SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2001 ------------------ 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: 000-16931 ---------- United National Bancorp ----------------------- (Exact name of registrant as specified in its charter) New Jersey 22-2894827 - -------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) identification No.) 1130 Route 22 East, Bridgewater, New Jersey 08807-0010 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (908) 429-2200 -------------- (Registrant's telephone number, including area code) N/A (Former name, former address and former fiscal year, if changed since last report) 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. [X] Yes [ ] No As of November 1, 2001, there were 14,928,541 shares of common stock, $1.25 par value, outstanding. UNITED NATIONAL BANCORP FORM 10-Q INDEX PART I - FINANCIAL INFORMATION PAGE(S) ITEM 1 Consolidated Financial Statements and Notes to Consolidated Financial Statements 1-8 ITEM 2 Management's Discussion and Analysis of Financial Condition and Results of Operations 9-18 ITEM 3 Quantitative and Qualitative Disclosure About Market Risk 19 PART II - OTHER INFORMATION ITEM 6 Exhibits and Reports on Form 8-K 20 SIGNATURES 21 Part I - Financial Information Item 1 - Financial Statements United National Bancorp CONSOLIDATED BALANCE SHEETS (In Thousands, Except Share Data) (Unaudited) September 30, December 31, 2001 2000 ------------- ------------ ASSETS Cash and Due from Banks $ 39,779 $ 49,414 Federal Funds Sold 800 1,000 Securities Available for Sale, at Market Value 585,087 608,388 Securities Held to Maturity 34,159 46,492 Loans, Net of Unearned Income 1,173,332 1,287,417 Less: Allowance for Loan Losses 12,325 12,419 ----------- ----------- Loans, Net 1,161,007 1,274,998 Premises and Equipment, Net 26,408 27,596 Other Real Estate, Net 127 165 Intangible Assets, Primarily Core Deposit Premiums 5,590 6,400 Cash Surrender Value of Life Insurance Policies 56,099 53,755 Other Assets 34,568 43,973 ----------- ----------- Total Assets $ 1,943,624 $ 2,112,181 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES: Deposits: Demand $ 251,073 $ 248,750 Savings 545,354 578,924 Time 638,300 699,742 ----------- ----------- Total Deposits 1,434,727 1,527,416 Short-Term Borrowings 90,493 258,507 Other Borrowings 210,834 135,711 Other Liabilities 27,039 30,037 ----------- ----------- Total Liabilities 1,763,093 1,951,671 Company-Obligated Mandatorily Redeemable Preferred Series B Capital Securities of a Subsidiary Trust Holding Solely Junior Subordinated Debentures of the Company 20,000 20,000 STOCKHOLDERS' EQUITY Preferred Stock, authorized 1,000,000 shares in 2001 and 2000 None issued and outstanding -- -- Common Stock, $1.25 Par Value, Authorized Shares 25,000,000 in 2001 and 2000 Issued Shares 16,190,764 in 2001 and 16,154,532 in 2000, Outstanding Shares 15,029,541 in 2001 and 15,237,809 in 2000 20,238 20,193 Additional Paid-in Capital 129,889 129,342 Retained Earnings 27,405 18,210 Treasury Stock, at Cost - 1,161,223 shares in 2001 and 916,723 shares in 2000 (21,997) (17,202) Restricted Stock (60) (73) Accumulated Other Comprehensive Income (Loss) 5,056 (9,960) ----------- ----------- Total Stockholders' Equity 160,531 140,510 ----------- ----------- Total Liabilities and Stockholders' Equity $ 1,943,624 $ 2,112,181 =========== =========== See Accompanying Notes to Consolidated Financial Statements. 1 United National Bancorp CONSOLIDATED STATEMENTS OF INCOME (In Thousands, Except Share Data) (Unaudited) Three Months Ended Nine Months Ended September 30, September 30, ------------------ -------------------- 2001 2000 2001 2000 ------- ------- -------- -------- INTEREST INCOME Interest and Fees on Loans $23,668 $28,632 $ 74,858 $ 81,013 Interest and Dividends on Securities Available for Sale: Taxable 8,438 9,417 26,614 29,388 Tax-Exempt 1,055 1,005 3,107 2,977 Interest and Dividends on Securities Held to Maturity: Taxable 166 413 685 1,210 Tax-Exempt 274 275 818 879 Dividends on Trading Account Securities -- 7 -- 25 Interest on Federal Funds Sold and Deposits with Federal Home Loan Bank 15 16 67 38 ------- ------- -------- -------- Total Interest Income 33,616 39,765 106,149 115,530 ------- ------- -------- -------- INTEREST EXPENSE Interest on Savings Deposits 2,582 4,224 9,042 12,079 Interest on Time Deposits 7,111 10,076 26,199 29,184 Interest on Short-Term Borrowings 2,023 4,172 8,323 9,401 Interest on Other Borrowings 3,036 3,335 7,714 10,642 ------- ------- -------- -------- Total Interest Expense 14,752 21,807 51,278 61,306 ------- ------- -------- -------- Net Interest Income 18,864 17,958 54,871 54,224 Provision for Loan Losses 721 2,330 2,083 4,730 ------- ------- -------- -------- Net Interest Income After Provision for Loan Losses 18,143 15,628 52,788 49,494 ------- ------- -------- -------- NON-INTEREST INCOME Trust Income 1,487 1,875 5,256 5,145 Service Charges on Deposit Accounts 1,099 1,020 2,948 3,081 Other Service Charges, Commissions and Fees 1,050 1,875 4,055 5,161 Net Gains from Securities Transactions 10 2,466 185 3,904 Income on Corporate Owned Life Insurance 781 581 2,344 1,809 Other Income 1,311 356 2,994 1,418 ------- ------- -------- -------- Total Non-Interest Income 5,738 8,173 17,782 20,518 ------- ------- -------- -------- NON-INTEREST EXPENSE Salaries, Wages and Employee Benefits 6,181 6,042 18,711 17,650 Occupancy Expense, Net 1,330 1,348 4,300 4,028 Furniture and Equipment Expense 1,068 1,098 3,150 3,420 Data Processing Expense 1,545 2,028 5,058 5,662 Distributions of Series B Capital Securities 500 500 1,501 1,501 Amortization of Intangible Assets 370 335 1,088 998 Net Cost (Income) to Operate Other Real Estate 12 14 (39) 115 Non-Recurring Charges -- -- 792 -- Other Expenses 3,417 3,607 10,464 11,369 ------- ------- -------- -------- Total Non-Interest Expense 14,423 14,972 45,025 44,743 ------- ------- -------- -------- Income Before Provision for Income Taxes 9,458 8,829 25,545 25,269 Provision for Income Taxes 2,758 2,507 7,064 6,991 ------- ------- -------- -------- NET INCOME $ 6,700 $ 6,322 $ 18,481 $ 18,278 ======= ======= ======== ======== NET INCOME PER COMMON SHARE: Basic $ 0.44 $ 0.41 $ 1.22 $ 1.18 ======= ======= ======== ======== Diluted $ 0.44 $ 0.41 $ 1.22 $ 1.18 ======= ======= ======== ======== Weighted Average Shares Outstanding: Basic 15,075 15,308 15,087 15,431 Diluted 15,241 15,399 15,214 15,551 See Accompanying Notes to Consolidated Financial Statements. 2 United National Bancorp CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (In Thousands, Except Share Data) (Unaudited) Accumulated Additional Other Total Common Paid-In Retained Treasury Restricted Comprehensive Stockholders' Stock Capital Earnings Stock Stock Income (Loss) Equity --------- ---------- ---------- -------- ---------- ------------- ------------ Balance-December 31, 2000 $ 20,193 $ 129,342 $ 18,210 $ (17,202) $ (73) $ (9,960) $ 140,510 Net Income -- -- 18,481 -- -- -- 18,481 Cash Dividends Declared ($0.20 Per Share) -- -- (9,024) -- -- -- (9,024) Exercise of Stock Options (36,232 Shares) 45 547 (262) -- -- -- 330 Change in Unrealized Loss on Securities Available for Sale, Net of Tax -- -- -- -- -- 15,016 15,016 Purchase of Treasury Stock (244,500 shares) -- -- -- (4,795) -- -- (4,795) Restricted Stock Activity, Net -- -- -- -- 13 -- 13 --------- --------- --------- --------- --------- --------- --------- Balance-September 30, 2001 $ 20,238 $ 129,889 $ 27,405 (21,997) $ (60) $ 5,056 $ 160,531 ========= ========= ========= ========= ========= ========= ========= See Accompanying Notes to Consolidated Financial Statements. 3 United National Bancorp CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands) (Unaudited) Nine Months Ended September 30, ---------------------- 2001 2000 --------- --------- OPERATING ACTIVITIES Net Income $ 18,481 $ 18,278 Adjustments to Reconcile Net Income to Net Cash Provided By Operating Activities: Depreciation and Amortization 3,591 3,344 Accretion of Securities Premiums, Net (212) (535) Provision for Loan Losses 2,083 4,730 Provision (Benefit) for Deferred Income Taxes 680 (572) Loss on Disposition of Premises and Equipment 3 65 Net Gains from Securities Transactions (185) (3,904) Net Gain on the Sale of Loans Held for Sale (968) (263) Net Gain on the Sale of Secured Credit Card Business (542) -- Trading Account Securities Activity, Net -- 743 Increase in Life Insurance (2,344) (1,809) Decrease (Increase) in Other Assets 1,042 (6,329) Decrease in Other Liabilities (3,678) (3,103) Restricted Stock Activity, Net 13 24 --------- --------- Net Cash Provided by Operating Activities 17,964 10,669 --------- --------- INVESTING ACTIVITIES Securities Available for Sale: Proceeds from Sales of Securities 22,537 116,403 Proceeds from Maturities of Securities 49,408 21,907 Purchases of Securities (25,231) (90,534) Securities Held to Maturity: Proceeds from Sale of Securities 15,052 -- Proceeds from Maturities of Securities 14,832 8,818 Purchases of Securities (17,466) (17,745) Purchase of Corporate-Owned Life Insurance -- (15,000) Net Decrease (Increase) in Loans 8,245 (66,497) Increase in Loans Held for Sale -- (28,504) Proceeds from Sale of Loans 82,204 52,574 Proceeds from the Sale of Secured Credit Card Business, net 1,798 -- Expenditures for Premises and Equipment (1,382) (1,587) Proceeds from Sale of Premises and Equipment -- 223 Disposition of Premises and Equipment 64 -- Decrease (Increase) in Other Real Estate, Net 38 (351) --------- --------- Net Cash Provided by (Used in) Investing Activities 150,099 (20,293) --------- --------- FINANCING ACTIVITIES Net (Decrease) Increase in Demand and Savings Deposits (10,076) 27,605 Net (Decrease) Increase in Time Deposits (61,442) 7,508 Net (Decrease) Increase in Short-Term Borrowings (168,014) 91,285 Advances on Other Borrowed Funds 137,300 55,170 Repayments in Other Borrowed Funds (62,177) (155,818) Cash Dividends on Common Stock (9,024) (9,220) Proceeds from Exercise of Stock Options 330 194 Treasury Stock Acquired, at Cost (4,795) (6,551) --------- --------- Net Cash (Used in) Provided by Financing Activities (177,898) 10,173 --------- --------- Net (Decrease) Increase in Cash and Cash Equivalents (9,835) 549 Cash and Cash Equivalents at Beginning of Period 50,414 53,490 --------- --------- Cash and Cash Equivalents at End of Period $ 40,579 $ 54,039 ========= ========= SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash Paid During the Period: Interest $ 54,783 $ 62,899 Income Taxes 3,788 11,392 See Accompanying Notes to Consolidated Financial Statements. 4 <Page> United National Bancorp NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (1) Basis of Presentation The accompanying unaudited Consolidated Financial Statements included herein have been prepared by United National Bancorp (the "Company"), in accordance with generally accepted accounting principles and pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements have been condensed or omitted pursuant to such rules and regulations. These Consolidated Financial Statements should be read in conjunction with the financial statements and the notes thereto included in the Company's latest annual report on Form 10-K. In the opinion of the Company, all adjustments (consisting only of normal recurring accruals), which are necessary for a fair presentation of the operating results for the interim periods, have been included. The results of operations for periods of less than a year are not necessarily indicative of results for the full year. Certain reclassifications have been made to the prior years' financial statements to conform with the classifications used in 2001. (2) Comprehensive Income Total comprehensive income amounted to the following for the periods indicated (amounts in thousands): Three Months Ended Nine Months Ended September 30, September 30, ------------------ ----------------- 2001 2000 2001 2000 ------- ------- ------- ------- Net Income $ 6,700 $ 6,322 $18,481 $18,278 Change In Market Value on Securities Available for Sale, Net of Taxes 11,005 8,434 15,016 4,413 - -------------------------------------- ------- ------- ------- ------- Comprehensive Income $17,705 $14,756 $33,497 $22,691 ====================================== ======= ======= ======= ======= (3) Net Income Per Common Share Basic net income per common share is computed by dividing net income by the weighted average number of shares outstanding during each period. Diluted net income per common share is computed by dividing net income by the weighted average number of shares outstanding, as adjusted for the assumed exercise of potential common stock options, using the treasury stock method. Potential shares of common stock resulting from stock option agreements totaled 127,000 and 120,000 for the nine months ended September 30, 2001 and September 30, 2000, respectively. Potential shares of common stock resulting from stock option agreements totaled 166,000 and 91,000 for the three months ended September 30, 2001 and September 30, 2000, respectively. (4) Recent Accounting Pronouncements On July 20, 2001, the Financial Accounting Standards Board (FASB) issued Statement No. 141, Business Combinations, and Statement No. 142, Goodwill and Other Intangible Assets. Statement 141 requires that the purchase method of accounting be used for all business combinations initiated after June 30, 2001 as well as all purchase method business combinations completed after June 30, 2001. Statement 141 also specifies criteria intangible assets acquired in a purchase method business combination must meet to be recognized 5 and reported apart from goodwill. Statement 142 will require that goodwill and intangible assets with indefinite useful lives no longer be amortized, but instead tested for impairment at least annually in accordance with the provisions of Statement 142. Statement 142 will also require that intangible assets with definite useful lives be amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment in accordance with SFAS No. 121, Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of. Statement 142 requires that goodwill and any intangible asset determined to have an indefinite useful life that are acquired in a purchase business combination completed after June 30, 2001 will not be amortized, but will continue to be evaluated for impairment in accordance with the appropriate pre-Statement 142 accounting literature. Goodwill and intangible assets acquired in business combinations completed before July 1, 2001 will continue to be amortized in the same manner as they were prior to the adoption of Statement 142. The initial adoption of Statement 141 had no impact on the Company's consolidated financial statements. The Company is required to adopt Statement 142 effective January 1, 2002. The Company currently has no recorded goodwill and does not anticipate that Statement 142 will significantly impact the Company's accounting for currently recorded intangible assets, primarily core deposit intangibles. 6 (5) Segment Reporting The Company, for management purposes, is segmented into the following lines of business: Retail Banking, Commercial Banking, Investments, and Trust and Investment Services. Activities not included in these lines are reflected in Corporate. Summary financial information on a fully taxable equivalent basis for the lines of business is presented below. Results of Operations for The Three Months Ended September 30, 2001 Retail Commercial Investments Trust Corporate Consolidated ---------- ---------- ----------- ---------- ---------- ---------- Interest Income $ 12,001 $ 11,683 $ 10,664 $ -- $ -- $ 34,348 Interest Expense 9,487 -- 5,265 -- -- 14,752 Funds Transfer Pricing Allocation 8,187 (6,157) (3,761) -- 1,731 -- - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Interest Income 10,701 5,526 1,638 -- 1,731 19,596 Provision for Loan Losses 1,057 (336) -- -- -- 721 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Interest Income After Provision for Loan Losses 9,644 5,862 1,638 -- 1,731 18,875 Non-Interest Income 2,782 219 946 1,699 92 5,738 Non-Interest Expense 10,703 1,753 576 1,391 -- 14,423 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Income Before Taxes $ 1,723 $ 4,328 $ 2,008 $ 308 $ 1,823 $ 10,190 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Average Balances: Gross Funds Provided $1,381,348 $ -- $ 436,288 $ -- $ 192,396 $2,010,032 Funds Used: Interest-Earning Assets 638,976 583,664 624,390 -- -- 1,847,030 Non-Interest-Earning Assets 11,890 3,953 55,703 -- 91,456 163,002 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Funds Provided (Used) $ 730,482 $ (587,617) $ (243,805) $ -- $ 100,940 $ -- - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Results of Operations for The Three Months Ended September 30, 2000 Retail Commercial Investments Trust Corporate Consolidated ---------- ---------- ----------- ---------- ---------- ---------- Interest Income $ 15,325 $ 13,349 $ 11,818 $ -- $ -- $ 40,492 Interest Expense 14,036 -- 7,771 -- -- 21,807 Funds Transfer Pricing Allocation 12,266 (9,473) (3,810) -- 1,017 -- - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Interest Income 13,555 3,876 237 -- 1,017 18,685 Provision for Loan Losses 1,144 1,186 -- -- -- 2,330 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Interest Income After Provision for Loan Losses 12,411 2,690 237 -- 1,017 16,355 Non-Interest Income 2,777 96 3,047 2,085 168 8,173 Non-Interest Expense 11,452 1,747 584 1,188 1 14,972 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Income Before Taxes $ 3,736 $ 1,039 $ 2,700 $ 897 $ 1,184 $ 9,556 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Average Balances: Gross Funds Provided $1,502,096 $ -- $ 415,797 $ -- $ 225,778 $2,143,671 Funds Used: Interest-Earning Assets 751,437 575,082 684,788 -- -- 2,011,307 Non-Interest-Earning Assets 13,445 2,904 51,770 -- 64,245 132,364 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Funds Provided (Used) $ 737,214 $ (577,986) $ (320,761) $ -- $ 161,533 $ -- - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- 7 Results of Operations for The Nine Months Ended September 30, 2001 Retail Commercial Investments Trust Corporate Consolidated ---------- ---------- ----------- ---------- ---------- ---------- Interest Income $ 39,108 $ 35,827 $ 33,405 $ -- $ -- $ 108,340 Interest Expense 34,275 -- 17,003 -- -- 51,278 Funds Transfer Pricing Allocation 28,986 (21,516) (10,802) -- 3,332 -- - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Interest Income 33,819 14,311 5,600 -- 3,332 57,062 Provision for Loan Losses 1,502 581 -- -- -- 2,083 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Interest Income After Provision for Loan Losses 32,317 13,730 5,600 -- 3,332 54,979 Non-Interest Income 8,182 532 3,049 5,854 165 17,782 Non-Interest Expense 33,290 5,272 1,733 3,938 792 45,025 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Income Before Taxes $ 7,209 $ 8,990 $ 6,916 $ 1,916 $ 2,705 $ 27,736 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Average Balances: Gross Funds Provided $1,435,649 $ -- $ 426,790 $ -- $ 187,695 $2,050,134 Funds Used: Interest-Earning Assets 675,774 570,211 647,751 -- -- 1,893,736 Non-Interest-Earning Assets 11,953 2,885 54,920 -- 86,640 156,398 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Funds Provided (Used) $ 747,922 $ (573,096) $ (275,881) $ -- $ 101,055 $ -- - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Results of Operations for The Nine Months Ended September 30, 2000 Retail Commercial Investments Trust Corporate Consolidated ---------- ---------- ----------- ---------- ---------- ---------- Interest Income $ 44,237 $ 36,890 $ 36,563 $ -- $ -- $ 117,690 Interest Expense 41,388 -- 19,918 -- -- 61,306 Funds Transfer Pricing Allocation 36,170 (25,332) (14,548) (3) 3,713 -- - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Interest Income 39,019 11,558 2,097 (3) 3,713 56,384 Provision for Loan Losses 1,836 2,894 -- -- -- 4,730 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Interest Income After Provision for Loan Losses 37,183 8,664 2,097 (3) 3,713 51,654 Non-Interest Income 8,045 480 5,884 5,718 391 20,518 Non-Interest Expense 34,360 4,704 1,736 3,655 288 44,743 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Income Before Taxes $ 10,868 $ 4,440 $ 6,245 $ 2,060 $ 3,816 $ 27,429 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Average Balances: Gross Funds Provided $1,534,857 $ 10,418 $ 388,479 $ 117 $ 214,327 $2,148,198 Funds Used: Interest-Earning Assets 737,279 602,647 673,771 -- -- 2,013,697 Non-Interest-Earning Assets 14,248 10,671 56,089 -- 53,494 134,501 - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Net Funds Provided (Used) $ 783,330 $ (602,900) $ (341,381) $ 117 $ 160,833 $ -- - ------------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- 8 Item 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. The following discussion of the operating results and financial condition at September 30, 2001 is intended to help readers analyze the accompanying financial statements, notes and other supplemental information contained in this document. Results of operations for the three- and nine-month period ended September 30, 2001 are not necessarily indicative of results to be attained for any other period. Forward-Looking Statements This report contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include expressions about our confidence and strategies and our expectations about new and existing programs and products, relationships, opportunities, technology and market conditions. These statements may be identified by an "asterisk" ("*") or such forward-looking terminology as "expect", "believe", "anticipate", or by expressions of confidence such as "continuing" or "strong" or similar statements or variations of such terms. Such forward-looking statements involve certain risks and uncertainties. These include, but are not limited to, expected cost savings not being realized or not being realized within the expected time frame; income or revenues being lower than expected or operating costs higher; competitive pressures in the banking or financial services industries increasing significantly; business disruption related to program implementation or methodologies; weakening of general economic conditions nationally or in New Jersey, especially as they have been affected by the events of September 11th and the developments thereafter; changes in legal or regulatory barriers and structures; and unanticipated occurrences delaying planned programs or initiatives or increasing their costs or decreasing their benefits. Actual results may differ materially from such forward-looking statements. The Company assumes no obligation for updating any such forward-looking statements at any time. RESULTS OF OPERATIONS Three Months Ended September 30, 2001 and September 30, 2000: OVERVIEW The Company realized net income of $6.7 million for the three months ended September 30, 2001, as compared to $6.3 million reported for the same period in 2000. Net income per diluted share was $0.44 for the three months ended September 30, 2001 compared to $0.41 per diluted share for the prior year period. During the third quarter of 2001, net interest income increased $0.9 million, the provision for loan losses decreased $1.6 million and non-interest expense decreased $0.5 million compared to the prior year quarter. These favorable factors were partially offset by a decrease in non-interest income of $2.4 million compared to the prior year quarter. The decrease in non-interest income was primarily attributed to lower investment securities gains of $2.4 million and trust income of $0.4 million offset by a gain on the sale of residential mortgage loans. During the third quarter of 2001, the Company recognized a $768,000 pre-tax gain from the sale of $55.2 million of residential mortgage loans. The Company as part of its Asset/Liability Management strategy enters into mortgage loan sales periodically. During the third quarter of 2000, the Company recognized a pre-tax loss of $36,000 from the sale of $12.6 million of residential mortgage loans. EARNINGS ANALYSIS Interest Income Interest income for the quarter ended September 30, 2001 was $33.6 million compared to $39.8 million for the same period of 2000. This 15.5% decrease was attributable to a lower level of average interest-earning assets coupled with a decline in the yield earned on such interest earning assets as market interest rates have declined throughout 2001. For the three months ended September 30, 2001, average interest earning assets 9 were down $163.5 million or 8.1%, compared with the same period in 2000. Average securities declined $62.0 million and average loans declined $102.6 million while average Fed Funds increased $1.1 million. Average interest earning assets were down primarily as a result of the rise in prepayment levels on loans and mortgage-backed securities associated with the lower interest rate environment. Also contributing to the decline in loans was the sale of the secured credit card business and periodic residential mortgage loan sales during 2000 and 2001 conducted as part of the Company's Asset/Liability Management strategy. In addition, sales of securities contributed to the decline in average securities. For the three months ended September 30, 2001, the average yield on earning assets declined 61 basis points to 7.42% from 8.03% for the same period last year, reflecting the current lower interest rate environment. Interest Expense Interest expense for the quarter ended September 30, 2001 was $14.7 million, a decrease of $7.1 million or 32.4% from $21.8 million reported in the same period last year. The average cost of interest bearing liabilities decreased 124 basis points to 3.77% for the current quarter of 2001 from 5.01% for the same period last year, primarily as a result of a decrease in rates paid on deposits and short-term borrowed funds. Total average interest bearing liabilities decreased by $172.1 million for the current quarter of 2001 compared to the same period in 2000, while non-interest bearing deposits increased by $7.5 million. Net Interest Income The net effect of the changes in interest income and interest expense for the three months ended September 30, 2001 compared to the prior year period was an increase of $0.9 million in net interest income. For the three months ended September 30, 2001, the net interest margin and net interest spread, on a fully taxable equivalent basis, increased 52 basis points and 64 basis points, respectively, from the same period last year. The increase in the net interest margin and spread were the result of interest bearing liabilities re-pricing faster than interest earning assets. This was partially offset by the Company's stock repurchase program and investment in cash surrender value of life insurance policies, both of which reduce the net interest margin, as these investments reduce investable interest-earning funds. The increase in cash surrender value of life insurance policies has positively impacted non-interest income, generating $0.8 million of income in the current quarter of 2001 as compared to $0.6 million in 2000. Provision for Loan Losses For the three months ended September 30, 2001, the provision for loan losses was $0.7 million compared to $2.3 million for the same period last year. The decrease in the provision reflects the decrease in loan portfolio outstandings coupled with a decline in non-performing loans and Management's view that overall credit quality has improved. The amount of the loan loss provision and the level of the allowance for loan losses are based upon a number of factors including Management's evaluation of potential losses in the portfolio, after consideration of appraised collateral values, financial condition and past credit history of the borrowers as well as prevailing and anticipated economic conditions. Non-Interest Income Non-interest income for the three months ended September 30, 2001 was $5.7 million, a decline of $2.5 million or 29.8% compared to the $8.2 million in the same period of 2000, which was primarily attributed to lower investment securities gains. Other service charges, commissions and fees were down $0.8 million due to lower credit card fees. During the second quarter of 2001, the Company sold $22.0 million of credit card receivables. Trust income declined $388,000 from the prior year period reflecting lower managed assets values. Offsetting these declines were increases of $955,000 in other income, $79,000 in service charges on deposit accounts and $200,000 in income on corporate-owned life insurance. Other income increased primarily from the $768,000 gain recorded on the sale of $55.0 million in residential mortgage loans. 10 Non-Interest Expense For the three months ended September 30, 2001, non-interest expense decreased 3.7% or $0.6 million to $14.4 million compared to $15.0 million for the same period last year. This resulted from a $483,000 decrease in data processing expense coupled with a decline of $190,000 in other expenses. The previously mentioned credit card sale contributed to these reductions in expenses compared to the prior year. Salaries, wages and employee benefits increased $139,000. Furniture and equipment and occupancy expenses decreased $48,000 from the prior year period. Amortization of intangible assets increased $35,000 from the prior year as a result of an increase in mortgage servicing rights associated with those residential mortgage loans sold with servicing retained. Income Taxes The provision for income taxes increased by $251,000 to $2.8 million for the three months ended September 30, 2001 as compared to $2.5 million for the same period in 2000 due primarily to the increase in pre-tax income. Segment Reporting The Company, for management purposes, is segmented into the following lines of business: Retail Banking, Commercial Banking, Investments, and Trust and Investment Services. Activities not included in these lines are reflected in Corporate. Retail Banking includes the branches and ATMs, consumer and mortgage lending, and credit card operations. Commercial Banking includes commercial and construction lending, commercial credit and the operations of United Commercial Capital Group, Inc. Summary financial information on a fully taxable equivalent basis for the lines of business is presented in Note 5. The following table shows the percentage contribution of the reportable segment to consolidated net income before taxes on a fully taxable equivalent basis: Retail Commercial Investments Trust Corporate Consolidated Three Months Ended Sept. 30, 2001 16.9% 42.5% 19.7% 3.0% 17.9% 100.0% Three Months Ended Sept. 30, 2000 39.1% 10.8% 28.3% 9.4% 12.4% 100.0% Income before taxes for the Retail Banking segment fell $2.0 million from the third quarter of 2000 due to a $2.9 million decline in net interest income, partially offset by a $0.8 million reduction in non-interest expense. The reduction in net interest income was primarily related to an 8.0% decline in average deposits and narrowed spreads on such deposits after funds credits. Commercial Banking pretax income increased $3.3 million due to a $1.7 million increase in net interest income and a $1.5 million decrease in the loan loss provision allocation. The growth in net interest income was largely due to widening loan spreads after funds charges. The decrease in the allocation of the loan loss provision was due to an increase in the credit quality of the Commercial portfolio. Pretax income for the Investments segment decreased $0.7 million due to a decline in non-interest income related to lower investment securities gains offset by higher net interest income resulting from higher spreads after funds charges on the securities portfolio and on borrowed funds. Income before taxes for the Trust segment decreased $0.6 million due to a 18.5% decline in revenue caused by a decline in market values and a 17.1% increase in expenses. Income before taxes for the Corporate segment increased $0.6 million from the third quarter of 2000 due to a $0.7 million increase in mismatch profits for the current quarter resulting from declining interest rates. 11 Nine Months Ended September 30, 2001 and September 30, 2000: OVERVIEW The Company realized net income of $18.5 million for the nine months ended September 30, 2001, as compared to $18.3 million reported for the same period in 2000. Net income per diluted share was $1.22 for the nine months ended September 30, 2001 compared to $1.18 per diluted share for the prior year period. For the nine months ended September 30, 2001, net income before the after-tax non-recurring charge of $468,000 recognized in the second quarter of 2001 was $18.9 million or $1.25 per diluted share, compared with net income of $18.3 million or $1.18 per diluted share in 2000. EARNINGS ANALYSIS Interest Income Interest income for the nine months ended September 30, 2001 was $106.1 million compared to $115.5 million for the same period of 2000. This 8.1% decrease was attributable to a lower level of average interest-earning assets coupled with a decline in the yield earned on interest earning assets as market rates have declined throughout 2001. For the nine months ended September 30, 2001, average interest earning assets were down $98.8 million or 5.0%, compared with the same period in 2000. For the nine months ended September 30, 2001, the average yield on earning assets decreased 25 basis points to 7.63% from 7.88% for the same period last year, reflecting the current lower rate environment. Interest Expense Interest expense for the nine months ended September 30, 2001 was $51.3 million, a decrease of $10.0 million or 16.4% from $61.3 million reported in the same period last year. The average cost of interest bearing liabilities decreased 52 basis points to 4.28% for the nine months ended September 30, 2001 from 4.80% for the same period last year, primarily as a result of decreases in rates paid on deposits and short-term borrowed funds. Total average interest bearing liabilities decreased by $107.7 million for the nine months ended September 30, 2001 compared to the same period in 2000, while non-interest bearing deposits increased by $5.8 million. Net Interest Income The net effect of the changes in interest income and interest expense for the nine months ended September 30, 2001 compared to the prior year period was an increase of $0.6 million in net interest income. For the nine months ended September 30, 2001, the net interest margin and net interest spread, on a fully taxable equivalent basis, increased 25 basis points and 27 basis points, respectively, from the same period last year. The increase in the net interest margin and spread were the result of a more rapid decline on rates paid on interest bearing liabilities than on interest earning assets. Additionally, the Company's stock repurchase program and investment in cash surrender value of life insurance policies have had an impact on net interest margin, as these investments reduce investable interest-earning funds. The increase in cash surrender value of life insurance policies has positively impacted non-interest income, generating $2.3 million of income for the nine months ended September 30, 2001 as compared to $1.8 million in 2000. Provision for Loan Losses For the nine months ended September 30, 2001, the provision for loan losses was $2.1 million compared to $4.7 million for the same period last year. The decrease in the provision reflects the decrease in loan portfolio outstandings coupled with a decline in non-performing loans and Management's view that overall credit quality has improved. The amount of the loan loss provision and the level of the allowance for loan losses are based upon a number of factors including Management's evaluation of potential losses in the portfolio, after 12 consideration of appraised collateral values, financial condition and past credit history of the borrowers as well as prevailing and anticipated economic conditions. Non-Interest Income For the nine months ended September 30, 2001, total non-interest income decreased $2.7 million or 13.3%, to $17.8 million compared to $20.5 million recorded in the same period of 2000. Contributing to the overall decline were decreases of $3.7 million in net security gains, $133,000 in service charges on deposit accounts, and $1.1 million in other service charges, commissions and fees. These declines were partly offset by increases of $111,000 in trust income, $535,000 in income on corporate owned life insurance and $1,576,000 in other income. Other income for the first nine months of 2001 included a $542,000 gain on the sale of credit card receivables and a $968,000 gain on the sale of $81.2 million in residential mortgage loans. For the first nine months of 2000, other income included a $251,000 gain on the sale of residential mortgage loans. Non-Interest Expense For the nine months ended September 30, 2001, non-interest expense increased 0.6% or $282,000 from the same period last year. During the second quarter of 2001, the Company recognized a pre-tax non-recurring charge of $792,000, resulting from the change in the Bank's charter and its name change. Excluding the non-recurring charge, non-interest expense decreased 1.1% or $510,000 from the prior year period. For the nine months ended September 30, 2001, salaries, wages and employee benefits increased $1.1 million or 6.0% and occupancy expense increased $272,000. These increases were partially offset by declines of $604,000 in data processing expense, $154,000 in net cost to operate other real estate and $905,000 in other expenses. The reduction in data processing and other expenses were mainly due to reduced credit card expenses. Income Taxes The provision for income taxes increased by $73,000 to $7.1 million for the nine months ended September 30, 2001 as compared to $7.0 million for the same period in 2000 due primarily to the increase in pre-tax income. Segment Reporting The Company, for management purposes, is segmented into the following lines of business: Retail Banking, Commercial Banking, Investments, and Trust and Investment Services. Activities not included in these lines are reflected in Corporate. Retail Banking includes the branches and ATMs, consumer and mortgage lending, and credit card operations. Commercial Banking includes commercial and construction lending, commercial credit and the operations of United Commercial Capital Group, Inc. Summary financial information on a fully taxable equivalent basis for the lines of business is presented in Note 5. The following table shows the percentage contribution of the reportable segment to consolidated net income before taxes on a fully taxable equivalent basis: Retail Commercial Investments Trust Corporate Consolidated Nine Months Ended Sept. 30, 2001 26.0% 32.4% 24.9% 6.9% 9.8% 100.0% Nine Months Ended Sept. 30, 2000 39.6% 16.2% 22.8% 7.5% 13.9% 100.0% Income before taxes for the Retail Banking segment declined $3.7 million from the first nine months of 2000 due to a $5.2 million decline in net interest income, partially offset by a $0.3 million reduction in the loan loss provision allocation and a $1.1 million decrease in non-interest expense. The reduction in net interest income was primarily related to a 6.5% decline in average deposits and narrowed spreads on such deposits after funds credits. Commercial Banking pretax income grew $4.6 million due to a $2.7 million increase in net interest income resulting from wider loan spreads after funds charges. A $2.3 million reduction in the loan loss provision allocation to Commercial Banking was partially offset by a $0.5 million increase in this segment's non-interest expense. Pretax income for the Investments segment increased $0.7 million due to a 13 $3.5 million rise in net interest income resulting from higher spreads after funds charges on the securities portfolio and on borrowed funds. This was offset by a $2.8 million decline in non-interest income related to lower investment securities gains. Income before taxes for the Trust segment increased $0.1 million due to a 2.4% growth in revenue, offset by a 7.7% increase in expenses. Income before taxes for the Corporate segment fell $1.1 million from the first nine months of 2000 due to a $0.4 million decline in mismatch profits and the recognition of $0.8 million of expenses related to the change in the Bank's charter and its name change. FINANCIAL CONDITION September 30, 2001 as compared to December 31, 2000: Total assets decreased $168.5 million, or 8.0% from December 31, 2000. The decreases were $114.0 million in loans, net of allowance, $9.8 million in cash and cash equivalents, $35.6 million in securities, and $11.4 million in other assets, including premises and equipment, intangible assets and other real estate. Cash surrender value of life insurance policies increased by $2.3 million. Total loans at September 30, 2001, net of unearned income, decreased $114.1 million, or 8.9% to $1.2 billion from year-end 2000. Real estate loans decreased by $76.7 million or 10.7% compared with year-end 2000 primarily due to the residential mortgage loan sales. Lease financing declined by $2.5 million or 10.1% compared with December 31, 2000. Installment loans increased $10.9 million or 4.7% from December 31, 2000. Credit card loans declined $28.2 million or 64.5% from December 31, 2000, due to the sale of the secured credit card business. Commercial loans decreased $17.5 million or 6.4% from December 31, 2000. The following schedule presents the components of loans outstanding by type, for each period presented. (In Thousands) September 30, 2001 December 31, 2000 Real Estate: Commercial and Residential $ 580,149 $ 665,491 Construction 57,465 48,818 Commercial Loans 254,254 271,761 Lease Financing 22,473 25,009 Installment Loans 243,429 232,539 Retail Credit Card Plan 15,562 43,799 ---------- ---------- Total Loans Outstanding, Net of Unearned Income 1,173,332 1,287,417 Less: Allowance for Loan Losses 12,325 12,419 ---------- ---------- Loans, Net $1,161,007 $1,274,998 ========== ========== 14 Within the securities portfolio, the majority of the decrease was due to the maturities and calls of debt securities. The amortized cost and approximate market value of securities are summarized as follows: September 30, 2001 December 31, 2000 ------------------ ------------------- Amortized Market Amortized Market Securities Available for Sale Costs Value Costs Value - ----------------------------- --------- -------- -------- -------- (in thousands) U.S. Treasury Securities $ 1,992 $ 2,080 $ -- $ -- Obligations of U.S. Government Agencies and Corporations 75,640 76,122 95,535 92,544 Obligations of States and Political Subdivisions 90,493 92,906 84,739 85,162 Mortgage-Backed Securities 339,549 347,916 371,357 365,499 Corporate Debt Securities 47,868 44,333 47,888 41,211 Equity Securities 21,765 21,730 24,192 23,972 -------- -------- -------- -------- Total Securities Available for Sale 577,307 585,087 623,711 608,388 -------- -------- -------- -------- Securities Held to Maturity U.S. Treasury Securities 996 1,040 3,000 2,996 Obligations of U.S. Government Agencies and Corporations -- -- 19,927 19,898 Obligations of States and Political Subdivisions 24,036 24,370 21,464 21,524 Mortgage-Backed Securities 8,902 8,967 1,901 1,885 Other Securities 225 225 200 200 -------- -------- -------- -------- Total Securities Held to Maturity 34,159 34,602 46,492 46,503 -------- -------- -------- -------- Total Securities $611,466 $619,688 $670,203 $654,891 ======== ======== ======== ======== Total deposits decreased $92.7 million or 6.1%. Savings deposits decreased $33.6 million, or 5.8%; demand deposits increased $2.3 million, or 0.9%. Time deposits decreased $61.4 million, or 8.8%. The decrease in time deposits was a result of the Bank's ability to reduce wholesale Certificates of Deposits and replace them with lower cost other borrowings. Short-term borrowings decreased by $168.0 million, or 65.0% and other borrowings increased by $75.1 million, or 55.4%. In an effort to help minimize interest rate risk, the Company continues to look for opportunities to extend the maturities of both its deposits and borrowings. Management continues to monitor the shift of deposits and level of borrowings through its Asset/Liability Management Committee. 15 Asset Quality The following table provides an analysis of non-performing assets as of September 30, 2001 and December 31, 2000, 1999, 1998, and 1997: September 30, December 31, December 31, December 31, December 31, (Dollars in Thousands) 2001 2000 1999 1998 1997 ------------- ------------ ----------- ------------ ------------ Total Assets $1,943,624 $2,112,181 $2,090,383 $1,916,809 $1,789,426 Total Loans (Net of Unearned Income) $1,173,332 $1,287,417 $1,261,343 $1,057,081 $931,266 Allowance for Loan Losses $12,325 $12,419 $10,386 $11,174 $11,739 % of Total Loans 1.05% 0.96% 0.82% 1.06% 1.26% Total Non-Performing Loans (1) $5,079 $6,751 $8,142 $8,615 $9,973 % of Total Assets 0.26% 0.32% 0.39% 0.45% 0.56% % of Total Loans 0.43% 0.52% 0.65% 0.81% 1.07% Allowance for Loan Losses to Non-Performing Loans 242.67% 183.96% 127.56% 129.70% 117.71% Total of Non-Performing Assets $5,232 6,944 $8,251 $9,170 $11,650 % of Total Assets 0.27% 0.33% 0.39% 0.48% 0.65% (1) Non-performing loans consist of: a) impaired loans, which includes non-accrual and renegotiated loans, and b) loans which are contractually past due 90 days or more as to principal or interest, but are still accruing interest at previously negotiated rates to the extent that such loans are both well secured and in the process of collection. At September 30, 2001, there were $483,000 of loans that are considered to be impaired under SFAS No. 114. There was one troubled debt restructuring of $4,000, which is performing in accordance with the restructure agreement. For the nine months ended September 30, 2001, the Company did not recognize any interest income on impaired loans. Allowance for Loan Losses The allowance is increased by provisions charged to expense and reduced by charge-offs, net of recoveries. At September 30, 2001, the allowance for loan losses was $12.3 million, down $0.1 million compared to $12.4 million at year-end 2000. Net charge-offs for the nine months ended September 30, 2001 were $2.2 million compared to $2.0 million for the prior year period. The level of the allowance for loan losses is based upon a number of factors including Management's evaluation of potential losses in the portfolio, after consideration of appraised collateral values, financial condition and past credit history of the borrowers as well as prevailing and anticipated economic conditions. At September 30, 2001, the ratio of the allowance for loan losses to non-performing loans was 242.67% as compared to 183.96% at December 31, 2000, while the allowance for loan losses to total loans was 1.05% at September 30, 2001 as compared to 1.01% at September 30, 2000. In the opinion of Management, the allowance for loan losses at September 30, 2001 was adequate to absorb probable future losses on existing loans and commitments based upon currently available information.* 16 Liquidity Management At September 30, 2001, the amount of liquid assets remained at a level Management believed adequate to ensure that contractual liabilities, depositors' withdrawal requirements, and other operational and customer credit needs could be satisfied.* This liquidity was maintained at the same time the Company was managing the interest rate sensitivity of interest earning assets and interest bearing liabilities so as to improve profitability. Liquidity is generated from maturities and principal payments in the investment portfolio. Scheduled maturities and anticipated principal payments of the investment portfolio will approximate $129.0 million throughout the next twelve months.* In addition, all or part of the investment securities available for sale could be sold to provide liquidity. These sources can be used to meet the funding needs during periods of loan growth. Liquidity is also available through additional lines of credit and the ability to incur additional debt. At September 30, 2001, the Company had $331.9 million of lines of credit with the Federal Home Loan Bank and correspondent banks under which $168.1 million was readily available. Additionally, at September 30, 2001, the Company had $610.0 million of repurchase lines with investment brokers and FHLB, of which $486.0 million was available contingent upon available collateral. Capital Total stockholders' equity increased $20.0 million to $160.5 million at September 30, 2001 from $140.5 million at December 31, 2000. The increase during the nine-month period was due to net income of $18.5 million, an increase of $15.0 million (net of tax) in the September 30, 2001 market value of the Company's available for sale securities portfolio from the valuation at December 31, 2000, the exercise of stock options of $0.3 million, and restricted stock activity of $13,000. Partially offsetting these increases were the three quarterly cash dividends declared totaling $9.0 million, and the repurchase of 244,500 shares of the Company's common stock amounting to $4.8 million. 17 The following table reflects the Company's capital ratios, as of September 30, 2001 and December 31, 2000 in accordance with current regulatory guidelines. (Dollars in Thousands) September 30, 2001 December 31, 2000 ------------------ ------------------ Amount Ratio Amount Ratio -------- ------ -------- ------ Risk-Based Capital Tier I Capital Actual $170,559 11.55% $164,583 10.87% Regulatory Minimum Requirements 59,066 4.00 60,550 4.00 For Classification as Well Capitalized 88,599 6.00 90,825 6.00 Combined Tier I and Tier II Capital Actual $182,884 12.38% $177,002 11.69% Regulatory Minimum Requirements 118,133 8.00 121,099 8.00 For Classification as Well Capitalized 147,666 10.00 151,374 10.00 Leverage Actual $170,559 8.50% $164,583 7.81% Regulatory Minimum Requirements 80,268 4.00 84,269 4.00 For Classification as Well Capitalized 100,335 5.00 105,336 5.00 The Company's risk-based capital ratios (Tier I and Combined Tier I and Tier II Capital) and Tier I leverage ratio continue to exceed the minimum requirements set forth by the Company's regulators. 18 Item 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK MARKET RISK - ASSET/LIABILITY MANAGEMENT. The primary market risk faced by the Company is interest rate risk. The Company's Asset/Liability Committee ("ALCO") monitors the changes in the movement of funds and rate and volume trends to enable appropriate management response to changing market and rate conditions. The Company's income simulation model analyzes interest rate sensitivity by projecting net interest income over the next 24 months in a flat rate scenario versus net interest income in alternative interest rate scenarios. Management reviews and refines its interest rate risk management process in response to the changing economic climate. Currently, the Company's model projects a 200 basis point change in rates during the first year, in even monthly increments, with rates held constant in the second year. The Company's ALCO has established that interest income sensitivity will be considered acceptable if net interest income in the above interest rate scenario is within 10% of net interest income in the flat rate scenario in the first year. Additionally, the Company's ALCO policy states that income sensitivity will be considered acceptable if the change in net income in the above interest rate scenario is within 20% of net income from the flat rate scenario in the first year. At September 30, 2001, the Company's income simulation model indicates an acceptable level of interest rate risk and is materially consistent with the year-end disclosure.* Computation of prospective effects of hypothetical interest rate changes are based on numerous assumptions, including relative levels of market interest rates, loan prepayments and duration of deposits, and should not be relied upon as indicative of actual results. 19 Part II - Other Information Item 6 - Exhibits and Reports on Form 8-K (a) Exhibits None (b) Reports on Form 8-K None 20 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. UNITED NATIONAL BANCORP ----------------------- (Registrant) Dated: November 14, 2001 By: THOMAS C. GREGOR ---------------- Thomas C. Gregor, Chairman President and CEO Dated: November 14, 2001 By: ALFRED J. SOLES --------------- Alfred J. Soles Vice President & Treasurer (Principal Financial Officer) 21