-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ei40+/LkqRWyKWHrDaK3Ggc3PaBfNoZSfn8102WGMqqEQ3Smi+8wiNnd2lQmgeg1 53rxXgJqG26IO64IgkaqbQ== 0000943374-98-000066.txt : 19980714 0000943374-98-000066.hdr.sgml : 19980714 ACCESSION NUMBER: 0000943374-98-000066 CONFORMED SUBMISSION TYPE: 8-K12G3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970210 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980713 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANCE BANCORP CENTRAL INDEX KEY: 0000885638 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 363811768 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K12G3 SEC ACT: SEC FILE NUMBER: 000-20082 FILM NUMBER: 98664929 BUSINESS ADDRESS: STREET 1: ONE GRANT SQUARE CITY: HINSDALE STATE: IL ZIP: 60521 BUSINESS PHONE: 7083231780 MAIL ADDRESS: STREET 1: ONE GRANT SQUARE CITY: HINSDALE STATE: IL ZIP: 60522 FORMER COMPANY: FORMER CONFORMED NAME: HINSDALE FINANCIAL CORPORATION DATE OF NAME CHANGE: 19930328 8-K12G3 1 FORM 8-K FOR ALLIANCE BANCORP SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 1998 Alliance Bancorp (Exact name of registrant as specified in its charter) Delaware 0-20082 36-3811768 (State or other (Commission File (I.R.S. Employer jurisdiction of No.) Identification No.) incorporation) Registrant's telephone number, including area code: (630) 323-1776 Not Applicable (Former name or former address, if changed since last report) Item 2. Acquisition or Disposition of Assets. On June 30, 1998 Alliance Bancorp (the "Registrant") completed its merger with Southwest Bancshares, Inc. ("Southwest Bancshares") pursuant to the Agreement and Plan of Merger (the "Agreement") dated as of December 16, 1997 (previously filed by the Registrant). As a result of the completion of the transaction and in accordance with the Agreement, (i) Southwest Bancshares has been merged (the "Merger") with and into the Registrant, with the Registrant as the surviving corporation, (ii) each outstanding share of Southwest Bancshares common stock issued and outstanding has been converted into 1.1981 shares of common stock of Alliance Bancorp based on an exchange ratio set forth in the Agreement, and (iii) Southwest Federal Savings and Loan Association of Chicago, the savings bank subsidiary of Southwest Bancshares, has been merged with and into Liberty Federal Bank, the savings bank subsidiary of the Registrant. Each share of the Registrant's common stock issued and outstanding immediately prior to the effective time of the Merger remains an outstanding share of common stock of Alliance Bancorp. In connection with the Merger, the Registrant amended its Certificate of Incorporation to increase the total number of shares of common stock to 21,000,000. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a) Financial statements of the business acquired. The consolidated financial statements of Southwest Bancshares, File No. 0-19968, have been filed by Southwest Bancshares. (b) Pro forma financial information. The financial information required by this item will be filed by the Registrant within 60 days of the filing of this Form 8-K. (c) Exhibits. None. 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, hereunto duly authorized. ALLIANCE BANCORP DATE: July 10, 1998 By: /s/ Kenne P. Bristol ------------------------- Kenne P. Bristol President and Chief Executive Officer -----END PRIVACY-ENHANCED MESSAGE-----