10-Q 1 g10q-24523.txt 10-Q United States SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-Q ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For The Period Ended March 31, 2001. --------------- or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period From to . ------- ------- UNIVEST CORPORATION OF PENNSYLVANIA ----------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania 23-1886144 ------------ ---------- (State or other jurisdiction of (IRS Employer Identification No.) incorporation of organization) 10 West Broad Street, Souderton, Pennsylvania 18964 --------------------------------------------------- (Address of principal executive offices)(Zip Code) Registrant's telephone number, including area code (215) 721-2400 -------------- Not Applicable -------------- (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed 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 . SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: COMMON STOCK, $5 PAR VALUE 7,155,778 -------------------------- --------- (Title of Class) (Number of shares outstanding at 3/31/01) UNIVEST CORPORATION OF PENNSYLVANIA AND SUBSIDIARIES INDEX PAGE NUMBER ----------- Part I. Financial Information: Item 1: Financial Statements (Unaudited) Condensed Consolidated Balance Sheets March 31, 2001 and December 31, 2000 1 Condensed Consolidated Statements of Income Three Months Ended March 31, 2001 and 2000 2 Consolidated Statements of Cash Flows Three Months Ended March 31, 2001 and 2000 3 Notes to Condensed Consolidated Financial Statements 4 Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations 6 Part II. Other Information: 12 Other Information UNIVEST CORPORATION OF PENNSYLVANIA AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED) (SEE NOTE) MARCH 31, 2001 DECEMBER 31, 2000 -------------- ----------------- (In thousands) ASSETS CASH AND DUE FROM BANKS $ 37,471 $ 40,517 INTEREST BEARING DEPOSITS WITH OTHER BANKS 9,906 5,131 INVESTMENT SECURITIES HELD-TO-MATURITY 147,390 158,499 (MARKET VALUE $149,685 AT 3/31/01 AND $159,325 AT 12/31/00) INVESTMENT SECURITIES AVAILABLE-FOR-SALE 175,325 189,927 FEDERAL FUNDS SOLD AND OTHER SHORT TERM INVESTMENTS 30,026 16,190 LOANS 752,045 739,228 LESS: RESERVE FOR POSSIBLE LOAN LOSSES (10,746) (10,727) ------------ ----------- NET LOANS 741,299 728,501 OTHER ASSETS 65,709 65,430 ------------ ----------- TOTAL ASSETS $ 1,207,126 $ 1,204,195 ============ =========== LIABILITIES DEMAND DEPOSITS, NON INTEREST BEARING $ 152,323 $ 168,796 DEMAND DEPOSITS, INTEREST BEARING 306,569 298,304 SAVINGS DEPOSITS 132,026 130,594 TIME DEPOSITS 378,282 374,230 ------------ ----------- TOTAL DEPOSITS 969,200 971,924 SHORT-TERM BORROWINGS 73,188 68,499 OTHER LIABILITIES 21,149 22,457 LONG-TERM DEBT 27,575 26,075 ------------ ----------- TOTAL LIABILITIES 1,091,112 1,088,955 SHAREHOLDERS' EQUITY COMMON STOCK 41,037 41,037 ADDITIONAL PAID-IN CAPITAL 20,912 20,912 RETAINED EARNINGS 80,217 77,498 ACCUMULATED OTHER COMPREHENSIVE INCOME 2,475 848 TREASURY STOCK (28,627) (25,055) ------------ ----------- TOTAL SHAREHOLDERS' EQUITY 116,014 115,240 ------------ ----------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,207,126 $ 1,204,195 ============ ===========
NOTE: THE CONDENSED CONSOLIDATED BALANCE SHEET AT DECEMBER 31, 2000 HAS BEEN DERIVED FROM THE AUDITED FINANCIAL STATEMENTS AT THAT DATE BUT DOES NOT INCLUDE ALL OF THE INFORMATION AND FOOTNOTES REQUIRED BY ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN THE UNITED STATES. 1 UNIVEST CORPORATION OF PENNSYLVANIA AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 2001 2000 (In thousands, except per share data) INTEREST INCOME INTEREST AND FEES ON LOANS TAXABLE INTEREST AND FEES ON LOANS $ 14,097 $ 13,670 EXEMPT FROM FEDERAL INCOME TAXES 823 774 -------- -------- TOTAL INTEREST AND FEES ON LOANS 14,920 14,444 INTEREST AND DIVIDENDS ON INVESTMENT SECURITIES 4,943 4,519 OTHER INTEREST INCOME 385 215 -------- -------- TOTAL INTEREST INCOME 20,248 19,178 -------- -------- INTEREST EXPENSE INTEREST ON DEPOSITS 8,472 7,474 OTHER INTEREST EXPENSE 990 849 -------- -------- TOTAL INTEREST EXPENSE 9,462 8,323 -------- -------- NET INTEREST INCOME 10,786 10,855 PROVISION FOR LOAN LOSSES 15 (173) -------- -------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 10,771 11,028 TRUST 1,175 1,150 SERVICE CHARGES ON DEMAND DEPOSITS 892 939 COMMISSION INCOME 657 701 OTHER INCOME 1,501 1,574 -------- -------- TOTAL OTHER INCOME 4,225 4,364 OTHER EXPENSES SALARIES AND BENEFITS 5,382 5,798 NET OCCUPANCY 704 660 EQUIPMENT 389 414 OTHER EXPENSES 2,889 2,631 -------- -------- TOTAL OTHER EXPENSES 9,364 9,503 -------- -------- INCOME BEFORE INCOME TAXES 5,632 5,889 INCOME TAXES 1,471 1,764 -------- -------- NET INCOME $ 4,161 $ 4,125 ======== ======== PER COMMON SHARE DATA: NET INCOME PER SHARE: BASIC $ 0.58 $ 0.55 DILUTED $ 0.58 $ 0.55 CASH DIVIDENDS DECLARED PER SHARE $ 0.19 $ 0.162
2 UNIVEST CORPORATION OF PENNSYLVANIA AND SUBSIDIARIES Consolidated Statements of Cash Flows (Unaudited)
For the three months ended, MARCH 31, 2001 MARCH 31, 2000 -------------- -------------- (in thousands) Cash flows from operating activities: Net income $ 4,161 $ 4,125 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses in excess of (less than) net charge-offs 19 (644) Depreciation and amortization 654 584 (Discount accretion) premium amortization on investment securities (156) 18 Deferred tax (benefit) income tax (387) 78 Realized gains on investment securities (26) (7) Realized gains on sales of mortgages (18) (1) (Decrease) increase in net deferred loan fees (362) 20 Increase in interest receivable and other assets (380) (2,135) (Decrease) increase in accrued expenses and other liabilities (1,663) 2,849 -------- -------- Net cash provided by operating activities 1,842 4,887 Cash flows from investing activities: Proceeds from maturing securities held to maturity 39,256 12,937 Proceeds from maturing securities available for sale 16,354 3,881 Proceeds from sales of securities available for sale 3,594 4,557 Purchases of investment securities held to maturity (28,065) (3,997) Purchases of investment securities available for sale (3,038) (7,965) Increase in interest-bearing deposits (4,775) (62) Net increase in federal funds sold and other short-term investments (13,836) (22,900) Proceeds from sales of mortgages 1,143 554 Net (increase) decrease in loans (13,580) 664 Capital expenditures (360) (669) Other investing activities - (200) -------- -------- Net cash used in investing activities (3,307) (13,200) Cash flows from financing activities: Net (decrease) increase in deposits (2,724) 20,117 Net increase (decrease) in short-term borrowings 4,689 (6,635) Proceeds from long-term debt 1,500 - Purchases of treasury stock (4,076) (983) Stock issued under dividend reinvestment and employee stock purchase plans 293 323 Proceeds from exercise of stock options 131 57 Cash dividends (1,394) (1,209) -------- -------- Net cash (used in) provided by financing activities (1,581) 11,670 Net (decrease) increase in cash and due from banks (3,046) 3,357 Cash and due from banks at beginning of period 40,517 35,066 -------- -------- Cash and due from banks at end of period $ 37,471 $38,423 ======== ======== Supplemental disclosures of cash flow information: Cash paid during the period for: Interest $ 9,266 $ 7,318
3 Notes to Condensed Consolidated Financial Statements (Unaudited) Note 1. Financial Information The accompanying condensed consolidated financial statements include the accounts of Univest Corporation of Pennsylvania (Univest) and its wholly owned subsidiaries, including Union National Bank and Trust Company (Union) and Pennview Savings Bank (Pennview), collectively referred to herein as the "Banks". The condensed consolidated financial statements included herein have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. The accompanying condensed consolidated financial statements reflect all adjustments which are of a normal recurring nature and are, in the opinion of management, necessary to present a fair statement of the results and condition for the interim periods presented. Operating results for the three-month period ended March 31, 2001 are not necessarily indicative of the results that may be expected for the year ending December 31, 2001. It is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and the notes thereto included in the registrant's Annual Report on Form 10-K for the year ended December 31, 2000, which has been filed with the Securities and Exchange Commission. Note 2. Earnings Per Share The following table sets forth the computation of basic and diluted earnings per share (in thousands): For the Three Months Ended March 31, 2001 2000 ---- ---- Numerator: Net Income $4,161 $4,125 Numerator for basic and diluted earnings per share - income available to common shareholders 4,161 4,125 4 Denominator: Denominator for basic earnings per share- weighted-average shares outstanding 7,207 7,436 Effect of dilutive securities: Employee stock options 18 7 --------------------- Denominator for diluted earnings per share adjusted weighted-average shares outstanding 7,225 7,443 ===================== Basic earnings per share $ .58 $ .55 ===================== Diluted earnings per share $ .58 $ .55 ===================== Note 3. Accumulated Other Comprehensive Income As of January 1, 2001, the Corporation adopted Statement No. 133, "Accounting for Derivative Instruments and Hedging Activities" (SFAS No. 133), as amended. The Statement requires the Corporation to recognize all derivatives on the balance sheet at fair value. Derivatives that are not hedges must be adjusted to fair value through income. If the derivative is a hedge, depending on the nature of the hedge, changes in the fair value of derivatives will either be offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings or recognized in other comprehensive income until the hedged item is recognized in earnings. The ineffective portion of a derivative's change in fair value will be immediately recognized in earnings. The fair value of the interest-rate swaps has been included in other comprehensive income. The following shows the accumulated comprehensive income, net of income taxes, for the periods presented: Three Months Ended March 31, 2001 2000 ---- ---- (in thousands) Net income $4,161 $4,125 Accumulated gain on cash flow hedge 193 - Change in unrealized gain (loss) on available for sale investment securities 1,434 (660) ----- --- Total comprehensive income $5,788 $3,465 ====== ====== 5 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS ------------------------------------ OF FINANCIAL CONDITION AND -------------------------- RESULTS OF OPERATIONS --------------------- NET INCOME ---------- Net income increased $0.1 million from $4.1 million for the three months ended March 31, 2000 to $4.2 million for the three months ended March 31, 2001. The net income growth was due mainly to decreases in operating expenses and income taxes. NET INTEREST INCOME ------------------- Interest and fees on loans increased $0.5 million from $14.4 million for the three months ended March 31, 2000 to $14.9 million for the three months ended March 31, 2001. The growth is due to an increase in average commercial loan volume offset by a decrease in prime rate. Fixed rate consumer loans increased in volume and rate. At March 31, 2001, prime rate averaged 8.5%, but at March 31, 2000 it averaged 8.75%. Prime rate was decreased from 9.5% in December 2000 to 9.0% in January 2001 to 8.5% in February 2001, and to 8.0% in March 2001 and remained at 8.0% through quarter end. Interest on investment securities increased $0.4 million from $4.5 million for the three months ended March 31, 2000 to $4.9 million for the three-month period ended March 31, 2001. The increase was due to both a higher average volume and a higher average yield. Other interest income increased $0.2 million for the three-month period ended March 31, 2001 due to an increase in federal funds sold. Interest expense increased $1.2 million from $8.3 million for the three months ended March 31, 2000 to $9.5 million for the three-month period ended March 31, 2001. The increase is primarily attributed to volume growth and a rise in average rate. Money market savings and certificates of deposit volumes continue to grow while non interest-bearing deposits decline. The asset/liability management process continues with its goal of providing stable reliable earnings through varying interest rate environments. Net interest income is the amount by which interest income on earning assets exceeds interest paid on interest bearing liabilities. Changes in interest rates, account balances or volume, and the mix of earning assets and interest bearing liabilities affect the amount of net interest income. The three months ended March 31, 2001 shows net interest income of $10.8 million, which is a decrease of $0.1 million compared to the $10.9 million recorded for the three months ended March 31, 2000. Average interest earning assets increased by $54.9 6 million for the three months ended March 31, 2001 as compared to the three months ended March 31, 2000. An increase in average deposits provided the funds for investment growth. Average interest bearing liabilities increased $44.9 million for the three months ended March 31, 2001 as compared to the same period in 2000. Interest earning assets yield remained constant at 7.4%. An increase of 30 basis points was paid on interest bearing liabilities. The net interest margin decreased to 3.9%. The following table demonstrates the aforementioned effects: THREE MONTHS ENDED ------------------ 3/31/01 3/31/00 ------- ------- AVG. BALANCE RATE AVG. BALANCE RATE ----------------- ----------------- Interest Earnings Assets $1,093,609 7.4% $1,038,729 7.4% Interest Bearing Liabilities 897,826 4.2% 852,911 3.9% Net Interest Income 10,786 10,855 Net Interest Spread 3.2% 3.5% Net Interest Margin 3.9% 4.2% The Corporation uses interest-rate swap agreements that convert a portion of its floating rate commercial loans to a fixed rate basis. In these swaps, the Corporation agrees to exchange, at specified intervals, the difference between fixed and floating-interest rates calculated on an agreed upon notional principal amount. Interest rate swaps in which the Corporation pays a floating rate and receives a fixed rate are used to reduce the impact of changes in interest rates on the Corporation's net interest income. At March 31, 2001, March 31, 2000 and December 31, 2000, the notional amount of "Pay Floating, Receive Fixed" swaps outstanding were $30.0 million, $40.0 million and $30.0 million respectively. The net payable or receivable from interest rate swap agreements is accrued as an adjustment to interest income. The $30.0 million in notional amount interest rate swaps outstanding at March 31, 2001 expire as follows: $20.0 million in notional principal amount in second quarter 2001 and $10.0 million in first quarter 2002. The impact of interest rate swaps on net interest income for the quarter ended March 31, 2001 was a positive $7 thousand as compared to a negative $16 thousand for the quarter ended March 31, 2000. The cost of the swaps decreased by the same amount as the income on the floating loans being hedged. Both decreases resulted from a decline in the prime rate. 7 The Corporation's current credit exposure on swaps is limited to the value of interest-rate swaps that have become favorable to the Corporation. As of March 31, 2001, the market value of interest-rate swaps in a favorable position was $197 thousand and the market value of interest-rate swaps in an unfavorable position was $4 thousand. As of March 31, 2000, there were no interest-rate swaps with a market value in a favorable position. The market value of interest-rate swaps in an unfavorable position was $304 thousand. Credit risk exists when the counterparty to a derivative contract with an unrealized gain fails to perform according to the terms of the agreement. ASSET QUALITY ------------- Management believes the reserve for possible loan losses is maintained at a level that is adequate to absorb potential losses inherent in the loan portfolio. Management's methodology to determine the adequacy of and the provisions to the reserve considers specific credit reviews, past loan loss experience, current economic conditions and trends, and the volume, growth and composition of the loan portfolio. The reserve for possible loan losses is determined through a periodic evaluation that takes into consideration the growth of the loan portfolio, the status of past-due loans, current economic conditions, various types of lending activity, policies, real estate and other loan commitments, and significant changes in the charge-off activity. Loans are also reviewed for impairment based on discounted cash flows using the loans' initial effective interest rate or the fair value of the collateral for certain collateral dependent loans as provided for under SFAS No.114. Any of the above criteria may cause the provision to fluctuate. The provision for the quarter ended March 31, 2001, was $0.02 million and for the quarter ended March 31, 2000 was ($0.2) million. At March 31, 2001, the recorded investment in loans that are considered to be impaired under SFAS No. 114 was $2.5 million, all of which were on a non-accrual basis. The related reserve for credit losses for those loans was $0.8 million. At March 31, 2000, the recorded investment in loans considered to be impaired was $2.0 million, all of which were on a non-accrual basis. The related reserve for credit losses for these loans was $0.9 million. When a loan, including a loan impaired under SFAS No. 114, is classified as non-accrual, the accrual of interest on such loan is discontinued. A loan is classified as nonaccrual when the contractual payment of principal or interest has become 90 days past due or management has serious doubts about the further collectibility of principal or interest, even though the loan is currently performing. A loan may remain on accrual status if it is in the process of collection and is either guaranteed or well secured. When a loan is placed on non-accrual status, unpaid interest credited to income in the current year is reversed and unpaid interest accrued in prior years are charged against "other expense." Interest received on nonaccrual loans is either applied against principal or reported as interest income, according to management's judgment as to the collectibility of principal. 8 Loans are usually restored to accrual status when the obligation is brought current, has performed in accordance with the contractual terms for a reasonable period of time and the ultimate collectibility of the total contractual principal and interest is no longer in doubt. Cash basis, non-accrual and restructured loans at March 31, 2001 total $2.5 million and consist mainly of commercial loans and real estate related commercial loans. The total of cash basis, non-accrual and restructured loans at March 31, 2000 was $2.2 million. For the quarter ended March 31, 2001, non-accrual loans resulted in lost interest income of $68 thousand as compared to $61 thousand at March 31, 2000. At March 31, 2001, the Corporation had no commitments to lend additional funds with respect to nonperforming loans. In management's evaluation of the loan portfolio risks, any significant future increases in nonperforming loans are dependent to a large extent on the economic environment, or specific industry problems. At March 31, 2001 and December 31, 2000, the reserve for possible loan losses was 1.4% and 1.5% of total loans, respectively. For more information on the reserve, please refer to the Registrant's Annual Report on Form 10-K for the period ended December 31, 2000. . At March 31, 2001 and December 31, 2000, the Corporation had no Other Real Estate Owned ("OREO"). At March 31, 2000, the Corporation had a total of $40 thousand in OREO consisting of one commercial property. This amount is recorded in "Other Assets" at lower of cost or fair market value, less estimated costs to sell, in the accompanying condensed consolidated balance sheets. OTHER INCOME ------------ Other income which is non-interest related consists mainly of general fee income, trust department fee income, commission income and other miscellaneous non-recurring types of income. It also includes various types of service charges, such as ATM fees and increases in the cash surrender value of bank-owned life insurance (BOLI). Other income decreased $0.2 million or 4.5% from $4.4 million for the three months ended March 31, 2000 to $4.2 million for the three months ended March 31, 2001. The decrease is attributed to a decline in other miscellaneous income, primarily cash surrender values of bank owned life insurance policies. Trust income remained constant at $1.2 million for the three months ended March 31, 2001 and March 31, 2000. Although there was growth in the number of trust accounts this was offset by a decline in the market value of assets under management. This had an adverse effect on trust management fees. Service charges on demand deposits remained constant at $0.9 million for the three months ended March 31, 2001 and March 31, 2000. Debit card usage generated an 9 increase in fees from the card origination system. This was offset by a decrease in other various transaction charges for demand deposit service products. Commission income is the primary source of income for Fin-Plan Group and George Becker Associates, Inc. Commission income for both the three months ended March 31, 2001 and March 31, 2000 was $0.7 million. While there was growth in the insurance commission there was a decline in the broker/dealer fees due to a decline in the market. Other income decreased $0.1 million from $1.6 million for the three months ended March 31, 2000 to $1.5 million for the three months ended March 31, 2001 due to changes in cash surrender values of bank owned life insurance policies. OTHER EXPENSE ------------- The operating costs of the Corporation include but are not limited to, salaries and benefits, equipment expense, and occupancy costs. This category is usually referred to as non-interest expense and receives ongoing management attention in an attempt to contain and minimize the growth of the various expense categories, while encouraging technological innovation in conjunction with the expansion of the Corporation. Other expenses decreased from $9.5 million for the quarter ended March 31, 2000 to $9.4 million for the quarter ended March 31, 2001. Salaries and benefits, which include bonuses and commission expense generated by Fin-Plan Group and George Becker Associates, Inc., decreased while other expenses such as advertising, postage, audit and legal fees increased. TAX PROVISION ------------- The provision for income taxes was $1.5 million for the quarter ended March 31, 2001 and $1.8 million for the quarter ended March 31, 2000. The effective tax rates were 26.1% and 30.0% respectively. The effective tax rates reflect the benefits of tax credits generated from investments in low-income housing projects and tax-free income from investment in municipal securities, loans and bank-owned life insurance. The reduction in the effective tax rate is primarily the result of an increase in tax-exempt loans and investment balances and in the amount of bank-owned life insurance owned by the Corporation. 10 FINANCIAL CONDITION ------------------- Total assets increased $2.9 million or 0.2% from $1,204.2 million at December 31, 2000 to $1,207.1 million at March 31, 2001. Maturing securities provided funds for the increase in loans and federal funds sold. Shareholders' equity increased to $116.0 million at March 31, 2001 from $115.2 million at December 31, 2000, an increase of $0.8 million or 0.7%. Treasury stock increased to $28.6 million from $25.1 million at December 31, 2000. Book value per share increased from $15.76 at December 31, 2000 to $16.21 at March 31, 2001, an increase of $0.45 per share or 2.9%. On May 1, 2000, the Corporation paid a 5% stock dividend to all shareholders of record as of April 14, 2000. All per share data has been restated to reflect the dividend. Debt securities that the Corporation has both the positive intent and ability to hold to maturity are carried at amortized cost. All other debt securities and all marketable equity securities are classified as available-for-sale or trading and carried at fair value. Unrealized holding gains and losses on securities classified as available-for-sale are carried net of taxes and included in Accumulated Other Comprehensive Income. Unrealized holding gains and losses on securities classified as trading are reported in earnings. The accumulated other comprehensive income, related to debt securities, of $2.3 million, net of taxes, has been included in shareholders' equity as of March 31, 2001. At December 31, 2000, the accumulated other comprehensive income included in shareholders' equity was $0.8 million. As of January 1, 2001, the Corporation adopted Statement No. 133, "Accounting for Derivative Instruments and Hedging Activities" (SFAS No. 133), as amended. The Statement requires the Corporation to recognize all derivatives on the balance sheet at fair value. Derivatives that are not hedges must be adjusted to fair value through income. If the derivative is a hedge, depending on the nature of the hedge, changes in the fair value of derivatives will either be offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings or recognized in other comprehensive income until the hedged item is recognized in earnings. The ineffective portion of a derivative's change in fair value will be immediately recognized in earnings. The fair value of the interest-rate swaps at March 31, 2001 was $0.2 million and has been included in other comprehensive income. MARKET RISK ----------- No material changes in the Corporation's market risk or market strategy occurred during the current period. A detailed discussion of market risk is provided in the Registrant's Annual Report on Form 10-K for the period ended December 31, 2000. 11 Part II. OTHER INFORMATION Item 1. Legal Proceedings--None Item 2. Changes in Securities--None Item 3. Defaults upon Senior Securities--None Item 4. Submission of Matters to a Vote of Security Holders--Not applicable Item 5. Other Information--None Item 6. Exhibits and Reports on Form 8-K Exhibit 27 - Financial Data Schedule No reports on Form 8-K were filed during the quarter for which this report is filed. 12 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. UNIVEST CORPORATION OF PENNSYLVANIA ----------------------------------- (Registrant) Date: 4/17/01 /s/ William S. Aichele ------- ----------------------------- William S. Aichele, President and Chief Executive Officer Date: 4/17/01 /s/ Wallace H. Bieler ------- ----------------------------- Wallace H. Bieler, Executive Vice President and Chief Financial Officer 13