<PAGE> 1
Exhibit 99.1
THE PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
MKS INSTRUMENTS, INC.
SPECIAL MEETING OF STOCKHOLDERS
JANUARY 26, 2001
The undersigned stockholder of MKS Instruments, Inc., a Massachusetts
corporation (the "Company"), hereby acknowledges receipt of the Notice of
Special Meeting of Stockholders and Proxy Statement, each dated December 13,
2000, and hereby appoints John R. Bertucci, Richard S. Chute, and Ronald C.
Weigner, and each of them acting singly, proxies and attorneys-in-fact, with
full power to each of substitution, on behalf and in the name of the
undersigned, to represent the undersigned at the Special Meeting of Stockholders
of the Company to be held on January 26, 2001, at 10:00 a.m. at Hale and Dorr
LLP, 60 State Street, Boston, Massachusetts, 02109, and at any adjournment(s)
thereof, and to vote all shares of Common Stock which the undersigned would be
entitled to vote if then and there personally present, on the matters set forth
on the reverse side, and, in their discretion, upon any other matters which may
properly come before the meeting.
[X] PLEASE MARK
VOTES AS IN
THIS EXAMPLE.
This proxy, when properly executed, will be voted as directed below, or, if no
contrary direction is indicated, will be voted FOR proposal 1 and as said
proxies deem advisable on such other matters as may properly come before the
meeting.
1. To approve the issuance of Common Stock of the Company to the stockholders of
Applied Science and Technology, Inc. ("ASTeX") pursuant to the Merger Agreement
by and among the Company, a wholly owned subsidiary of the Company and ASTeX,
dated October 2, 2000, whereby each outstanding share of ASTeX Common Stock will
convert into the right to receive 0.7669 share of Common Stock of the Company.
FOR AGAINST ABSTAIN
[ ] [ ] [ ]
2. To transact such other business as may properly come before the meeting or
<PAGE> 2
any postponements or adjournments thereof.
FOR AGAINST ABSTAIN
[ ] [ ] [ ]
TO ENSURE YOUR REPRESENTATION AT THE SPECIAL MEETING, PLEASE MARK, SIGN AND DATE
THIS PROXY AND RETURN IT AS PROMPTLY AS POSSIBLE.
(This proxy should be marked, dated and signed by the stockholder(s) exactly as
his or her name appears hereon, and returned promptly in the enclosed envelope.
When shares are held by joint tenants, both should sign. When signing as
attorney, as executor, administrator, trustee or guardian, please give full
title as such. If a corporation, please sign in full corporate name by president
or other authorized officer. If a partnership, please sign in partnership name
by authorized person, who should state his or her title.)
Signature: Date:
---------------------------- ----------------------
Signature: Date:
---------------------------- ----------------------