SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 (NO FEE REQUIRED)
For the fiscal year ended December 31, 2001
[_] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 (NO FEE REQUIRED)
COMMISSION FILE NO. 0-13322
__________________________________
A. Full title of the plan and address of the plan, if different from that of
issuer named below:
United Bankshares, Inc. Savings and Stock Investment Plan
B. Name of issuer of the securities held pursuant to the plan and address of its
principal executive office:
United Bankshares, Inc.
300 United Center
500 Virginia Street, East
Charleston, West Virginia 25301
Form 11-K
United Bankshares, Inc.
Savings and Stock Investment Plan
December 31, 2001
Required Information
The United Bankshares, Inc. Savings and Stock Investment Plan (the "Plan") is
subject to the Employee Retirement Income Security Act of 1974, as amended
("ERISA"). Accordingly, in lieu of the requirements of Items 1-3 of this
section, the Plan is filing financial statements and supplemental schedules
prepared in accordance with the financial reporting requirements of ERISA. The
following financial statements and supplemental schedules, attached hereto, are
filed as part of the Annual Report:
Report of Independent Auditors 1
Statements of Net Assets Available for Benefits 2
Statements of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4-8
Schedule H, Line 4(i)--Schedule of Assets (Held at End of Year)--
Modified Cash Basis 9
Schedule H, Line 4(j)--Schedule of Reportable Transactions--
Modified Cash Basis 10
Item 9(b) - Exhibits:
Exhibit 24(c) - Consent of Independent Auditors
Report of Independent Auditors
United Bankshares, Inc. Plan Sponsor
We have audited the accompanying statements of net assets available for benefits
(modified cash basis) of the United Bankshares, Inc. Savings and Stock
Investment Plan (the Plan) as of December 31, 2001 and 2000, and the related
statement of changes in net assets available for benefits (modified cash basis)
for the year ended December 31, 2001. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
As described in Note 1, the financial statements and supplemental schedules were
prepared on a modified cash basis of accounting, which is a comprehensive basis
of accounting other than accounting principles generally accepted in the United
States.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits (modified cash
basis) of the Plan at December 31, 2001 and 2000, and the change in its net
assets available for benefits (modified cash basis) for the year ended December
31, 2001, on the basis of accounting described in Note 1.
Our audits were performed for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying supplemental schedules (modified
cash basis) of assets held at end of year as of December 31, 2001, and
reportable transactions for the year then ended are presented for purposes of
additional analysis and are not a required part of the financial statements but
are supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. These supplemental schedules are the responsibility of the
Plan's management. The supplemental schedules have been subjected to the
auditing procedures applied in our audit of the basic financial statements and,
in our opinion, are fairly stated in all material respects in relation to the
financial statements taken as a whole.
/s/ Ernst & Young LLP
June 24, 2002
1
United Bankshares, Inc.
Savings and Stock Investment Plan
Statements of Net Assets Available for Benefits--
Modified Cash Basis
December 31
2001 2000
---------------------------------
Assets
Cash and cash equivalents $ 2,180,593 $ 2,173,707
Investments, at fair value 27,264,620 24,911,890
Contributions receivable 27,443 -
---------------------------------
Net assets available for benefits $ 29,472,656 $ 27,085,597
=================================
See accompanying notes.
2
United Bankshares, Inc.
Savings and Stock Investment Plan
Statement of Changes in Net Assets Available for Benefits--
Modified Cash Basis
Year Ended December 31, 2001
Additions
Contributions:
Employees $ 1,835,269
Employer 785,396
Investment income 769,951
------------
3,390,616
Deductions
Withdrawals and benefit payments 4,745,636
------------
(1,355,020)
Net realized and unrealized appreciation in fair value of investments 3,742,079
------------
Net increase 2,387,059
Net assets available for benefits at beginning of year 27,085,597
------------
Net assets available for benefits at end of year $ 29,472,656
============
See accompanying notes.
3
United Bankshares, Inc.
Savings and Stock Investment Plan
Notes to Financial Statements--
Modified Cash Basis
Year Ended December 31, 2001
1. Significant Accounting Policies
Accounting Method
The accounting records of the United Bankshares, Inc. (United) Savings and Stock
Investment Plan (the Plan) are maintained on a modified cash basis of
accounting, a basis of accounting permitted by the Department of Labor. Such
accounting method includes recording investments at fair value and the recording
of contributions receivable. Other additions and deductions are recognized as
received or paid rather than as earned or incurred. Accordingly, the
accompanying financial statements are not intended to be presented in accordance
with accounting principles generally accepted in the United States.
The preparation of financial statements requires management to make estimates
that affect the amounts reported in the financial statements and accompanying
notes. Actual amounts could differ from those estimates.
Cash Equivalents
Cash equivalents are short-term (maturities of less than ninety days), highly
liquid investments. The market value of cash equivalents approximates cost.
Investments
Investments are recorded at estimated fair value based upon published quoted
prices, determined primarily by the last reported sales price on the last
business day of the year.
4
United Bankshares, Inc.
Savings and Stock Investment Plan
Notes to Financial Statements--
Modified Cash Basis (continued)
2. Description of the Plan
The following description of the Plan provides only general information.
Participants should refer to the Summary Plan Description for a complete
description of the Plan's provisions.
The Plan is a contributory defined contribution plan, which is available to all
employees of United or any of its subsidiaries who have completed 90 days of
continuous service for employee deferral and one year of service for employer
match. The Plan was established December 29, 1989, and is subject to the
provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
Active participants may defer up to 15% of their annual pre-tax compensation
subject to Internal Revenue Code (the Code) limitations. United contributes an
amount equal to 100% of the first 2% of the participant's deferral and 25% of
the next 2% of the participant's deferral. Contributions are made by United on a
semi-monthly basis and consist of cash, which is used by the Plan to purchase
shares of United common stock. Plan earnings are allocated to each participant's
account based upon the respective account balances. Participating employees are
immediately fully vested as to employee and employer contributions to the Plan.
The benefit to which a participant is entitled is the benefit that can be
provided from the participant's account.
In the event of termination, partial termination, or complete discontinuance of
contributions to the Plan, the assets of the Plan will remain in trust and will
be distributed in accordance with the Plan Agreement.
Participants may choose to have their contributions directed to any of ten
investment options including United Bankshares, Inc common stock, U.S.
Government Securities Funds, various common stock funds and an international
equity fund. Investment elections must be made in multiples of 1%.
5
United Bankshares, Inc.
Savings and Stock Investment Plan
Notes to Financial Statements--
Modified Cash Basis(continued)
3. Investments
Each investment is subject to market risk. The degree of market risk varies by
investment type based upon the nature of the applicable underlying net assets.
The Plan's maximum exposure to accounting loss from such investments is
represented by the amounts appearing in the statements of net assets available
for benefits.
The estimated fair value of individual investments representing 5% or more of
the Plan's net assets is as follows:
December 31
2001 2000
------------------------------------
Federated Government Obligations Fund $ 2,085,475 $ 2,075,660
Goldman Sachs Capital Growth Fund 3,638,447 4,684,904
United Bankshares, Inc. Common Stock -
Participant Directed 5,796,790 4,217,100
United Bankshares, Inc. Common Stock -
Nonparticipant Directed 11,862,211 10,216,155
Federated Max-Cap Fund 1,676,854 2,199,706
During 2001, the current value of the Plan's investments (including investments
bought, sold, and held during the year), as determined principally by quoted
market values, appreciated as follows:
Net Realized and Unrealized
Appreciation in Fair Value
of Investments
-----------------------------
Shares of registered investment companies $ (1,147,122)
United Bankshares, Inc. Common Stock 4,889,201
-----------------------------
$ 3,742,079
=============================
6
United Bankshares, Inc.
Savings and Stock Investment Plan
Notes to Financial Statements--
Modified Cash Basis(continued)
4. Nonparticipant-Directed Investments
Information about the net assets and the significant components of changes in
net assets related to the nonparticipant-directed investments is as follows:
December 31
2001 2000
---------------------------------
Investments, at fair value:
United Bankshares, Inc. Common Stock $ 11,862,211 $ 10,216,155
Year Ended
December 31
2001
--------------
Change in net assets:
Contributions $ 785,396
Dividends 389,367
Net realized and unrealized appreciation in fair value 3,238,984
Distributions to participants (2,767,691)
--------------
$ 1,646,056
===============
5. Differences Between Financial Statements and Form 5500
For purposes of Form 5500, interest-bearing cash and cash equivalents are
classified as plan investments. The amount of cash and cash equivalents
classified as investments on the Form 5500 was $2,085,494 and $2,125,168 as of
December 31, 2001 and 2000, respectively.
6. Income Tax Status
The Plan has received a determination letter from the Internal Revenue Service
dated October 19, 1995, stating that the Plan is qualified under Section 401(a)
of the Code and, therefore, the related trust is exempt from taxation. Once
qualified, the Plan is required to operate in conformity with the Code to
maintain its qualification. The plan administrator believes the Plan is being
operated in compliance with the applicable requirements of the Code and,
therefore, believes that the Plan is qualified and the related trust is tax
exempt.
7
United Bankshares, Inc.
Savings and Stock Investment Plan
Notes to Financial Statements--
Modified Cash Basis(continued)
7. Transactions with Parties-in-Interest
The Plan holds 611,885 shares of United common stock, which had a fair value of
$28.86 per share at December 31, 2001.
United pays certain administrative expenses on behalf of the Plan and provides
certain services at no cost to the Plan.
United Bank, Inc., a wholly owned subsidiary of United, acts as Trustee for the
Plan.
Participants may choose to have their contributions directed to various mutual
funds provided by Federated, record keeper for the Plan.
8
United Bankshares, Inc.
Savings and Stock Investment Plan
Plan: 003 - EIN: 55-0641179
Schedule H, Line 4(i)--Schedule of Assets (Held at
End of Year)--Modified Cash Basis
December 31, 2001
Estimated
Fair
Description Units Value Cost
------------------------------------------------------------------------------------------
* Federated Money Market Trust
(cash equivalents) 19 $ 19 $ 19
* Federated Government Obligations
Fund (cash equivalents) 2,085,475 2,085,475 2,085,475
* Federated Income Trust 83,071 862,279 827,763
* Federated Total Return Bond Fund 34,190 358,998 353,131
Janus Balanced Fund 38,679 759,269 839,262
* Federated Stk Tr Sh Ben 42,508 1,442,716 1,445,105
* Federated Aggressive Growth Fund 46,105 544,959 738,403
* Federated Max-Cap Fund 72,185 1,676,854 2,031,429
* Federated International Equity 18,121 272,897 416,558
Goldman Sachs Capital Growth Fund 183,853 3,638,447 4,854,374
* United Bankshares, Inc. Common Stock 611,885 17,659,001 8,304,504
* Loans to participants (interest rates
ranging from 9% to 10%) -- 49,199 49,199
----------------------------
$29,350,113 $21,945,222
============================
* Parties-in-interest
9
United Bankshares, Inc.
Savings and Stock Investment Plan
Plan: 003 - EIN: 55-0641179
Schedule H, Line 4(j)--Schedule of Reportable Transactions--
Modified Cash Basis
Year Ended December 31, 2001
Total
Total Proceeds Total
Cost of From Cost of Realized
Description Purchases Sales Assets Gain
Category (iii)--Series of Transactions in Excess of 5% of Plan Assets
---------------------------------------------------------------------
United Bankshares, Inc. Common Stock $ 765,463 $ 73,478 $ 35,875 $ 37,603
There were no category (i), (ii) or (iv) reportable transactions during fiscal
year 2001.
10
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees or other persons who administer the Plan have duly caused this annual
report to be signed on its behalf by the undersigned hereunto duly authorized.
United Bankshares, Inc. Savings and
Stock Investment Plan
/s/ Jack C. Stokes
---------------------------------------
Mr. Jack C. Stokes
Plan Administrator
June 28, 2002