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EXHIBIT 99.1
CASH STATION, INC.
FORM OF PROXY SOLICITED BY THE BOARD OF DIRECTORS
FOR A SPECIAL MEETING TO BE HELD ON _________, 2000
The undersigned stockholder(s) of Cash Station, Inc., a Delaware
corporation (the "Company"), hereby appoint(s) _________ and _________, and each
of them, as proxies for the undersigned, with full power of substitution, for
and in the name, place and stead of the undersigned, to attend the Special
Meeting of Stockholders of the Company to be held at ____________________ on ___
day, _______________, 2000 at 10:00 a.m., local time, and any adjournment(s) or
postponement(s) thereof, and to cast on behalf of the undersigned the number of
votes the undersigned would be entitled to vote if personally present as set
forth herein and otherwise to represent the undersigned at the meeting with all
powers possessed by the undersigned if personally present at the meeting. The
undersigned acknowledges receipt of the Notice of the Special Meeting of
Stockholders and the accompanying Proxy Statement and Prospectus and releases
any proxy heretofore given with respect to such meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED STOCKHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED FOR APPROVAL AND ADOPTION OF THE MERGER AGREEMENT, FOR EXEMPTING THE
TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT FROM ARTICLE VIII OF THE
COMPANY'S BY-LAWS AND FOR APPROVAL OF THE GRANTS OF THE EXECUTIVE CASH AWARDS
MADE BY THE BOARD OF DIRECTORS IN CONNECTION WITH THE TRANSACTION, ALL AS SET
FORTH IN PARAGRAPH 1 ON THE REVERSE SIDE.
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CASH STATION, INC. PROXY FOR SPECIAL MEETING
This proxy is revocable at any time before it is exercised and the
undersigned reserve(s) the right to attend the meeting and vote in person.
PROPOSAL
The Board of Directors recommends a vote "FOR" each of the listed
proposals.
1. Proposal for approval and adoption of the Agreement and Plan of Merger
dated as of April 12, 2000 by and among Concord EFS, Inc., SWCI Acquisition
Corp. and the Company.
[_] FOR [_] AGAINST [_] ABSTAIN
2. Proposal to exempt the transactions contemplated by the merger
agreement from Article VIII of the Company's by-laws.
[_] FOR [_] AGAINST [_] ABSTAIN
3. Proposal for approval of the grants of the executive cash awards made
by the Board of Directors in connection with the transaction.
[_] FOR [_] AGAINST [_] ABSTAIN
4. In their discretion, the proxies are authorized to vote upon such
other business as may properly come before the meeting.
The undersigned hereby ratifies and confirms all that said attorneys and
proxies, or any one or more of them or their substitute or substitutes, may
lawfully do or cause to be done by virtue hereof and any prior proxies are
hereby revoked.
Dated:________________, 2000
_______________________________
Signature
_______________________________
Signature
Your signature should be as your
name appears hereon. When signed in
a fiduciary or representative
capacity please show your full
title as such. For joint accounts
each joint owner should sign.
PLEASE DATE, SIGN AND RETURN IN THE
ENCLOSED POSTMARKED ENVELOPE
PROMPTLY.
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