UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
(RULE 14A-101)
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 Under Rule 14a-12
ALLIANCE SEMICONDUCTOR CORPORATION
(NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
BRYANT RILEY
(NAME OF PERSON(S) FILING PROXY STATEMENT, IF OTHER
THAN THE REGISTRANT)
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[LOGO MACKENZIE PARTNERS, INC.]
105 Madison Avenue, New York, NY, 10016
Tel: 212-929-5500 Fax: 212-929-0308
Email: dsullivan@mackenziepartners.com
NEWS RELEASE
Contacts
B. Riley & Co.
Bryant Riley
310-966-1444
MacKenzie Partners, Inc.
Dan Sullivan
800-322-2885
FOR IMMEDIATE RELEASE:
---------------------
INDEPENDENT SHAREHOLDER CALLS FOR NEW BOARD OF DIRECTORS OF
ALLIANCE SEMICONDUCTOR CORPORATION
Los Angeles, Calif.-- August 15, 2005-- B. Riley & Co. and its
affiliates, reiterate their call for a new board of directors of
Alliance Semiconductor Corporation (Nasdaq: ALSC) following the
Company's 20th straight quarter of operating losses.
Bryant Riley, [chairman] of B. Riley & Co. "We stated our intentions of
nominating an opposing slate of experienced and independent nominees in
a letter to the Company dated June 27, 2005. We have communicated with
the company on several occasions and requested a meeting to discuss the
company's future. As a major shareholder we are disappointed that they
refused to meet with us.
Alliance has significant investment assets, which we believe the
company's board and management are systematically liquidating to fund
core business operations that have not been profitable in over 5 years.
Although it is our sincere wish to hold productive conversations with
the Special Committee, we will be filing our proxy statement shortly.
It is our hope that Alliance's board listens to shareholder's concerns.
B. Riley & Co. has retained MacKenzie Partners, Inc. to solicit proxies
in opposition to managements' slate of directors at the Alliance
Semiconductor Corporation, Annual Meeting scheduled for October 22,
2005.
-MORE-
INVESTOR NOTICES
B. Riley & Co., Inc. ("Riley & Co.") will file a proxy statement
regarding the election of directors of Alliance Semiconductor
Corporation (the "Company") at the Company's upcoming annual meeting of
stockholders. INVESTORS AND STOCKHOLDERS ARE ARE URGED TO READ THIS
PROXY STATEMENT AND RELATED MATERIALS WHEN THEY BECOME AVAILABLE,
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY AND
NOMINEES FOR THE ELECTION OF DIRECTORS. A proxy statement will be sent
to stockholders of the Company seeking their approval of a slate of
directors nominated by Riley & Co. and its affiliates. Investors and
stockholders may obtain a free copy of the definitive proxy statement
(when available) and other related materials filed by Riley & Co. with
the SEC at the SEC's website at www.sec.gov.
The following may be deemed, under SEC rules, to be participants in the
solicitation of proxies from the Company's stockholders in connection
with the upcoming election of the Company's Board of Directors: B.
Riley & Co., Inc.; the officers and directors of B. Riley & Co., Inc.;
the individuals nominated by B. Riley & Co., Inc. for director, namely
Bryant R. Riley, Alan B. Howe, Bob D'Agnostino, J. Michael Gullard and
C.N. Reddy; and the following affiliates of B. Riley & Co., Inc., which
also own shares of the Company: B. Riley & Co. Holdings, LLC, SACC
Partners LP, Riley Investment Management LLC and B. Riley & Co.
Retirement Trust. Information regarding the interests of B. Riley &
Co., Inc. and its affiliates which also own shares of the Company may
be found in filings with the SEC on Schedule 13D, as amended.
Information regarding the interests of C.N. Reddy, who is currently a
director and executive vice president of the Company, may be found in
the Company's proxy statements and annual reports on Form 10-K filed
with the SEC. Additional information regarding the interests of the
participants named above may be obtained by reading the proxy statement
and related materials regarding the upcoming election of directors when
they become available.
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