United States Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-Q
[x] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the 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
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Commission File Number 33-89506
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BERTHEL GROWTH & INCOME TRUST I
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(Exact name of Registrant as specified in its charter)
DELAWARE 52-1915821
----------------------------- -----------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
701 Tama Street, Marion, Iowa 52302
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(Address of principal executive offices) (Zip Code)
(319) 447-5700
--------------------------------------------------
Registrant's telephone number, including area code
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
----- -----
Applicable Only to Corporate Issuers
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date.
Shares of Beneficial Interest - 10,541 shares as of April 14, 2003
BERTHEL GROWTH & INCOME TRUST I
INDEX
Part I. FINANCIAL INFORMATION PAGE
- ------------------------------ ----
Item 1. Financial Statements (unaudited)
Consolidated Statements of Assets and Liabilities -
March 31, 2003 and December 31, 2002 3
Consolidated Statements of Operations -
three months ended March 31, 2003 and March 31, 2002 4
Consolidated Statements of Changes in Net Liabilities -
three months ended March 31, 2003 and March 31, 2002 5
Consolidated Statements of Cash Flows -
three months ended March 31, 2003 and March 31, 2002 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 10
Item 3. Quantitative and Qualitative Disclosures About Market Risk 12
Item 4. Controls and Procedures 13
Part II. OTHER INFORMATION
- ----------------------------
Item 6. Exhibits 13
Signatures 14
Certifications 15
2
BERTHEL GROWTH & INCOME TRUST I
CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES (UNAUDITED)
March 31, December 31,
2003 2002
------------ ------------
ASSETS
Loans and investments (Note B) $ 7,670,127 $ 8,159,033
Cash and cash equivalents 1,305,113 1,125,133
Interest and dividends receivable 84,157 75,591
Deferred financing costs -0- 194,987
Other assets 24,036 3,349
------------ ------------
TOTAL ASSETS 9,083,433 9,558,093
------------ ------------
LIABILITIES
Accrued interest payable 67,927 267,328
Accounts payable and other accrued expenses 58,634 47,317
Due to affiliate 305 3,000
Deferred income 11,398 13,426
Distributions payable to shareholders 4,189,751 3,981,819
Debentures (Note C) 9,500,000 9,500,000
------------ ------------
TOTAL LIABILITIES 13,828,015 13,812,890
------------ ------------
COMMITMENTS AND CONTINGENCIES
NET LIABILITIES (equivalent to ($450.11) per share
at March 31, 2003 and ($403.64) per share
at December 31, 2002) $ (4,744,582) $ (4,254,797)
============ ============
Net liabilities consist of:
Shares of beneficial interest (25,000 shares
authorized; 10,541 shares issued
and outstanding) $ 1,536,862 $ 2,038,016
Accumulated net realized losses (5,394,395) (5,394,395)
Accumulated net unrealized losses (887,049) (898,418)
------------ ------------
$ (4,744,582) $ (4,254,797)
============ ============
See notes to consolidated financial statements.
3
BERTHEL GROWTH & INCOME TRUST I
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Three Months Ended
March 31, March 31,
2003 2002
--------- ---------
REVENUES:
Interest income $ 120,718 $ 137,019
Dividend income 62,866 103,190
Application, closing, and other fees 2,028 2,028
--------- ---------
Total revenues 185,612 242,237
--------- ---------
EXPENSES:
Management fees 58,034 69,416
Administrative services 6,400 9,600
Trustee fees 6,000 8,000
Professional fees 5,743 25,422
Interest expense 197,209 197,210
Other general and administrative expenses 205,448 17,303
--------- ---------
Total expenses 478,834 326,951
--------- ---------
Net investment loss (293,222) (84,714)
Unrealized gain (loss) on investments 11,369 (74,664)
--------- ---------
Net decrease in net assets $(281,853) $(159,378)
========= =========
Per beneficial share amounts:
Net decrease in net assets $ (26.74) $ (15.12)
========= =========
Weighted average shares 10,541 10,541
========= =========
See notes to consolidated financial statements.
4
BERTHEL GROWTH & INCOME TRUST I
CONSOLIDATED STATEMENTS OF CHANGES IN NET LIABILITIES
(UNAUDITED)
Three Months Ended Three Months Ended
March 31, 2003 March 31, 2002
-------------- --------------
Shares of Shares of
Beneficial Beneficial
Interest Amount Interest Amount
-------- ------ -------- ------
Net investment loss --- $ (293,222) --- $ (84,714)
Unrealized gain (loss) on investments --- 11,369 --- (74,664)
Distributions payable to shareholders --- (207,932) --- (207,932)
Net liabilities at beginning of period 10,541 (4,254,797) 10,541 (1,504,270)
------ ----------- ------ -----------
Net liabilities at end of period 10,541 $(4,744,582) 10,541 $(1,871,580)
====== =========== ====== ===========
See notes to consolidated financial statements.
5
BERTHEL GROWTH & INCOME TRUST I
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Three Months Ended
March 31, March 31,
2003 2002
----------- -----------
OPERATING ACTIVITIES:
Net decrease in net assets $ (281,853) $ (159,378)
Adjustments to reconcile net increase in net assets
to net cash flows from operating activities:
Amortization 194,987 11,110
Accretion of discount on debt securities (10,397) (10,399)
Unrealized loss (gain) on investments (11,369) 74,664
Changes in operating assets and liabilities
Loans and investments 510,672 (52,273)
Interest and dividends receivable (8,566) 3,509
Other receivables -0- 1,631
Other assets (20,687) (10,781)
Accrued interest payable (199,401) (199,400)
Accounts payable and other accrued expenses 11,317 (28,060)
Due to affiliate (2,695) 3,600
Deferred income (2,028) (2,028)
----------- -----------
Net cash flows from operating activities 179,980 (367,805)
----------- -----------
NET INCREASE (DECREASE) IN CASH 179,980 (367,805)
CASH AT BEGINNING OF PERIOD 1,125,133 1,631,387
----------- -----------
CASH AT END OF PERIOD $ 1,305,113 $ 1,263,582
=========== ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest $ 396,610 $ 396,610
Noncash financing activities:
Distributions payable to shareholders 207,932 207,932
See notes to consolidated financial statements.
6
BERTHEL GROWTH & INCOME TRUST I
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in accordance
with accounting principles generally accepted in the United States of America
for interim financial information and with the instructions to Form 10-Q and
Article 10 of Regulation S-X. Accordingly, they do not include all information
and footnotes required by generally accepted accounting principles for complete
financial statements and should be read in conjunction with the Trust's Form
10-K filed with the Securities and Exchange Commission for the year ended
December 31, 2002. In the opinion of management, all adjustments (consisting of
normal recurring accruals) considered necessary for a fair representation have
been included. Operating results for the three months ended March 31, 2003 are
not necessarily indicative of the results that may be expected for the year
ended December 31, 2003. Certain amounts from 2002 have been reclassified to
conform with the 2003 presentation.
The preparation of the Trust's financial statements in conformity with
accounting principles generally accepted in the United States of America
necessarily requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the date of financial statements and the reported
amounts of revenues and expenses during the reporting period. Actual results
could differ from those estimates.
The Trust continues to have a deficiency in net assets, as well as net losses
and negative cash flow from operations. In addition, Berthel SBIC, LLC (the
"SBIC"), a wholly owned subsidiary of the Trust, was in violation of the maximum
capital impairment percentage permitted by the SBA. The SBIC received notice of
default from the Small Business Administration advising that the SBIC must cure
its default on the outstanding debentures prior to March 22, 2002. Since that
time, the capital impairment violation has not been cured.
On August 22, 2002, the SBA notified the SBIC that all debentures, accrued
interest and fees were immediately due and payable. The SBIC was transferred
into the Liquidation Office of the SBA effective August 22, 2002. The SBIC
submitted a plan of debt and interest repayment to the SBA on January 31, 2003
and received a response dated February 21, 2003. Management intends to continue
negotiations with the SBA regarding the interest rate and 1% SBA loan fees on
the debentures that have been called.
The assets and liabilities of the SBIC are $9,045,855 and $9,610,190,
respectively as of March 31, 2003. These factors raise substantial doubt about
the ability of the Trust to continue as a going concern. No assurance can be
given that the SBIC will be successful in negotiating the terms of the
debentures with the SBA. If the terms are successfully negotiated, no assurance
can be given that the Trust will have sufficient cash flow to repay the debt or
that the Trust will be financially viable.
7
NOTE B -LOANS AND INVESTMENTS
March 31, 2003 December 31, 2002
----------------------- -----------------------
Cost Valuation Cost Valuation
---- --------- ---- ---------
Communications and Software:
EDmin.com, Inc.
- ---------------
213,805 and 209,101 shares of 9%, Series A cumulative convertible preferred
stock as of March 31, 2003 and December 31, 2002, respectively, and
warrants to purchase 20,000 shares of common stock at $4.00 per share $ 783,220 $1,381,281 $ 764,404 $1,351,881
Chequemate International, Inc.
- ------------------------------
1,648,734 shares of common stock -- -- -- --
Media Sciences International, Inc. (formerly Cadapult Graphic Systems, Inc.)
- ----------------------------------------------------------------------------
100,000 shares of 11.5%, Series A convertible preferred stock, 25,000 options
and 323,000 warrants to purchase shares of common stock at various prices 930,000 930,000 930,000 930,000
112,797 and 52,273 shares of common stock as of March 31, 2003 and
December 31, 2002, respectively 82,777 52,338 52,273 21,049
---------- ----------
Total Communications and Software (30.8% and 28.2% of total loans and
investments as of March 31, 2003 and December 31, 2002, respectively) 2,363,619 2,302,930
---------- ----------
Healthcare Products and Services:
Physicians Total Care, Inc.
- ---------------------------
10% promissory note due September, 2004 and warrants to purchase
350,000 shares of common stock for at various prices 807,795 -- 807,795 --
700 shares of common stock 4,000 -- 4,000 --
Inter-Med, Inc.
- ---------------
2,491.3031 and 1,743.248 shares of common stock as of
March 31, 2003 and December 31, 2002, respectively 672,279 672,279 650,000 650,000
12% promissory note due July, 2005-June, 2006 188,989 188,989 187,875 187,875
Warrants to purchase 748.0551 shares of common stock at
$.01 per share as of December 31, 2002 -- -- 22,271 22,271
Futuremed Interventional, Inc.
- ------------------------------
13.5% promissory note due February, 2005 460,655 460,655 955,523 955,523
Warrants to purchase 6% of the company at $.01 per share 102,640 765,306 102,640 765,306
400,000 shares of common stock of IMED Devices, Inc.
(an affiliate of Futuremed Interventional, Inc.) -- 100,000 -- 100,000
---------- ----------
Total Healthcare Products and Services (28.5% and 32.9% of total loans and
investments as of March 31, 2003 and December 31, 2002, respectively) 2,187,229 2,680,975
---------- ----------
8
March 31, 2003 December 31, 2002
---------------------- ----------------------
Cost Valuation Cost Valuation
---- --------- ---- ---------
Manufacturing:
Childs & Albert
- ---------------
12.5% promissory note due October, 2005 763,970 763,970 760,367 760,367
Warrants to purchase 833.334 shares of common stock at $10 per share 72,065 72,065 72,065 72,065
Feed Management Systems, Inc. (formerly Easy Systems, Inc.)
- ----------------------------------------------------------
435,590 shares of common stock 1,077,422 304,913 1,077,422 304,913
Hicklin Engineering, L.C
- ------------------------
10% subordinated note due June, 2003 400,000 400,000 400,000 400,000
68,570 units of membership interests 69 69 69 69
The Schebler Company
- --------------------
13% promissory note due March, 2005 162,283 162,283 161,735 161,735
Warrants to purchase 1.66% of common stock at $.01 per share 11,504 11,504 11,504 11,504
166,666 shares of 10% convertible cumulative preferred stock 166,667 166,667 166,667 166,667
166,666 shares of common stock 166,667 166,667 166,667 166,667
---------- ----------
Total Manufacturing (26.7% and 25.0% of total loans and investments
as of March 31, 2003 and December 31, 2002, respectively) 2,048,138 2,043,987
---------- ----------
Other Service Industries:
International Pacific Seafoods, Inc.
- ------------------------------------
12% subordinated note due June 2003 through June 2005 820,000 820,000 880,000 880,000
1,501 shares of common stock 1,141 1,141 1,141 1,141
Kinseth Hospitality Company, Inc.
- ---------------------------------
14% note due May, 2003 250,000 250,000 250,000 250,000
Pickerman's Development Company
- -------------------------------
12% promissory notes due April, 2005 through March, 2006 547,663 -- 547,663 --
12% promissory note due on demand 12,520 -- 12,520 --
Warrants to purchase 2,406,250 shares of common stock at $0.01 per share 72,849 -- 72,849 --
---------- ----------
Total Other Service Industries (14.0% and 13.9% of total loans and investments
as of March 31, 2003 and December 31, 2002, respectively) 1,071,141 1,131,141
---------- ----------
TOTAL LOANS AND INVESTMENTS $7,670,127 $8,159,033
========== ==========
9
NOTE C - DEBENTURES
The SBIC has issued debentures payable to the SBA totalling $9,500,000 since
inception. The original debenture terms required semiannual payments of interest
at annual interest rates ranging from 6.353% to 7.64%. In addition to interest
payments, the SBIC is required to pay an annual 1% SBA loan fee on the
outstanding debentures balance.
On August 22, 2002, the SBA notified the SBIC that all debentures, accrued
interest and fees were immediately due and payable. The SBIC submitted a plan of
debt and interest repayment to the SBA on January 31, 2003 and received a
response dated February 21, 2003. The SBA agreed to consolidate the debentures
into one $9,500,000 secured note that will be payable at a rate of 7.49% for a
term of 48 months with interest due quarterly. Management intends to continue
negotiations with the SBA regarding the interest rate and 1% SBA loan fees on
the debentures that have been called.
The unused leverage commitments of $500,000 are unavailable to the SBIC due to
the remedy invoked by the SBA as of August 22, 2002.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
-----------------------------------------------------------------------
of Operations
-------------
Results of Operations
Net investment income (loss) reflects the Trust's revenues and expenses
excluding realized and unrealized gains and losses on portfolio investments.
Interest income consists of the following:
Three Months Ending March 31
2003 2002
---- ----
Portfolio investments $ 116,128 $ 129,385
Money market 4,590 7,634
----------- -----------
Interest income $ 120,718 $ 137,019
=========== ===========
Dividend income $ 62,866 $ 103,190
=========== ===========
Changes in interest earned on portfolio investments reflect the level of
investment in interest earning debt securities and loans. Money market interest
reflects cash resources that are invested in highly liquid money market savings
funds. Money market interest reflects the level of money market funds and varies
depending on uses of cash to purchase new investments and finance operations and
sources of cash from loan payoffs.
Dividend income reflects dividends earned on preferred stock investments. The
decrease is primarily due to $52,273 of dividend income recognized in 2002 from
Media Sciences that was paid in the form of common stock relating to the 2001
year.
Management fees, calculated as 2.5% of the combined temporary investment in
money market securities and loans and investments balances, were $58,034 for the
first three months of 2003 and $69,416 the same period a year ago. The decrease
in management fees is due to a decreased portfolio of loans and investments.
Professional fees include legal and accounting expenses, with the decrease from
2002 to 2003 due to legal fees incurred in 2002 relating to the possibility of
restructuring the Trust resulting from the SBIC being in violation of the
maximum capital impairment percentage permitted by the SBA and a one time credit
received on fees relating to a prior period.
10
Interest expense is on debentures payable to the SBA through its wholly owned
subsidiary, Berthel SBIC, LLC. The Trust has issued debentures totalling
$9,500,000 for which the SBA has demanded repayment as described in the
following paragraph.
Other general and administrative expenses increased from $17,303 for the first
quarter of 2002 to $205,448 for the first quarter of 2003. This increase is the
result of amortization expense of $194,987 in 2003 to write off the remaining
deferred financing costs.
The Trust continues to have a deficiency in net assets, as well as net losses
and negative cash flow from operations. In addition, the SBIC is in violation of
the maximum capital impairment percentage permitted by the SBA. On August 26,
2002, the SBIC received notice from the SBA, dated August 22, 2002, that the
SBIC was in default pursuant to the terms of subordinated debentures issued by
the SBIC. Pursuant to the notice the SBA made demand for repayment of $9,500,000
(plus accrued interest) outstanding pursuant to the subordinated debentures.
Management will be negotiating terms of the repayment with the SBA and
anticipates the disposal of assets in the SBIC in order to repay the debentures.
The actions taken by the SBA impact the SBIC's ability to continue as a going
concern. The assets and liabilities of the SBIC as of March 31, 2003 are
$9,045,855 and $9,610,190, respectively.
The above factors raise substantial doubt about the ability of the Trust to
continue as a going concern. No assurance can be given that the SBIC will be
successful in negotiating the terms of the debentures with the SBA. Even if
terms are successfully negotiated, no assurance can be given that the Trust will
have sufficient cash flow to repay the debt or that the Trust will be
financially viable.
The change in unrealized gains and losses recognized is summarized in the
following table:
Three Months Ending March 31
2003 2002
---- ----
VoiceFlash Networks, Inc. -0- 142,040
Chequemate International -0- (213,219)
EDmin.com 10,584 -0-
Media Sciences International 785 (3,485)
------------- -------------
Unrealized gain (loss) $ 11,369 $ (74,664)
============= =============
The change in the unrealized gains and losses are the result of carrying the
Trust's portfolio of loans and investments at fair value. The fair value of the
loans and investments are approved by the Independent Trustees, and in the case
of the SBIC, are in accordance with SBA regulations. The Trust recognizes
realized gains and losses when investments have been either sold or written off
as deemed to be worthless. Securities that are traded publicly are valued at the
market price less any appropriate discount for reasons of liquidity or
restrictions.
Berthel Fisher & Company, Inc., the parent of the Trust Advisor, has $2.2
million of unsecured debt that was due December 31, 2002. Berthel Fisher &
Company, Inc. has not paid this debt as of the filing of this report and is in
default. Since Berthel Fisher & Company, Inc. is in default, its creditors could
take legal action to enforce their right to repayment. Ultimately, this could
result in the bankruptcy of Berthel Fisher & Company, Inc. Since the Trust
Advisor is a subsidiary and asset of Berthel Fisher & Company, Inc., the
bankruptcy of Berthel Fisher & Company, Inc. could cause the Trust Advisor to be
11
unable to continue as a going concern. If this were to happen, the Trust would
need to appoint a new trust advisor. The new trust advisor could require
additional fees and charges that would have a significant negative impact on the
Trust.
Liquidity and Capital Resources
Cash and cash equivalents amounted to $1,305,113 at March 31, 2003 and
$1,125,133 at December 31, 2002. Net cash from operating activities was a net
source of cash of $179,980 for the three months ending March 31, 2003, and a net
use of cash of $367,805 for the same period in 2002, with the difference
attributable to a partial payoff ($500,000) of the Futuremed note in 2003.
The Trust continues to have a deficiency in net assets, as well as net losses
and negative cash flow from operations. In addition, the SBIC is in violation of
the maximum capital impairment percentage permitted by the SBA. On August 26,
2002, the SBIC received notice from the SBA, dated August 22, 2002, that the
SBIC was in default pursuant to the terms of subordinated debentures issued by
the SBIC. Pursuant to the notice the SBA made demand for repayment of $9,500,000
(plus accrued interest) outstanding pursuant to the subordinated debentures.
Management will be negotiating terms of the repayment with the SBA and
anticipates the disposal of assets in the SBIC in order to repay the debentures.
The actions taken by the SBA impact the SBIC's ability to continue as a going
concern. The assets and liabilities of the SBIC as of March 31, 2003 are
$9,045,855 and $9,610,190, respectively.
The above factors raise substantial doubt about the ability of the Trust to
continue as a going concern. No assurance can be given that the SBIC will be
successful in negotiating the terms of the debentures with the SBA. Even if
terms are successfully negotiated, no assurance can be given that the Trust will
have sufficient cash flow to repay the debt or that the Trust will be
financially viable.
The effect of interest rate fluctuations and inflation on the current Trust
investments is negligible.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
----------------------------------------------------------
The Trust's investment objective is to achieve capital appreciation in the value
of its net assets and to achieve current income principally by making
investments through private placements in securities of small and medium sized
privately and publicly owned companies. Securities consist of subordinated debt,
preferred stock, or common stock combined with equity participation in common
stock or rights to acquire common stock. Investments are not held for trading
purposes.
The primary risk of the portfolio is derived from the underlying ability of
investee companies to satisfy debt obligations and their ability to maintain or
improve common equity values. Levels of interest rates are not expected to
impact the Trust's valuations, but could impact the capability of investee
companies to repay debt or create and maintain shareholder value.
As of March 31, 2003, the portfolio is valued at fair value, as determined by
the Independent Trustees ("Trustees"). In determining fair value, investments
are initially stated at cost until significant subsequent events and operating
trends require a change in valuation. Among the factors considered by the
Trustees in determining fair value of investments are the cost of the
investment, terms and liquidity of warrants, developments since the acquisition
of the investment, the sales price of recently issued securities, the financial
condition and operating results of the issuer, earnings trends and consistency
of operating cash flows, the long-term business potential of the issuer, the
12
quoted market price of securities with similar quality and yield that are
publicly traded, and other factors generally pertinent to the valuation of
investments. The Trustees relied on financial data of the portfolio companies
provided by the management of the portfolio companies. The Trust Advisor
maintains ongoing contact with management of the portfolio companies including
participation on their Boards of Directors and review of financial information.
There is no assurance that any investment made by the Trust will be repaid or
re-marketed. Accordingly, there is a risk of total loss of any investment made
by the Trust. At March 31, 2003, the amount at risk was $7,670,127 and consisted
of the following:
Cost Valuation
---- ---------
Debt securities and loans $ 4,413,876 $ 3,045,897
Preferred stocks 1,879,887 2,477,948
Common stocks 2,004,355 1,297,407
Warrants and options to purchase
common stock 259,058 848,875
------------- -------------
Total loans and investments $ 8,557,176 $ 7,670,127
============= =============
Item 4. Controls and Procedures
-----------------------
An evaluation was performed under the supervision and with the participation of
the Trust's management, including the Chief Executive Officer and Chief
Financial Officer, of the effectiveness of the design and operation of the
Trust's disclosure controls and procedures within 90 days before the filing date
of this report. Based on that evaluation, the Trust's management, including the
Chief Executive Officer and Chief Financial Officer, concluded that the Trust's
disclosure controls and procedures were effective in timely alerting them to
material information relating to the Trust required to be included in the
Trust's periodic SEC filings. There have been no significant changes in the
Trust's internal controls or in other factors that could significantly affect
internal controls subsequent to their evaluation.
PART II
OTHER INFORMATION
Item 6. Exhibits
--------
Exhibit 99.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C.
Section 1350
Exhibit 99.2 Certification of Chief Financial Officer Pursuant to 18 U.S.C.
Section 1350
13
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.
BERTHEL GROWTH & INCOME TRUST I
-------------------------------
(Registrant)
Date: May 2, 2003 /s/ Ronald O. Brendengen
----------- -----------------------------------
Ronald O. Brendengen,
Chief Financial Officer,
Treasurer
Date: May 2, 2003 /s/ Daniel P. Wegmann
----------- -----------------------------------
Daniel P. Wegmann, Controller
Date: May 2, 2003 /s/ Henry Royer
----------- -----------------------------------
Henry Royer,
Executive Vice President
14
FORM OF SECTION 302 CERTIFICATION
I, Thomas J. Berthel, President and Chief Executive Officer of Berthel Fisher &
Company Planning, Inc., the Trust Advisor of Berthel Growth & Income Trust I,
certify that:
1. I have reviewed this quarterly report on Form 10-Q of Berthel Growth & Income
Trust I;
2. Based on my knowledge, this 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 by 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 officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that material
information relating to the registrant is made known to us by others,
particularly during the period in which this quarterly report is being
prepared;
b) evaluated the effectiveness of the registrant's 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 the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
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 weaknesses 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 officers 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 weaknesses.
May 2, 2003 /s/ Thomas J. Berthel
----------------------------------
Thomas J. Berthel
President and Chief Executive
Officer
Berthel Fisher & Company
Planning, Inc.
Trust Advisor
Berthel Growth & Income Trust I
15
FORM OF SECTION 302 CERTIFICATION
I, Ronald O. Brendengen, Chief Financial Officer of Berthel Fisher & Company
Planning, Inc., the Trust Advisor of Berthel Growth & Income Trust I, certify
that:
1. I have reviewed this quarterly report on Form 10-Q of Berthel Growth & Income
Trust I;
2. Based on my knowledge, this 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 by 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 officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that material
information relating to the registrant is made known to us by others,
particularly during the period in which this quarterly report is being
prepared;
b) evaluated the effectiveness of the registrant's 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 the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
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 weaknesses 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 officers 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 weaknesses.
May 2, 2003 /s/ Ronald O. Brendengen
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Ronald O. Brendengen
Chief Financial Officer
Berthel Fisher & Company
Planning, Inc.
Trust Advisor
Berthel Growth & Income Trust I
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