SCHEDULE 14A
(Rule 14A-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14 (a) of the
Securities Exchange Act of 1934
(Amendment No. )
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Preliminary Proxy Statement [ ]
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of the Commission Only (as permitted by Rule 14a-6(e) (2) [ ]
Definitive Proxy Statement []
Definitive Additional Materials [X]
Soliciting Material Pursuant to Rule 14a-11 (c) or Rule 14a-12
UNITED NATIONAL BANCORP
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(Name of Registrant as Specified In Its Charter)
COMMITTEE TO PRESERVE SHAREHOLDER VALUE
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(Name of Person (s) filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[ X] No fee required
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UNITED NATIONAL BANCORP COMMITTEE
TO PRESERVE SHAREHOLDER VALUE
100 Misty Lane
P. O. Box 5430
Parsippany, NJ 07054
(973) 560-1400, X108
May 2, 2003
DEAR FELLOW SHAREHOLDER:
On April 16, 2003, Ryan Beck & Co. issued a research report on United National
Bancorp. The following are excerpts from that report:
o 1Q' 03 Results - Unacceptable Returns Continue as Expenses Jump.
o Operating trends remain disappointing, as core ROA last quarter was
.80% while ROE was 8.7%.
o We are disappointed that core G & A expenses were up 21%
annualized from 4 Q '02, excluding legal costs, versus an
operating revenue decline of 16%, excluding securities gains.
In the Company's proxy statement, they admit that their performance in 2002 did
not meet their budget and that their return on equity, net interest margin, and
efficiency ratio was below their peers.
2002 2002 2002
ROE NIM Eff. Ratio
% %
United 10.28 4.02 61.18
Peers 15.93 4.20 56.67
For a more detailed analysis of the above information, including the Company
results for the respective ratios for 2000 and 2001, please see the Company's
proxy statement page 16.
THE TIME FOR EXCUSES IS OVER. INDEPENDENCE IS EARNED THROUGH EXEMPLARY
PERFORMANCE AND NOT EXCUSES.
The Committee also agrees with the statement in the Ryan Beck & Co. research
report that
o "[T]he bank is located in a terrific market area and its core deposit base
should support an attractive acquisition price."
The Committee believes that the Board, if the Board wants the Company to remain
independent, must reassess the strengths and capabilities of the present
management team because, in the Committee's opinion, the management team has
failed to deliver satisfactory financial results. In order to insure that such a
process is professionally and thoroughly conducted the Committee needs each
shareholder to cast his/her vote on the Green Proxy card for Harold Schechter,
the Committee's Nominee.
The Committee believes that the five members of the Board of Directors who are
seeking reelection have been disqualified from serving based on the Company's
by-laws. The Committee has sent a demand to the Company's counsel to declare
these directors ineligible. The basis for this opinion is the provisions of
Section 2 of the Company's By-Laws, which stipulate that a person shall not be
"eligible for election or re-election as a director...if he or she has been
found to be in violation of any rule of any administrative agency." [The
Company's Proxy Statement admits that it - and therefore by necessary
implication, its Board of Directors - has violated the Rules promulgated by the
SEC.]
The Committee's sole objective is maximization of shareholder value through
improved financial results or through a sale at a premium. Your support is
needed to accomplish these goals.
A copy of the Committee's Counsel Letter is available upon request from Lawrence
Seidman by calling him at (973) 560-1400, X108.
Very truly yours,
UNITED NATIONAL BANCORP COMMITTEE
TO PRESERVE SHAREHOLDER VALUE