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EXHIBIT 99.1
PROXY
HEADHUNTER.NET, INC.
333 RESEARCH COURT, SUITE 200
NORCROSS, GEORGIA 30092
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF HEADHUNTER.NET,
INC.
The undersigned, having received the Notice of Annual Meeting and Proxy
Statement/Prospectus, hereby appoints Robert M. Montgomery, Jr. and Mark W.
Partin as proxies, each with the power of substitution, and hereby authorizes
each of them to vote all shares of common stock of the undersigned at the 2000
Annual Meeting of Shareholders of HeadHunter.NET, Inc. to be held at the offices
of Alston & Bird LLP at One Atlantic Center, 1201 West Peachtree Street,
Atlanta, Georgia 30309 on Tuesday, July 19, 2000, at 9:00 a.m. (local time).
WHEN PROPERLY EXECUTED, THIS PROXY WILL BE VOTED IN THE MANNER DIRECTED
HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS GIVEN, THIS PROXY WILL
BE VOTED "FOR" ALL OF THE BOARD OF DIRECTORS NOMINEES LISTED IN PROPOSAL 2 AND
"FOR" PROPOSALS 1, 3, 4 AND 5. THE PROXIES CANNOT VOTE YOUR SHARES UNLESS YOU
SIGN AND RETURN THIS CARD.
CONTINUED AND TO BE SIGNED AND DATED ON REVERSE SIDE
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FOLD AND DETACH HERE
2000 ANNUAL MEETING OF SHAREHOLDERS OF HEADHUNTER.NET, INC.
[X] Please mark your votes as in this example
The Board of Directors recommends a vote FOR proposals 1, 2, 3, 4 and 5.
1. To approve the issuance of 7.5 million shares of HeadHunter.NET common
stock in the merger of CareerMosaic into a wholly owned subsidiary of
HeadHunter.NET.
For [ ] Against [ ] Abstain [ ]
2. To elect three Class II directors to serve until the 2003 Annual Meeting
of Shareholders. Nominees are:
J. Douglas Cox
Donald W. Weber
Kimberley E. Thompson
For [ ] Withhold Authority [ ]
To withhold authority for any individual nominee(s), write the name of
the nominee(s) in the space provided:
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3. To approve the HeadHunter.NET, Inc. 2000 Qualified Employee Stock
Purchase Plan.
For [ ] Against [ ] Abstain [ ]
4. To approve the amendment to the HeadHunter.NET, Inc. 1998 Long-Term
Incentive Plan, which increases the number of shares of common stock
available for awards under the plan from one million to four million
shares.
For [ ] Against [ ] Abstain [ ]
5. To ratify the selection of Arthur Andersen LLP as HeadHunter.NET's
independent auditors to serve for the fiscal year ending December 31,
2000.
For [ ] Against [ ] Abstain [ ]
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IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS
THAT MAY PROPERLY COME BEFORE THE 2000 ANNUAL MEETING OF SHAREHOLDERS AND ANY
ADJOURNMENTS OR POSTPONEMENTS THEREOF OF WHICH HEADHUNTER.NET DID NOT HAVE
NOTICE ON OR BEFORE JUNE 12, 2000.
Please sign exactly as your name appears on your stock certificate and
date. Where shares are held jointly, each shareholder should sign. When signing
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 full partnership name by
authorized person.
Shares Held:
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Signature of Shareholder
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Signature of Shareholder (if held jointly)
Dated: _________________________, 2000
Month Day
THIS PROXY MAY BE REVOKED BY THE SHAREHOLDER PRIOR TO ITS EXERCISE.
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