SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________
FORM 11-K
(Mark One)
X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [FEE REQUIRED] FOR THE FISCAL YEAR ENDED DECEMBER 31,
1993
OR
_ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED] for the transition period
from ____________to _____________
COMMISSION FILE NUMBER 0-14120
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
ADVANTA Corp. Employee Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
ADVANTA Corp.
Brandywine Corporate Center
650 Naamans Road
Claymont, DE 19703
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Committee which administers the Plan has duly caused this
annual report to be signed by the undersigned thereunto duly
authorized.
ADVANTA Corp.
Employee Savings Plan
Dated: June 28, 1994 By: /s/ Gene S. Schneyer
Gene S. Schneyer
Member of the Committee Administering
the Plan
<PAGE>
ADVANTA Corp.
Employee Savings Plan
Index to Financial Statements and Schedules
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
FINANCIAL STATEMENTS:
Statements of Assets Available for Benefits
as of December 31, 1993 and 1992
Statements of Changes in Assets Available for Benefits for the Years
Ended December 31, 1993, 1992 and 1991
Notes to Financial Statements
SCHEDULES:
I - Schedule of Assets Held for Investment Purposes as of
December 31, 1993.
II - Schedule of Reportable Transactions for the Year
Ended December 31, 1993.
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the ADVANTA Corp. Employee Savings Plan
Compensation Committee:
We have audited the accompanying statements of assets available for
benefits of ADVANTA Corp. Employee Savings Plan as of December 31,
1993 and 1992, and the related statements of changes in assets
available for benefits for each of the three years in the period ended
December 31, 1993. These financial statements and the schedules
referred to below are the responsibility of the Plan's management.
Our responsibility is to express an opinion on these financial
statements and schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. 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.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the assets available for benefits of
the Plan as of December 31, 1993 and 1992, and the changes in assets
available for benefits for each of the three years in the period ended
December 31, 1993, in conformity with generally accepted accounting
principles.
Our audit was made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of
Assets Held for Investment Purposes and Reportable Transactions are
presented for purposes of additional analysis and are not a required
part of the basic 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. The supplemental schedules have been
subjected to the auditing procedures applied in the audit of the basic
financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken
as a whole.
Arthur Andersen & Co.
Philadelphia, PA
June 28, 1994
<PAGE>
ADVANTA Corp.
Employee Savings Plan
Statements of Assets Available for Benefits
December 31,
1993 1992
Assets
Cash $ 54,466 $ 260
Investments (Note 4):
Money Market Fund
(Colonial National Bank USA) 3,667,012 2,535,087
Managed Mutual Fund (Windsor II) 3,032,713 1,458,704
Common Stock Fund (ADVANTA Corp.
Common Stock, Class A & B) 13,368,373 8,592,439
Interest Receivable 2,211 1,211
Employer Contribution Receivable 612,240 469,538
Participant Loans Receivable
(Note 2) 748,932 588,972
Total Assets Available for
Benefits $21,485,947 $13,646,211
The accompanying notes are an integral part of these statements.
<PAGE>
ADVANTA Corp.
Employee Savings Plan
Statements of Changes in Assets Available for Benefits
Year Ended December 31,
1993 1992 1991
Increases:
Interest & Dividend Income $ 401,879 $ 244,439 $ 229,465
Employee Contributions 1,992,429 1,236,864 1,045,688
Employer Contributions 1,188,366 910,680 753,441
Net Increase/(Decrease) in Fair
Market Value of Investments 4,282,104 3,447,945 2,777,996
Net Realized Gains on
Investments 440,980 142,102 71,789
8,305,758 5,982,030 4,878,379
Decreases:
Distributions to Participants 466,022 391,842 490,070
Net Increases 7,839,736 5,590,188 4,388,309
Assets Available for Benefits,
beginning of year 13,646,211 8,056,023 3,667,714
Assets Available for Benefits,
end of year $21,485,947 $13,646,211 $8,056,023
The accompanying notes are an integral part of these statements.
<PAGE>
ADVANTA Corp.
Employee Savings Plan
Notes to Financial Statements
December 31, 1993
(1) Description of Plan:
The ADVANTA Corp. Employee Savings Plan ("the Plan"), as amended, was
formed effective July 1, 1983 and is a defined contribution plan
available to all employees of ADVANTA Corp. ("the Company") and
subsidiaries, who have reached age 21 with one year of service. The
Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974, as amended (ERISA).
Participants may elect to defer a portion of their compensation before
certain taxes are deducted. The Company may elect to limit the maximum
percentage a participant may contribute to the extent it determines
that such limitation is necessary in order to comply with the rules for
plan qualification under Sections 401(a) and (k) of the Internal Revenue
Code. An eligible participant may elect to contribute up to 15% of his
salary or to the limits determined under Section 401 of the Internal
Revenue Code. The Company also makes discretionary contributions to
the Plan on a per pay period basis. Such employer contributions are
generally equal to a percentage of each employee's contributions up to
5% of the employee's compensation (as defined in the Plan). Employer
contributions in each of the Plan years 1993, 1992, and 1991 were 100%,
of the first 5% of employees' compensation contributed to the Plan.
The Company may make additional contributions to the Plan in proportion
to compensation for the Plan year among a selected participant group.
Such contributions shall equal the amount necessary to satisfy the
discrimination standards of Section 401 of the Internal Revenue Code.
Because contributions made under Section 401 can not be included in the
income of participants when made, they are fully taxable when
distributed unless rolled over into another qualified plan or
Individual Retirement Account (IRA). Participants are fully vested as
to employer and employee contribution accounts at all times. Employees
who terminate anytime during the year are not eligible for subsequent
employer contributions for that year.
While it is the Company's intention to continue the Plan in operation
indefinitely, any termination of the Plan or discontinuance of
contributions will not result in the use or diversion of Plan assets
for any purposes other than the exclusive benefit of Plan participants
and their beneficiaries.
<PAGE>
(2) Participant Loans:
As provided for in the Plan document, the Compensation Committee has
elected to make loans available to participants under certain specified
conditions. The principal amount of loans to participants may not
exceed the lesser of $50,000 (reduced by the maximum amount of such
loans outstanding anytime during the preceding year) or 50% of a
participant's accrued equity in the Plan. Participant loans are
generally limited to five years (or, in the case of a loan used to
finance the acquisition of a principal residence, fifteen years) and
bear an interest rate charged by commercial lenders for a comparable
loan on the date the loan request is approved. Participant loans are
collateralized by the participant's accrued equity in the Plan.
(3) Basis of Accounting:
The accompanying financial statements have been prepared using the
accrual basis of accounting.
(4) Valuation of Assets:
Prior to April 1, 1994, Plan participants had the option of directing
their contributions and Company contributions among three investment
funds. The Money Market Fund invested in interest-bearing deposits of
Colonial National Bank USA, which, prior to April 1, 1994 was also
Trustee for the Plan, an indirectly wholly-owned subsidiary of the Company.
The Managed Mutual Fund invested in shares of Windsor II, a no-load mutual
fund which is part of The Vanguard Group of Investment Companies (not an
affiliate of the Company). The Common Stock Fund invests in shares of the
Company's Class "A" and Class "B" common stock. Such investments are carried
at market value (based on quoted market prices) in the accompanying
financial statements. The Money Market Fund was carried at cost which
approximates market.
Separate accounts are maintained for each participant's equity in
employee contributions and Company matching contributions in each
investment fund. Investment gains and losses in each of the funds
described above were allocated to the participants in the ratio of each
participant's account balance to the total account balance in each
fund.
From and after April 1, 1994, investment options under the Plan have
been changed. See Note 9 "Subsequent Events".
(5) Administrative Expenses:
All expenses of administration of the Plan, Trustee fees and other fees
incident to the management of the Plan are paid for by the Company,
except for brokerage commissions and transfer taxes.
<PAGE>
(6) Realized/Unrealized Gains and Losses:
In 1991 the Plan adopted a new method of accounting for realized and
unrealized investment gains and losses. The change requires that
realized gains and losses be determined separately on the basis of
market value as of the beginning of the period.
Unrealized investment gains and losses, which is reported as the net
increase/decrease in the fair market value of investments in the
accompanying financial statements, represents the net change in the
unrealized appreciation/depreciation in the investment portfolio from
the beginning to the end of the year.
(7) Federal Income Taxes:
The Plan received a letter of favorable determination in 1988 from the
Internal Revenue Service as to the qualification of the Plan.
Accordingly, no provision for income taxes has been made in the
accompanying financial statements.
(8) Distribution To Participants:
In 1991 the Plan adopted a new accounting principle requiring all
distributions payable as of year-end to be included as a component of
assets available for plan benefits. Distributions payable as of year-
end 1993, 1992 and 1991 were $168,843, $33,891 and $85,720,
respectively.
(9) Subsequent Events:
The Company announced after year end that a match for Plan year 1994
would be, at a minimum, 50% of the employee's contributions up to 5% of
the employee's compensation (as defined in the Plan).
Effective April 1, 1994, the Plan was amended. Pursuant to the
amendments to the Plan, Plan participants will no longer be offered the
option of investing in the Money Market Fund or the Managed Mutual
Fund. Instead, Plan participants may invest their contributions and
Employer contributions in one or more of the following investment
options: any of five investment portfolios managed by investment
advisory firms selected by PW Trust Company, a subsidiary of Paine
Webber, Incorporated (a guaranteed investment contracts portfolio, a
strategic balanced portfolio, a growth value portfolio, an
international equity portfolio and a strategic growth portfolio) and
the Common Stock Fund. In addition, effective as of April 1, 1994, PW
Trust Company replaced Colonial National Bank USA as Trustee of the
Plan.
<PAGE>
(10) The schedule of allocation of assets available for benefits to
investment funds as of December 31, 1993 and 1992 are as follows:
December 31, 1993
Money Managed Common Participant
Market Mutual Stock Loans
Assets Fund Fund Funds Receivable
Cash $ $ $ 54,466 $
Investments:
Money Market Fund
(Colonial National Bank
USA Guaran-T Money
Market Account) 3,667,012
Managed Mutual Fund
(Windsor II) 3,032,713
Common Stock Fund
(ADVANTA Corp.
Common Stock) 13,368,373
Interest Receivable 2,211
Employer Contribution
Receivable 128,570 189,794 293,876
Participant Loans
Receivable 748,932
Total Assets Available
for Benefits $3,797,793 $3,222,507 $13,716,715 $748,932
<PAGE>
(10) (Continued):
December 31, 1992
Money Managed Common Participant
Market Mutual Stock Loans
Assets Fund Fund Funds Receivable
Cash $ $ $ 260 $
Investments:
Money Market Fund
(Colonial National Bank
USA Guaran-T Money
Market Account) 2,535,087
Managed Mutual Fund
(Windsor II) 1,458,704
Common Stock Fund
(ADVANTA Corp.
Common Stock) 8,592,439
Interest Receivable 1,211
Employer Contribution
Receivable 150,252 112,689 206,597
Participant Loans
Receivable 588,972
Total Assets Available
for Benefits $2,686,550 $1,571,393 $8,799,296 $588,972
<PAGE>
(11) The schedules of allocation of plan income and changes in assets
available for benefits to investment funds for years 1993 and 1992
are as follows:
For the Year Ended December 31, 1993
Money Managed Common Participant
Market Mutual Stock Loans
Fund Fund Funds Receivable
Increases:
Interest & Dividend
Income $ 94,085 $ 85,823 $ 166,782 $ 55,189
Employee Contributions 486,794 640,058 865,577 --
Employer Contributions 281,985 344,945 561,436 --
Realized Gains on
Investments -- 2,374 438,606 --
Net Increase in
Fair Market Value of
Investments -- 94,279 4,187,825 --
862,864 1,167,479 6,220,226 55,189
Decreases:
Distributions to
Participants 108,012 76,616 271,774 9,620
Net Increases 754,852 1,090,863 5,948,452 45,569
Interfund Transfers 364,038 548,162 (912,200) --
Net Loans Issued (7,647) 12,089 (118,833) 114,391
Assets Available for
Benefits, beginning of
year 2,686,550 1,571,393 8,799,296 588,972
Assets Available for
Benefits, end of year $3,797,793 $3,222,507 $13,716,715 $748,932
<PAGE>
(11) (Continued):
For the Year Ended December 31, 1992
Money Managed Common Participant
Market Mutual Stock Loans
Fund Fund Funds Receivable
Increases:
Interest & Dividend
Income $ 93,823 $ 62,841 $ 48,549 $ 39,226
Employee Contributions 402,035 272,175 562,654 --
Employer Contributions 298,275 197,109 415,296 --
Realized Gains on
Investments -- 613 141,489 --
Net Increase in
Fair Market Value of
Investments -- 78,795 3,369,150 --
794,133 611,533 4,537,138 39,226
Decreases:
Distributions to
Participants 142,572 88,203 149,985 11,082
Net Increases 651,561 523,330 4,387,153 28,144
Interfund Transfers (294,023) (4,072) 298,095 --
Net Loans Issued (66,677) (51,126) (183,646) 301,449
Assets Available for
Benefits, beginning of
year 2,395,689 1,103,261 4,297,694 259,379
Assets Available for
Benefits, end of year $2,686,550 $1,571,393 $8,799,296 $588,972
<PAGE>
SCHEDULE I
ADVANTA Corp.
Employee Savings Plan
EIN 23-1462070
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1993
Cost Market Value
Money Market Fund, Colonial
National Bank USA $ 3,667,012 $ 3,667,012
Managed Mutual Fund, Windsor II
177,976 shares, market value
$17.04 per share 2,809,502 3,032,713
ADVANTA Common Stock Fund
Class A: 153,682 shares,
market value $33.25 per share;
Class B: 284,774 shares,
market value $29.00 per share 3,693,108 13,368,373
Participant Loans Receivable,
bearing interest from 7% to 11.5% 748,932 748,932
$10,918,554 $20,817,030
<PAGE>
<TABLE> Schedule II
ADVANTA Corp.
Employee Savings Plan
EIN 23-1462070
Item 27d - Schedule of Reportable Transactions
For The Year Ended December 31, 1993
Transactions set forth below are those which involve an amount in
excess of 5% of the market value of the Plan's assets at the beginning
of the year.
<CAPTION>
(a) (b) (c) (d) (e) (f) (g) (h) (i)
Current
Expense Value of
Incurred Asset on
Identity Description Purchase Selling Lease with Cost Transaction Net Gain
of Party of Asset Price Price Rental Transaction of Asset Date or (loss)
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ADVANTA Corp. Common Stock $1,462,938 -- -- -- $1,462,938 $1,462,938 --
VanGuard -
Windsor II Mutual Fund 1,513,446 -- -- -- 1,513,446 1,513,446 --
Total $2,976,384 $2,976,384 $2,976,384 --
ADVANTA Corp. Common Stock -- $1,298,868 -- -- $ 860,262 $1,298,868 $438,606
VanGuard Mutual Fund -- 36,090 -- -- 33,716 36,090 2,374
Windsor II $1,334,958 $ 893,978 $1,334,958 $440,980
</TABLE>
<PAGE>
Schedule II
(Continued)
ADVANTA Corp.
Employee Savings Plan
Item 27d - Schedule of Reportable Transactions
For Year Ended December 31, 1993
Transactions set forth below are those which involve an amount in
excess of 5% of the market value of the Plan's assets at the beginning
of the year.
Number of Cost
Transactions of Assets
Purchases:
Mutual Fund 36 1,513,446
Common Stock 35 1,462,938
Sales:
Stock 7 860,262
Mutual Fund 2 33,716
<PAGE>
EXHIBIT INDEX
Exhibit No. Document
1 Consent of independent public accounts
<PAGE>
EXHIBIT I
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the
incorporation of our report included in this Form 11-K, into the
Company's previously filed Form S-8 Registration Statements File Nos.
33-32969, 33-47308 and 33-50209.
Arthur Andersen & Co.
Philadelphia, PA
June 28, 1994
