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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
Filed by the Registrant [X]
Filed by a Party other than the Registrant [_]
Check the appropriate box:
[_] Preliminary Proxy Statement
[_] CONFIDENTIAL, FOR USE OF THE
COMMISSION ONLY (AS PERMITTED BY
RULE 14A-6(E)(2))
[_] Definitive Proxy Statement
[X] Definitive Additional Materials
[_] Soliciting Material Pursuant to (S) 240.14a-11(c) or (S) 240.14a-12
ALLIANCE BANCORP
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[_] No fee required.
[_] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
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(2) Aggregate number of securities to which transaction applies:
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(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which
the filing fee is calculated and state how it was determined):
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(4) Proposed maximum aggregate value of transaction:
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(5) Total fee paid:
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[_] Fee paid previously with preliminary materials.
[_] Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee
was paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
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(2) Form, Schedule or Registration Statement No.:
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(4) Date Filed:
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Notes:
Reg. (S) 240.14a-101.
SEC 1913 (3-99)
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[LETTERHEAD OF ALLIANCE BANCORP]
May 19, 1999
Dear Fellow Stockholder:
By now you have received proxy soliciting material from your Company and
from a dissident group organized by LaSalle Financial Partners, a Delaware
limited partnership operating out of Kalamazoo, Michigan ("LaSalle" or the
"LaSalle Group"). The LaSalle Group is not affiliated with any banking
institution. The LaSalle Group seeks to remove three current, well-qualified
members of your Board of Directors and replace them with their own hand-picked
nominees.
Your Board strongly believes that the election of the nominees proposed by
the LaSalle Group is not in your best interests. SUPPORT YOUR BOARD AND PROTECT
YOUR INTERESTS BY PROMPTLY SIGNING, DATING AND MAILING THE WHITE PROXY CARD. We
urge you to reject their candidates. Do not sign their green proxy card, even
as a protest against them. If you have already signed a green proxy card, you
have every right to change your vote. Only your latest dated proxy card counts.
YOUR BOARD HAS SUCCESSFULLY DEDICATED ITSELF TO ENHANCING FRANCHISE AND
STOCKHOLDER VALUE
Your Board and management have implemented a business plan designed to
improve profitability, enhance the strategic value of your Company, expand and
diversify the loan portfolio, increase noninterest income, and manage excess
capital through increased dividends and stock repurchases.
. We have combined three strong and profitable financial institutions over
the past two years, which we feel has improved our ability to compete
and respond to changes. The Company operates twenty full-service branch
offices in Chicago and suburban Cook and DuPage Counties. Liberty
Federal Bank is now the third largest thrift institution in the State of
Illinois and is the second largest financial institution headquartered
in DuPage County, the fastest growing Chicago suburb.
. Our loan portfolio has averaged an annualized growth rate of 25% from
September 30, 1996 through December 31, 1998. Our portfolio of multi-
family, commercial real estate and home equity loans has increased 109%
during this period. At the same time, our asset quality remains
exceptional! Nonperforming loans at March 31, 1999 represented just
0.37% of total loans.
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. Our Preferred Mortgage Associates ("PMA") subsidiary originated in
excess of $1 billion of loans during 1998, making it one of the largest
loan originators in the Chicago metropolitan area. During 1999, we are
implementing technological and other improvements to PMA to further
enhance its profitability.
. Our quarterly cash dividend, payable at the annual rate of $0.56 per
share, is a sign of our strong capital position and earnings potential.
. Our stock repurchase program is particularly important in market periods
like the present, when fundamental value is not fully recognized and
market "momentum" is moving against the industry. Through repurchases,
capital gains can be delivered to stockholders, while the investment
value of remaining stockholders can be enhanced.
DON'T BE MISLED BY LASALLE'S CLAIMS --
YOUR COMPANY IS WELL POSITIONED TO DELIVER VALUE TO STOCKHOLDERS
THROUGH EITHER A MERGER OR CONTINUED OPERATIONS
The Board is not opposed to delivering further value to stockholders through
a merger with a larger financial institution. The interests of the Board of
Directors are closely aligned with the interests of you, the stockholders.
Members of your Board own in excess of 1.1 million shares of Alliance Bancorp
common stock--Having an investment value of more than $26 million!
The three nominees proposed by the LaSalle Group individually do not even
own one single share of Alliance Bancorp common stock. The shares owned by the
LaSalle Limited Partnership were acquired through a combination of margin
account borrowings and other peoples money.
We believe that LaSalle's interest in electing three nominees to your Board
has more to do with margin account considerations and promises made to its
limited partners than with maximizing stockholder value! In our opinion, the
election of three persons whose singular objective is to force a sale of the
Company is not the best means of assuring that stockholder value will be
maximized in a merger/sale transaction.
MEMBERS OF YOUR BOARD, INCLUDING NOMINEES, HAVE SIGNIFICANT EXPERIENCE IN
DELIVERING STOCKHOLDER VALUE THROUGH MERGER TRANSACTIONS
The experience of LaSalle's nominees that is so highly touted in the group's
proxy material is neither unique within the banking industry nor within your
Board. Several Board members and Board nominees also have significant
experience in creating value for stockholders, including through merger
transactions.
. Since the Company's initial public offering in 1992, and through May 18,
1999, an initial purchase of Alliance Bancorp Common Stock has produced
an annualized return on investment of 54%. Since the merger with Liberty
Bancorp in February 1997, stockholders have realized an annualized
return on investment of 14%.
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. Fredric Novy, Chairman of your Board, was appointed President and Chief
Executive Officer of Craigin Financial Corporation in 1990. In May 1991,
under Mr. Novy's leadership, Craigin Financial went public at a price of
$10 per share. Two years later, Craigin Financial entered into an
agreement to be acquired by ABN-AMRO North America at a split adjusted
price of $58 per share, providing a return to stockholders of more than
480%.
. Director Donald Sveen served in various executive capacities with The
John Nuveen Company, the nation's preeminent municipal bond fund
manager, from 1969 through 1996. As President and Chief Operating
Officer, Mr. Sveen was instrumental in taking Nuveen public in 1992.
During his tenure, Nuveen's revenues increased from ten million dollars
to over one billion dollars!
. Director William Rybak is the Executive Vice President and the Chief
Financial Officer of Van Kampen Investment Inc., a mutual fund company,
and a member of its senior management committee, positions he has held
since 1986. In 1993, Van Kampen was purchased from Xerox Corporation by
Clayton Dubilier & Rice. In 1996, Van Kampen was sold by Clayton
Dubilier to Morgan Stanley.
. Director Edward Nusrala worked for the Nusrala Shoe Company, with 125
shoe stores and lease departments around the country. He helped
negotiate a sale of the company to a large manufacturer of women's
shoes. He stayed with that company, called at that time "St. Louis Shoe
Corporation," for eight years. In 1972, he started his own retail shoe
company, Famous Brand Shoes, Inc., and continues as President. The
company currently has thirty five stores operating in six states.
. Director Whit Hughes started Hughes Equipment in October of 1958 as a
sole proprietorship engaged in the design and construction of self-
service laundry and dry cleaning stores. By 1990, more than 600 stores
had been built and sold. In 1968, Hughes Equipment acquired the Midwest
marketing assets and personnel of the commercial refrigeration and
laundry division from Frigidare, a division of General Motors. Today,
this division of Hughes Equipment, Custom Appliance and Carpet, is a
major supplier of appliances to the builder and multi-family market in
the Chicago area.
Your Board of Directors already includes eleven independent, outside
directors with extensive and diverse business experiences, including a working
familiarity with the value that can be delivered in a merger transaction.
ALLIANCE BANCORP IS ON TRACK TO REALIZE IMPROVED PROFITABILITY
The strategic actions taken by your Board -- strengthening the franchise
through combining three financial institutions, restructuring the balance
sheet, acquiring and improving PMA -- have affected reported profitability. The
Board expects to realize increased earnings and profitability in 1999 and
beyond. In fact, earnings for the first quarter of 1999 were in excess of
street estimates. We expect to return to double-digit returns on equity during
1999. We believe that your Company is more valuable today than it was two years
ago.
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WE TOO WOULD LIKE THE MARKET TO BETTER REFLECT
YOUR COMPANY'S FUNDAMENTAL VALUE
As significant owners in your Company, the Board of course is disappointed
in the decline in the trading price of Alliance Bancorp common stock since
April 1998. Although it does not diminish our resolve to continue to take those
steps that will enhance the strategic and operational value of your Company, we
would note that the trading price of the stocks of our peer group has also
declined during this period.
We would also point out that our stock price traded at its 52-week low on
the day when LaSalle dumped 167,000 shares of common stock on the market. So
much for their concern for the best interests of all stockholders! Since that
time, the stock price has recovered and has increased 68% through May 18, 1999.
Your Board and management are committed to enhancing the value of your
investment. We urge you to protect that investment by returning the White Proxy
Card and reelecting the Board's nominees. We welcome the opportunity to hear
directly from you, our stockholders. Please do not hesitate to telephone either
of the undersigned, or our proxy solicitor if you need assistance in voting.
Sincerely,
/s/ Fredric G. Novy /s/ Kenne P. Bristol
Fredric G. Novy Kenne P. Bristol
Chairman of the Board President and Chief Executive
Officer
YOUR VOTE IS IMPORTANT
1. The Board of Directors urges you to discard the Green proxy card
recently sent to you by the LaSalle Group. A "WITHHELD ALL" vote on
the LaSalle Group's Green proxy is not a vote for the Board's
nominees. To vote FOR your Company's nominees you must execute a
WHITE proxy card.
2. Therefore, if you voted a Green card but wish to support your
Company's nominees, please sign, date and mail the enclosed WHITE
proxy card in the envelope provided as soon as possible.
3. Remember -- only your latest dated proxy will determine how your
shares are to be voted at the meeting.
4. If any of the shares are held in the name of a bank, broker or other
nominee, please contact the party responsible for your account and
direct them to vote your shares FOR your Company's nominees on the
WHITE proxy card.
5. For assistance in voting your shares or further information, please
contact the Company at 630-794-8700, or the firm assisting us in the
solicitation of proxies:
KISSEL-BLAKE
Call Toll Fee 1-800-498-2628
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