<PAGE>
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
Filed by the Registrant / /
Filed by a party other than the Registrant /X/
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
/ / Definitive Additional Materials
/X/ Soliciting Material Pursuant to Section 240.14a-11(c) or Section
240.14a-12
DAMEN FINANCIAL CORPORATION
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
PAUL J. DUGGAN AND THE COMMITTEE TO ENHANCE SHAREHOLDER VALUE
- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
/X/ No fee required
/ / Fee computed on table below per Exchange Act Rules 14a-6(i)(1)
and 0-11
(1) Title of each class of securities to which transaction applies:
------------------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies:
------------------------------------------------------------------------
(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):
------------------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
------------------------------------------------------------------------
(5) Total fee paid:
------------------------------------------------------------------------
/ / 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:
------------------------------------------------------------------------
(2) Form, Schedule or Registration Statement No.:
------------------------------------------------------------------------
(3) Filing Party:
------------------------------------------------------------------------
(4) Date Filed:
------------------------------------------------------------------------
<PAGE>
PAUL J. DUGGAN
AND THE COMMITTEE TO ENHANCE SHAREHOLDER VALUE
53 West Jackson Boulevard
Chicago, IL 60604
(312) 294-6440
Materials in Opposition to Management and the Board of Directors of
Damen Financial Corporation and in Support of Shareholder
Proposition to Sell or Merge the Company
RE: ANNUAL MEETING OF SHAREHOLDERS - JANUARY 25, 1999
December 23, 1998
Dear Fellow Shareholder:
The Damen Financial Corporation Committee to Enhance Shareholder Value
(comprising of Paul J. Duggan, Vincent Cainkar, J. Dennis Huffman, Jackson
Boulevard Equities, L.P. and Jackson Boulevard Investments, L.P., Jackson
Boulevard Capital Management, Inc., and Jackson Boulevard Partners) has filed
proxy materials with the Securities and Exchange Commission concerning the
upcoming Damen Financial Corporation (the "Company") annual meeting. We intend
to use those materials to solicit proxies to elect Paul J. Duggan, Vincent
Cainkar, and J. Dennis Huffman as directors of the Company and to support the
shareholder proposition concerning the sale or merger of the Company.
It is likely you will receive an annual report, proxy statement and proxy card
from the Company's management and Board before our materials arrive, and you
will be asked to return the Company's proxy card.
We encourage you NOT to vote your shares until you receive and review our proxy
materials. Thank you for your consideration.
Sincerely,
PAUL J. DUGGAN
Paul J. Duggan
THIS LETTER DOES NOT CONSTITUTE A SOLICITATION OF PROXIES FOR ANY MEETING OF
DAMEN FINANCIAL CORPORATION'S STOCKHOLDERS. ANY SUCH SOLICITATION WILL BE MADE
ONLY PURSUANT TO PROXY MATERIALS COMPLYING WITH THE REQUIREMENTS OF SECTION
14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, AND THE RULES AND
REGULATIONS THEREUNDER.
<PAGE>
BENEFICIAL OWNERSHIP OF SHARES BY PARTICIPANTS IN THE SOLICITATION
The following table shows, as of December 15, 1998 (except as otherwise
noted), the shares of Damen Common Stock beneficially owned by the participants
in the solicitation of proxies pursuant to this Proxy Statement. Unless
otherwise indicated, each participant has sole voting and investment power over
the shares beneficially owned.
<TABLE>
<CAPTION>
SHARES BENEFICIALLY
OWNED AT PERCENT
BENEFICIAL OWNER DECEMBER 15, 1998 OF CLASS
- ---------------- ------------------- --------
<S> <C> <C>
Paul J. Duggan(1) 266,600 9.0%
Jackson Boulevard Capital Management, Ltd.(2) 92,200 3.1%
Jackson Boulevard Equities, L.P. 60,622 2.0%
Jackson Boulevard Investment, L.P. 31,578 1.1%
Jackson Offshore Funds 0 0%
Jackson Boulevard Partners 174,000 5.9%
Vincent Cainkar(3) 4,200 *
J. Dennis Huffman 3,000 *
</TABLE>
*Less than 0.1%.
- --------
1 Includes 400 shares held in Mr. Duggan's own name, 174,000
shares held by Jackson Partners, 60,622 shares held by Jackson Equities and
31,578 shares held by Jackson Investments. Mr. Duggan is one of two general
partners of Jackson Partners and shares voting and investment power
concerning the shares held by Jackson Partners with Deborah Duggan, Mr.
Duggan's spouse. Mr. Duggan is the sole stockholder and a director and
officer of Jackson Boulevard Capital Management, Ltd. which is the sole
general partner of Jackson Equities and Jackson Investments. Mr. Duggan,
Jackson Capital, Jackson Equities, and Jackson Investments have shared voting
and investment power with regard to the 92,200 shares held by Jackson
Equities and Jackson Investments.
2 All 92,000 shares are beneficially owned as sole general partner
of Jackson Equities and Jackson Investments.
3 Mr. Cainkar has sole voting and investment power with regard to 100
shares held in his own name and has shared voting and investment power with
respect to the 4,100 shares held jointly by him and Cathy Cainkar, Mr. Cainkar's
wife.
<PAGE>
PAUL J. DUGGAN
AND THE COMMITTEE TO ENHANCE SHAREHOLDER VALUE
53 WEST JACKSON BOULEVARD
CHICAGO, IL 60604
(312) 294-6440
SINCE YOU HOLD YOUR SHARES THROUGH A BROKERAGE FIRM OR BANK, YOUR PROXY
MATERIALS WILL BE FORWARDED DIRECTLY TO YOU BY YOUR BANK OR BROKERAGE FIRM.
TO HELP US COMMUNICATE WITH YOU, WE WOULD APPRECIATE IT IF YOU WOULD
TAKE A FEW MINUTES TO FILL OUT THE INFORMATION REQUESTED BELOW.
AT YOUR REQUEST, WE WOULD ALSO BE PLEASED TO FORWARD COPIES OF OUR
MATERIALS TO YOUR PERSONAL STOCK BROKER OR FINANCIAL ADVISOR.
THANK YOU FOR YOUR TIME AND COOPERATION.
SHAREHOLDER INFORMATION
NAME: ___________________________________________________________________
ADDRESS: _________________________________________________________________
CITY: _________________________ STATE: ______________ ZIP: ___________
PHONE: ______________________________ FAX: ____________________________
I HOLD MY DAMEN FINANCIAL SHARES THROUGH: _______________________________
(NAME OF BROKERAGE FIRM OR BANK)
NUMBER OF SHARES OWNED: ____________________________________
STOCK BROKER OR FINANCIAL ADVISOR INFORMATION
NAME: ___________________________________________________________________
FIRM: ___________________________________________________________________
ADDRESS: _________________________________________________________________
CITY: _________________________ STATE: ______________ ZIP: _________
PHONE: ______________________________ FAX: ____________________________
PLEASE RETURN THIS FORM TO OUR ATTENTION AT THE ADDRESS INDICATED
ABOVE. IF YOU PREFER, YOU MAY FAX IT TO OUR OFFICES AT (312) 294-6449.
