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NOTICE OF GUARANTEED DELIVERY
FOR
TENDER OF COMMON SHARES
OF
UNIVAR CORPORATION
As set forth in Section 2 of the Offer to Purchase (as defined below), this
form or one substantially equivalent hereto must be used to accept the Offer (as
defined below) if certificates for common shares (the "Shares"), of Univar
Corporation, a Washington corporation ("Company") are not immediately available,
or if the procedure for book-entry transfer cannot be completed on a timely
basis or time will not permit all required documents to reach the Depositary
prior to the Expiration Date (as defined in the Offer to Purchase). This form
may be delivered by hand to the Depositary or transmitted by facsimile
transmission or mail to the Depositary and must include a guarantee by an
Eligible Institution (as defined in the Offer to Purchase). See Section 2 of the
Offer to Purchase.
TO: CHEMICAL MELLON SHAREHOLDER SERVICES, LLC, DEPOSITARY
Deliver by Mail: By Overnight Delivery:
Chemical Mellon Shareholder Services, LLC Chemical Mellon Shareholder Services, LLC
P.O. Box 817 Midtown Station Attn.: Reorg. Dept., First Floor
New York, NY 10018 85 Challenger Road
Ridgefield Park, NJ 07660
By Facsimile Transmission
For Guaranteed Delivery Only:
(201) 296-4293
Delivery by Hand: New York Drop:
First Interstate Bank of Washington 120 Broadway, 13th Floor
999 Third Avenue New York, NY 10271
Stock Transfer, 14th Floor
Seattle, Washington 98104
DELIVERY OF THIS INSTRUMENT TO AN ADDRESS, OR TRANSMISSION OF INSTRUCTIONS
VIA A FACSIMILE NUMBER, OTHER THAN AS SET FORTH ABOVE DOES NOT CONSTITUTE A
VALID DELIVERY.
Information Agent:
D.F. King & Co., Inc.
77 Water Street
New York, New York 10005-4495
Call Toll Free: 1 (800) 735-3591
This form is not to be used to guarantee signatures. If a signature on a
Letter of Transmittal is required to be guaranteed by an Eligible Institution
under the instructions thereto, such signature guarantee must appear in the
applicable space provided in the signature box on the Letter of Transmittal.
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Ladies and Gentlemen:
The undersigned hereby tenders to UC Acquisition Corp., a Washington
corporation ("Buyer"), which is an indirect subsidiary of Royal Pakhoed N.V., (a
translation of Koninklijke Pakhoed N.V.) a publicly held limited liability
company formed and existing under the laws of The Netherlands, upon the terms
and subject to the conditions set forth in Buyer's Offer to Purchase dated June
7, 1996 (the "Offer to Purchase"), and the related Letter of Transmittal,
receipt of which is hereby acknowledged, the number of Shares (as such terms are
defined in the Offer to Purchase) set forth below, all pursuant to the
guaranteed delivery procedures set forth in Section 2 of the Offer to Purchase.
Number of Shares Name(s) of Record Holder(s):
Certificate Nos. (if available): PLEASE PRINT
(Check one box if Shares will be Address(es):
tendered by book-entry transfer)
/ / The Depository Trust Company ZIP CODE
/ / Philadelphia Depository Trust Company Area Code and
Account Number Tel. No.:
Dated:
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GUARANTEE
(NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, a participant in the Security Transfer Agent's Medallion
Program, the New York Stock Exchange Medallion Signature Guarantee Program or
the Stock Exchange Medallion Program, hereby guarantees to deliver to the
Depositary either the certificates representing the Shares tendered hereby, in
proper form for transfer, or a Book-Entry Confirmation with respect to such
Shares, in any such case together with a properly completed and duly executed
Letter of Transmittal (or facsimile thereof), with any required signature
guarantees, or an Agent's Message, and any other required documents within three
(3) trading days after the date hereof.
The Eligible Institution that completes this form must communicate the
guarantee to the Depositary and must deliver the Letter of Transmittal and
certificates for Shares to the Depositary within the time period shown herein.
Failure to do so could result in a financial loss to such Eligible Institution.
All terms used herein have the meanings set forth in the Offer to Purchase.
Name of Firm: --------------------------------------------
AUTHORIZED SIGNATURE
Address: Name:
PLEASE PRINT
Title:
- -----------------------------------------------
ZIP CODE
Area Code and
Tel No.: Dated:
NOTE: DO NOT SEND CERTIFICATES FOR SHARES WITH THIS NOTICE; CERTIFICATES
FOR SHARES SHOULD BE SENT WITH YOUR LETTER OF TRANSMITTAL.