FOURTH AMENDED AND RESTATED STOCKHOLDERS AGREEMENT of UNIVAR INC. Dated as of June 23, 2015Stockholders Agreement • July 6th, 2015 • Temasek Holdings (Private) LTD • Prefabricated wood bldgs & components • Delaware
THIS FOURTH AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (as amended and restated from time to time according to its terms, this “Agreement”), dated as of June 23, 2015, relating to Univar Inc., a Delaware corporation (the “Company”), is entered into by and among the Company, CD&R Univar Holdings, L.P., a Cayman Islands exempted limited partnership (“CD&R Investor”), Univar N.V., a limited liability company (naamloze vennootschap) organized under the laws of the Netherlands and with corporate seat in Rotterdam, the Netherlands (“Univar NV”), Dahlia Investments Pte. Ltd. (“Temasek Investor”), and each of the stockholders of the Company whose name appears on Annex A hereto (together with and each Person that has previously executed or subsequently executes an Accession Agreement, the “Stockholders” and each, individually, a “Stockholder”).
FIRST AMENDMENT TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 6th, 2015 • Temasek Holdings (Private) LTD • Prefabricated wood bldgs & components • New York
THIS FOURTH AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (as amended and restated from time to time according to its terms, this “Agreement”), dated as of [●], 2015, relating to Univar Inc., a Delaware corporation (the “Company”), is entered into by and among the Company, CD&R Univar Holdings, L.P., a Cayman Islands exempted limited partnership (“CD&R Investor”), Univar N.V., a limited liability company (naamloze vennootschap) organized under the laws of the Netherlands and with corporate seat in Rotterdam, the Netherlands (“Univar NV”), Dahlia Investments Pte. Ltd. (“Temasek Investor”), and each of the stockholders of the Company whose name appears on Annex A hereto (together with and each Person that subsequently executes an Accession Agreement, the “Stockholders” and each, individually, a “Stockholder”).
JOINT FILING AGREEMENTJoint Filing Agreement • July 6th, 2015 • Temasek Holdings (Private) LTD • Prefabricated wood bldgs & components
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the shares of Univar, Inc., and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.
