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EXHIBIT 99.1
PROXY
WEBVAN GROUP, INC.
PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints George T. Shaheen and Robert H. Swan, jointly
and severally, proxies, with full power of substitution, to vote all shares of
common stock of Webvan Group Inc., a Delaware corporation, which the undersigned
is entitled to vote at the Special Meeting of Stockholders to be held at the
____, ____, California, on ____, 2000, at ____ a.m., local time, or any
adjournment thereof. The proxies are being directed to vote as specified below,
or if no specification is made, FOR the issuance of 1.07605 shares of Webvan
common stock for each outstanding share of common stock of HomeGrocer.Com, Inc.
in the proposed merger of a wholly-owned subsidiary of Webvan with and into
HomeGrocer in which HomeGrocer will become a wholly-owned subsidiary of Webvan
as contemplated by the Agreement and Plan of Reorganization dated as of June 25,
2000 between Webvan and HomeGrocer, and in accordance with their discretion on
such other matters that may properly come before the meeting.
The directors recommend a FOR vote on the above item.
(CONTINUED AND TO BE SIGNED ON REVERSE SIDE.)
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Please mark
your vote as [X]
indicated in
this example.
FOR AGAINST ABSTAIN
1. Proposal to issue shares of Webvan common [ ] [ ] [ ]
stock in the proposed merger of a wholly-owned
subsidiary of Webvan with and into
HomeGrocer.com, Inc.:
YES NO
I plan to attend the Special Meeting: [ ] [ ]
Signature(s)__________________________________________________ Date ____________
(Signature(s) must be exactly as name(s) appear on this Proxy. If signing as
attorney, executor, administrator, trustee or guardian, please give full title
as such, and, if signing for a corporation, please give your title. When shares
are in the names of more than one person, each should sign this Proxy.)
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