This space represents about 20% of the Green Valley
Property's leaseable area. The Partnership retained several large regional real
estate brokerage firms to help market the space. In March 2003, a lease was
executed with Family Dollar, Inc. for 9,571 of the total square feet of 38,983,
formerly leased by Abco. A Safeway Supermarket being built near the Green Valley
Property has effectively negated the potential of a supermarket as a replacement
tenant for the former Abco tenant. The Partnership has not identified a
potential tenant for the remaining 29,412 square feet, and the Partnership does
not know what affect, if any, that this continuing vacant space will have on the
Green Valley Property, the other tenants, or the ability of the Partnership to
lease other vacant space at the Green Valley Property. In conjunction with the
Family Dollar lease the Partnership expects to spend approximately $300,000 for
renovations and replacing the roof of the former Abco building. The Partnership
will deliver the premises to Family Dollar once the renovation is completed.
Rent payments will commence one year after the delivery of the premises or
acceptance of the premises by Family Dollar. Currently, approximately $150,000
of the Partnership's working capital is being held in escrow in connection with
the refinancing by the holder of the first mortgage on the Green Valley Property
pending the resolution of the Abco vacancy. The Partnership is uncertain at this
point if this $150,000 working capital or a portion of it will or will not be
released as a result of the Family Dollar lease.
The Partnership has made distributions to its partners in the past.
Distributions were suspended after the second quarter of 1999 following the
departure of Abco from the Green Valley Property. Additionally, several capital
projects were undertaken and completed at the Properties. The Partnership will
evaluate the amount of future distributions, if any, on a quarter by quarter
basis. No assurances can be given as to the timing or amount of any future
distributions by the Partnership.
Management is not aware of any other significant trends, events, commitments
or uncertainties that will or are likely to materially impact the Partnership's
liquidity.
The cash on hand at March 31, 2003 may be used to fund (a) costs associated
with releasing the Abco space should the costs of releasing exceed the $150,000
already held in escrow by the Lender for this purpose and (b) other general
Partnership purposes.
Net cash provided by operating activities of $219,294 for the three months
ended March 31, 2003 included (i) a net loss of $12,411, (ii) non-cash
adjustments of $169,397 for depreciation and amortization expense and (iii) a
net change in operating assets and liabilities of $62,308.
Net cash provided by operating activities of $191,395 for the three months
ended March 31, 2002 included (i) a net loss of $4,079, (ii) non-cash
adjustments of $161,577 for depreciation and amortization expense and (iii) a
net change in operating assets and liabilities of $33,897.
Net cash used in investing activities of $63,538 for the three months ended
March 31, 2003 was for capital expenditure for property improvements.
No cash was disbursed for the three months ended March 31, 2002 for capital
expenditure for property improvements.
Net cash used in financing activities of $98,155 for the three months ended
March 31, 2003 include (i) principal repayments on mortgage loans payable of
$66,667 and (ii) an increase in restricted cash of $31,488.
Net cash used in financing activities of $86,150 for the three months ended
March 31, 2002 include (i) principal repayments on mortgage loans payable of
$61,805 and (ii) an increase in restricted cash of $24,345.
-9-
ITEM 3. EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES.
President and Treasurer Certifications. Immediately following the
"Signatures" section of this quarterly report are the certifications of the
President and Treasurer of the Partnership's General Partner required by Rules
13a-14 and 15d-14 the Securities Exchange Act of 1934 (the "Certifications").
This section of the quarterly report contains the information concerning the
evaluation of disclosure controls and changes to internal controls referred to
in the Certifications and this information should be read in conjunction with
the Certifications for a more complete understanding of the topics presented.
Disclosure Controls and Internal Controls. Disclosure controls are
procedures that are designed for the purpose of ensuring that information
required to be disclosed in the Partnership's reports filed under the Securities
Exchange Act of 1934 (such as this quarterly report), is recorded, processed,
summarized and reported within the time periods specified in the SEC's rules and
forms. Internal control are designed for the purpose of providing reasonable
assurance that the Partnership's transactions are properly authorized, recorded
and reported and that the Partnership's assets are safeguarded from improper use
to permit the preparation of the Partnership's financial statements in
conformity with generally accepted accounting principles.
Limitations on the Effectiveness of Controls. The Partnership's management,
including the President and Treasurer of the General Partner, does not expect
that the Partnership's disclosure controls or internal controls will prevent all
error and all fraud. A control system, no matter how well conceived and
operated, can provide only reasonable, not absolute, assurance that the
objectives of the control system are met. Because of the limitations in all
control systems, no evaluation of controls can provide absolute assurance that
all control issues and instances of fraud, if any, within the Partnership have
been detected. Further, the design of any control system is based in part upon
certain assumptions about the likelihood of future events, and there can be no
assurance that any design will succeed in achieving its stated goals under all
potential future conditions. Because of these inherent limitations in a
cost-effective control system, misstatements due to error or fraud may occur and
not be detected.
Changes to Internal Controls. In accordance with the SEC's requirements, the
President and the Treasurer of the General Partner note that, since the date of
their last evaluation, there have been no significant changes in internal
controls or in other factors that could significantly affect internal controls,
including any corrective actions with regard to significant deficiencies and
material weaknesses.
Conclusions regarding Disclosure Controls. Based upon the required
evaluation of disclosure controls, the President and Treasurer of the General
Partner have concluded that, subject to the limitations noted above, the
Partnership's disclosure controls are effective to ensure that material
information relating to the Partnership is made known to management, including
the President and Treasurer of the General Partner, particularly during the
period when the Partnership's periodic reports are being prepared.
-10-
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) EXHIBIT:
Number Description of Document
------ -----------------------
3.1 Amended and Restated Agreement of Limited Partnership of Concord
Milestone Plus, L.P. Incorporated herein by reference to Exhibit A
to the Registrant's Prospectus included as Part I of the
Registrant's Post-Effective Amendment No. 3 to the Registrant's
Registration Statement on Form S-11 (the "Registration Statement")
which was declared effective on April 3, 1987.
3.2 Amendment No. 1 to Amended and Restated Agreement of Limited
Partnership of Concord Milestone Plus, L.P., included as Exhibit 3.2
to Registrant's Form 10-K for the fiscal year ended December 31,
1987 ("1987 Form 10-K"), which is incorporated herein by reference.
3.3 Amendment No. 2 to Amended and Restated Agreement of Limited
Partnership of Concord Milestone Plus, L.P. included as Exhibit 3.3
to the 1987 form 10-K, which is incorporated herein by reference.
3.4 Amendment No. 3 to Amended and Restated Agreement of Limited
Partnership of Concord Milestone Plus, L.P. included as Exhibit 3.4
to the 1987 Form 10-K, which is incorporated herein by reference.
3.5 Amendment No. 4 to Amended and Restated Agreement of Limited
Partnership of Concord Milestone Plus, L.P. included as Exhibit 3.5
to the 1987 Form 10-K, which is incorporated herein by reference.
3.6 Amendment No. 5 to Amended and Restated Agreement of Limited
Partnership of Concord Milestone Plus, L.P. included as Exhibit 3.6
to Registrant's Form 10-K for the fiscal year ended December 31,
1988, which is incorporated herein by reference.
99-1 Certificationsby the principal executive officer, pursuant to
section 906 of the Sarbanes - Oxley Act of 2002.
99-2 Certificationsby the principal financial officer, pursuant to
section 906 of the Sarbanes - Oxley Act of 2002.
(B) REPORTS:
No reports on form 8-K were filed during the quarter covered by this Report.
-11-
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
DATE: May 14, 2003 CONCORD MILESTONE PLUS, L.P.
--------------- ----------------------------
(Registrant)
BY: CM PLUS CORPORATION
---------------------------
General Partner
By: /S/ Leonard Mandor
---------------------------
Leonard Mandor
President
By: /S/ Patrick Kirse
---------------------------
Patrick Kirse
Treasurer and Controller
-12-
CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Concord Milestone Plus, L.P. (the
"Partnership") on Form 10-QSB for the period ended March 31, 2003 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Leonard Mandor, President of CM Plus Corporation, the General Partner of the
Partnership, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002, that:
(1) I have reviewed this quarterly report on Form 10-QSB of Concord Milestone
Plus, L.P.;
(2) Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered in
this quarterly report;
(3) Based on my knowledge, the financial statements and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
quarterly report;
(4) The registrant's other certifying officer and I are responsible for
establishing and maintaining internal disclosure controls and procedures
(as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
we have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries is made known to us by others within those
entities, particularly during the period in which this quarterly
report is being prepared;
b) evaluated the effectiveness of the registrant's internal disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of our internal disclosure controls and procedures based
on our evaluation as of the Evaluation Date;
(5) The registrant's other certifying officer and I have disclosed to the
registrant's auditors and the audit committee of the registrant's board of
directors (or persons performing the equivalent function):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to
record, process, summarize and report financial data and have
identified for the registrant's auditors any material weakness in
internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal
controls; and
(6) The registrant's other certifying officer and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and material
weakness.
By: CM Plus Corporation,
General Partner
DATE: May 14, 2003 /S/ Leonard Mandor
-------------- --------------------------
Leonard Mandor
President
-13-
CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Concord Milestone Plus, L.P. (the
"Partnership") on Form 10-QSB for the period ended March 31, 2003 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Patrick Kirse, Treasurer and Controller of CM Plus Corporation, the General
Partner of the Partnership, certify, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, that:
(1) I have reviewed this quarterly report on Form 10-QSB of Concord Milestone
Plus, L.P.;
(2) Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered in
this quarterly report;
(3) Based on my knowledge, the financial statements and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
quarterly report;
(4) The registrant's other certifying officer and I are responsible for
establishing and maintaining internal disclosure controls and procedures
(as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
we have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries is made known to us by others within those
entities, particularly during the period in which this quarterly
report is being prepared;
b) evaluated the effectiveness of the registrant's internal disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of our internal disclosure controls and procedures based
on our evaluation as of the Evaluation Date;
(5) The registrant's other certifying officer and I have disclosed to the
registrant's auditors and the audit committee of the registrant's board of
directors (or persons performing the equivalent function):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to
record, process, summarize and report financial data and have
identified for the registrant's auditors any material weakness in
internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal
controls; and
(6) The registrant's other certifying officer and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and material
weakness.
By: CM Plus Corporation,
General Partner
DATE: May 14, 2003 /S/ Patrick Kirse
-------------- --------------------------
Patrick Kirse
Treasurer and Controller
-14-
CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Concord Milestone Plus, L.P. (the
"Partnership") on Form 10-QSB for the period ended March 31, 2003 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Leonard Mandor, President of CM Plus Corporation, the General Partner of the
Partnership, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:
(1) The Report fully complies with the requirements of Section 13(a) or 15(d)
of the Securities Exchange Act of 1934, as amended; and
(2) The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the issuer.
By: CM Plus Corporation,
General Partner
DATE: May 14, 2003 /S/ Leonard Mandor
-------------- ---------------------------
Leonard Mandor
President
-15-
CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Concord Milestone Plus, L.P. (the
"Partnership") on Form 10-QSB for the period ended March 31, 2003 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Patrick Kirse, Treasurer and Controller of CM Plus Corporation, the General
Partner of the Partnership, certify, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the
best of my knowledge:
(1) The Report fully complies with the requirements of Section 13(a) or 15(d)
of the Securities Exchange Act of 1934, as amended; and
(2) The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the issuer.
By: CM Plus Corporation,
General Partner
DATE: May 14, 2003 /S/ Patrick Kirse
-------------- ----------------------------
Patrick Kirse
Treasurer and Controller
-16-
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
DATE: May 14, 2003 CONCORD MILESTONE PLUS, L.P.
------------------ ----------------------------
(Registrant)
BY: CM PLUS CORPORATION
----------------------------
General Partner
By:
----------------------------
Leonard Mandor
President
By:
----------------------------
Patrick Kirse
Treasurer and Controller
CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Concord Milestone Plus, L.P. (the
"Partnership") on Form 10-QSB for the period ended March 31, 2003 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Leonard Mandor, President of CM Plus Corporation, the General Partner of the
Partnership, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002, that:
(1) I have reviewed this quarterly report on Form 10-QSB of Concord Milestone
Plus, L.P.;
(2) Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered in
this quarterly report;
(3) Based on my knowledge, the financial statements and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
quarterly report;
(4) The registrant's other certifying officer and I are responsible for
establishing and maintaining internal disclosure controls and procedures
(as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
we have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries is made known to us by others within those
entities, particularly during the period in which this quarterly
report is being prepared;
b) evaluated the effectiveness of the registrant's internal disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of our internal disclosure controls and procedures based
on our evaluation as of the Evaluation Date;
(5) The registrant's other certifying officer and I have disclosed to the
registrant's auditors and the audit committee of the registrant's board of
directors (or persons performing the equivalent function):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to
record, process, summarize and report financial data and have
identified for the registrant's auditors any material weakness in
internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal
controls; and
(6) The registrant's other certifying officer and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and material
weakness.
By: CM Plus Corporation,
General Partner
DATE: May 14, 2003
-------------- ----------------------------
Leonard Mandor
President
CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Concord Milestone Plus, L.P. (the
"Partnership") on Form 10-QSB for the period ended March 31, 2003 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Patrick Kirse, Treasurer and Controller of CM Plus Corporation, the General
Partner of the Partnership, certify, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, that:
(1) I have reviewed this quarterly report on Form 10-Q of Concord Milestone
Plus, L.P.;
(2) Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered in
this quarterly report;
(3) Based on my knowledge, the financial statements and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
quarterly report;
(4) The registrant's other certifying officer and I are responsible for
establishing and maintaining internal disclosure controls and procedures
(as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
we have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries is made known to us by others within those
entities, particularly during the period in which this quarterly
report is being prepared;
b) evaluated the effectiveness of the registrant's internal disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of our internal disclosure controls and procedures based
on our evaluation as of the Evaluation Date;
(5) The registrant's other certifying officer and I have disclosed to the
registrant's auditors and the audit committee of the registrant's board of
directors (or persons performing the equivalent function):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to
record, process, summarize and report financial data and have
identified for the registrant's auditors any material weakness in
internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal
controls; and
(6) The registrant's other certifying officer and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and material
weakness.
By: CM Plus Corporation,
General Partner
DATE: May 14, 2003
-------------- ----------------------------
Patrick Kirse
Treasurer and Controller
CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Concord Milestone Plus, L.P. (the
"Partnership") on Form 10-QSB for the period ended March 31, 2003 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Leonard Mandor, President of CM Plus Corporation, the General Partner of the
Partnership, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:
(1) The Report fully complies with the requirements of Section 13(a) or 15(d)
of the Securities Exchange Act of 1934, as amended; and
(2) The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the issuer.
By: CM Plus Corporation,
General Partner
DATE: May 14, 2003
-------------- ---------------------------
Leonard Mandor
President
CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Concord Milestone Plus, L.P. (the
"Partnership") on Form 10-QSB for the period ended March 31, 2003 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Patrick Kirse, Treasurer and Controller of CM Plus Corporation, the General
Partner of the Partnership, certify, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the
best of my knowledge:
(1) The Report fully complies with the requirements of Section 13(a) or 15(d)
of the Securities Exchange Act of 1934, as amended; and
(2) The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the issuer.
By: CM Plus Corporation,
General Partner
DATE: May 14, 2003
-------------- -----------------------------
Patrick Kirse
Treasurer and Controller