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Exhibit 99.1
P R O X Y CFW COMMUNICATIONS COMPANY
Proxy Solicited by the Board of Directors
The undersigned hereby constitutes J.B. Mitchell, Sr. and M. B. Moneymaker,
or either of them, attorneys and proxies, with power of substitution in each, to
act for the undersigned with respect to all common stock of the undersigned at a
special meeting of shareholders to be held at the Holiday Inn at the
intersection of Route 275 and I-81, North of Staunton, Virginia, on September
28, 2000, at 4:00 p.m., or any adjournment 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 below:
The Board of Directors recommends a vote "FOR"
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FOR AGAINST ABSTAIN
1. To approve the issuance of up to 3,716,400 shares of CFW common stock
to R&B shareholders pursuant to the Agreement and Plan of Merger. [_] [_] [_]
2. To approve an amendment of CFW's Articles of Incorporation to increase the
authorized shares of CFW common stock from 20,000,000 to 75,000,000. [_] [_] [_]
3. To approve an increase in the size of CFW's board of directors to 11 members. [_] [_] [_]
4. To approve the modification of various terms of CFW's outstanding series B,
series C and series D preferred stock. [_] [_] [_]
5. To approve the change of CFW's name to NTELOS, Inc. [_] [_]
[_]
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6. To vote on such other business, if any, that may properly come before the
meeting.
[_] Please check box if you plan to attend the meeting.
Dated: ____________, 2000 ___________________________________________________
___________________________________________________
(Please sign your name(s) exactly as shown hereon.)
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN
THE MANNER DIRECTED HEREIN BY THE SHAREHOLDER(S).
IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
"FOR" PROPOSALS 1 THROUGH 5 ABOVE AND AS THE PROXIES
DEEM ADVISABLE ON SUCH OTHER MATTERS TO BE
CONSIDERED AT THE MEETING.
