Exhibit 99.1
Please
Mark Here
for Address [ ]
Change or
Comments
SEE REVERSE SIDE
ITEM 1. The issuance of our common stock to Alliance Entertainment Corp.
stockholders in connection with the merger of Alliance with and into
Alligator Acquisition, LLC, our wholly owned subsidiary, pursuant to an
Agreement and Plan of Merger dated as of November 18, 2004, by and among
Source Interlink, Alligator Acquisition, LLC and Alliance.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" ITEM 1.
FOR [ ] AGAINST [ ] ABSTAIN [ ]
ITEM 2. Amendment to our articles of incorporation to effect an increase in the
number of authorized shares of our common stock from 40,000,000 to
100,000,000.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" ITEM 2.
FOR [ ] AGAINST [ ] ABSTAIN [ ]
ITEM 3. Our reincorporation from a Missouri corporation to a Delaware
corporation.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" ITEM 3.
FOR [ ] AGAINST [ ] ABSTAIN [ ]
ITEM 4. Grant of discretionary authority to our board to adjourn or postpone the
special meeting to a later date, if necessary, and to solicit additional
proxies if there are not sufficient votes in favor of the foregoing
proposals.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" ITEM 4.
FOR [ ] AGAINST [ ] ABSTAIN [ ]
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED BY THE
UNDERSIGNED STOCKHOLDER. IF NO DIRECTION OF VOTE IS MADE, THIS PROXY WILL BE
VOTED FOR EACH OF ITEM 1, ITEM 2, ITEM 3 AND ITEM 4.
Date: , 2004
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Signature
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Signature if held jointly
The signature should agree with the name on your stock certificate. If acting as
attorney, executor, administrator, trustee, guardian, etc., you should so
indicate when signing. If the signer is a corporation, please sign the full
corporate name by duly authorized officer. If shares are held jointly, each
shareholder should sign.
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Vote by Internet or Telephone or Mail
24 Hours a Day, 7 Days a Week
Internet and telephone voting is available through 11:59 PM Eastern Time
the 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 Telephone Mail
http://www.eproxy.com/Sorc 1-800-435-6710
Mark, sign and date
Use the Internet to vote your proxy. OR Use any touch-tone telephone to OR your proxy card
Have your proxy card in hand when vote your proxy. Have your proxy and
you access the web site. card in hand when you call. 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.
SOURCE INTERLINK COMPANIES, INC.
PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
FOR SPECIAL MEETING OF SHAREHOLDERS,_____________, 2005 AT 10:00 A.M.
The undersigned shareholder of Source Interlink Companies, Inc. (the "Company")
hereby appoints S. Leslie Flegel and Douglas J. Bates and each of them as
attorneys and proxies, each with power of substitution and revocation, to
represent the undersigned at the Special Meeting of Shareholders of the Company
to be held at the offices of the Company at 10:00 A.M. Eastern Daylight Savings
Time on ____________, 2005, and at any adjournment or postponement thereof, with
authority to vote all shares held or owned by the undersigned in accordance with
the directions indicated herein.
Receipt of the Notice of Special Meeting of Shareholders dated _______________,
2005, the Proxy Statement furnished herewith.
(continued on reverse side)
Address Change/Comments (Mark the corresponding box on the reverse side)
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You can now access your Source Interlink account online.
Access your Source Interlink shareholder account online via Investor
ServiceDirect (R) (ISD).
Mellon Investor Services LLC, Transfer Agent for Source Interlink Companies,
Inc., now makes it easy and convenient to get current information on your
shareholder account.
o View account status o View payment history for dividends
o View certificate history o Make address changes
o View book-entry information o Obtain a duplicate 1099 tax form
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