EXHIBIT 99.1
PROXY
DAL-TILE INTERNATIONAL INC.
DALLAS, TEXAS
SPECIAL MEETING OF STOCKHOLDERS
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned stockholder of Dal-Tile International Inc., a Delaware
corporation ("Dal-Tile"), hereby acknowledges receipt of the Notice of Special
Meeting of Stockholders and the related joint proxy statement-prospectus and
hereby appoints Jacques R. Sardas and Mark A. Solls, and each of them,
proxies, with full power of substitution and resubstitution, for and in the name
of the undersigned, to vote all shares of Dal-Tile common stock which the
undersigned held of record on February 6, 2002, at the Special Meeting of
Stockholders to be held on ____________, 2002 at 8:00 a.m. local time, at
the offices of Vinson & Elkins L.L.P., 2001 Ross Avenue, 38th Floor, Dallas,
Texas, and at any adjournments or postponement thereof. The affirmative vote of
a majority of the shares represented at the meeting may authorize the
adjournment or postponement of the meeting; provided, however, that no proxy
which is voted against Proposal 1 will be voted in favor of any adjournments or
postponements to solicit further proxies for such proposal.
See Reverse Side
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FOLD AND DETACH HERE
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This proxy card, when properly executed, will be voted in the manner directed
herein by the undersigned stockholder, but if no direction is made, this proxy
will be voted for proposals 1, 2 and 3.
Please mark your votes as indicated in this example. |X|
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1. Approval and Adoption of the Agreement and Plan of Merger, dated as of
November 19, 2001, as amended, by and among Mohawk Industries, Inc.,
Maverick Merger Sub, Inc. and Dal-Tile International Inc., as it may be
amended from time to time, and the transactions contemplated thereby.
These transactions include either the merger of Dal-Tile International
Inc. with and into Maverick Merger Sub, Inc. or, in certain circumstances,
the merger of, Maverick Merger Sub, Inc. with and into Dal-Tile
International Inc.
|_| FOR |_| AGAINST |_| ABSTAIN
2. In their discretion, the proxies are authorized to vote upon any motion
submitted to a vote of the stockholders to adjourn or postpone the
special meeting to another time and place for the purpose of soliciting
additional proxies.
|_| FOR |_| AGAINST |_| ABSTAIN
In their discretion, the proxies are authorized to vote upon such other
business as may be incident to the conduct of the special meeting or any
adjournments or postponements thereof.
Please sign exactly as name appears on this proxy card. When shares are held
by joint tenants, both should sign. When signing as attorney-in-fact, executor,
administrator, personal representative, 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.
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Signature
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Signature, if held jointly
Dated: __________________, 2002
IF YOU VOTE BY MAIL, PLEASE MARK, DATE, SIGN AND RETURN
THIS PROXY CARD PROMPTLY USING THE ENCLOSED ENVELOPE.
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FOLD AND DETACH HERE
Vote by Internet or Telephone or Mail
24 Hours a Day, 7 Days a Week
Internet and telephone voting is available through 4PM Eastern Time
the business day prior to annual meeting day.
Your Internet or telephone vote authorizes the named proxies to vote your shares
in the same manner as if you marked, signed and returned your proxy card.
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Internet
http://www.eproxy.com/dtl
Use the Internet to vote your proxy.
Have your proxy card in hand when you
access the web site. You will be
prompted to enter your control number,
located in the box below, to create
and submit an electronic ballot.
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or
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Telephone
1-800-435-6710
Use any touch-tone telephone to vote
your proxy. Have your proxy card in
hand when you call. You will be
prompted to enter your control number,
located in the box below, and then
follow the directions given.
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or
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Mail
Mark, sign and date
your proxy card
and
return it in the
enclosed postage-paid
envelope.
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If you vote your proxy by Internet or by telephone,
you do NOT need to mail back your proxy card.