X0306 4 2015-06-09 0 0001412232 VWR Corp VWR 0001181100 MADISON DEARBORN PARTNERS LLC THREE FIRST NATIONAL PLAZA, SUITE 4600 CHICAGO IL 60602 0 0 1 0 0001406860 Varietal Distribution Holdings, LLC C/O MADISON DEARBORN PARTNERS, LLC THREE FIRST NATIONAL PLAZA, SUITE 4600 CHICAGO IL 60602 0 0 1 0 0001344692 Madison Dearborn Capital Partners V - A L P C/O MADISON DEARBORN PARTNERS, LLC THREE FIRST NATIONAL PLAZA, SUITE 4600 CHICAGO IL 60602 0 0 1 0 0001344693 Madison Dearborn Capital Partners V - C L P C/O MADISON DEARBORN PARTNERS, LLC THREE FIRST NATIONAL PLAZA, SUITE 4600 CHICAGO IL 60602 0 0 1 0 0001362213 MADISON DEARBORN CAPITAL PARTNERS V EXECUTIVE-A L P C/O MADISON DEARBORN PARTNERS, LLC THREE FIRST NATIONAL PLAZA, SUITE 4600 CHICAGO IL 60602 0 0 1 0 0001579972 MADISON DEARBORN PARTNERS V-A&C, L.P. C/O MADISON DEARBORN PARTNERS, LLC THREE FIRST NATIONAL PLAZA, SUITE 4600 CHICAGO IL 60602 0 0 1 0 0001182031 FINNEGAN PAUL J C/O MADISON DEARBORN PARTNERS, LLC THREE FIRST NATIONAL PLAZA, SUITE 4600 CHICAGO IL 60602 0 0 1 0 0001219630 MENCOFF SAMUEL M C/O MADISON DEARBORN PARTNERS, LLC THREE FIRST NATIONAL PLAZA, SUITE 4600 CHICAGO IL 60602 0 0 1 0 Common Stock, par value $0.01 2015-06-09 4 S 0 16000000 25.23 D 86000000 I See Footnotes Represent shares of VWR Corporation's (the "Issuer") common stock sold in an underwritten secondary offering. Represents the offering price to the public in the secondary offering of $26.25 per share, net of underwriters' discount of $1.017188. Varietal Distribution Holdings, LLC ("Varietal") is the record owner of the reported shares. Voting and dispositive power with respect to the common stock held by Varietal is exercised by its board of directors, which is comprised of Messrs. Nicholas W. Alexos and Timothy P. Sullivan. Madison Dearborn Capital Partners V-A, L.P. ("MDP V-A"), Madison Dearborn Capital Partners V-C, L.P. ("MDP V-C"), Madison Dearborn Capital Partners V Executive-A, L.P. ("MDP Executive"), MDCP Co-Investors (Varietal), L.P. ("Varietal-1") and MDCP Co-Investors (Varietal-2), L.P. ("Varietal-2" and together with MDP V-A, MDP V-C, MDP Executive and Varietal-1, the "MDP Funds") are the controlling equityholders of Varietal. (Continued in Footnote 4) Madison Dearborn Partners V-A&C, L.P. ("MDP A&C") is the general partner of each of the MDP Funds. Messrs. Paul J. Finnegan and Samuel M. Mencoff are the sole members of a limited partner committee of MDP A&C that have the power, acting by majority vote, to vote or dispose of the units directly held by the MDP Funds, and may be deemed to have shared voting and investment power over such shares. Messrs. Finnegan and Mencoff also each have an indirect pecuniary interest in such shares through their respective investments in the MDP Funds. Madison Dearborn Partners, LLC ("MDP") is the general partner of MDP A&C and has the ability to direct the investment decisions of MDP A&C, including the power to direct the decisions of MDP A&C regarding the vote or disposition of securities directly held by Varietal. Messrs. Finnegan and Mencoff and each of the MDP Funds hereby disclaim any beneficial ownership of any shares directly held by Varietal, except to the extent of their respective pecuniary The other beneficial owners of the reported securities have separately filed Form 4's. Pursuant to the Director Nomination Agreement, dated as of October 6, 2014, by and among the Issuer, Varietal and the MDP Funds, Varietal has the right to appoint or nominate for election to the Issuer's board of directors, as applicable, such number of representatives that, when compared to the authorized number of directors on the board, is closest to but not less than proportional to the total number of shares of common stock over which Varietal and its affiliates retain direct or indirect voting control relative to the total number of shares of common stock then issued and outstanding. Madison Dearborn Partners, LLC /s/ Annie S. Terry, by power of attorney 2015-06-10 Varietal Distribution Holdings, LLC /s/ Annie S. Terry, by power of attorney 2015-06-10 Madison Dearborn Capital Partners V-A, L.P. /s/ Annie S. Terry, by power of attorney 2015-06-10 Madison Dearborn Capital Partners V-C, L.P. /s/ Annie S. Terry, by power of attorney 2015-06-10 Madison Dearborn Capital Partners V Executive-A, L.P. /s/ Annie S. Terry, by power of attorney 2015-06-10 Madison Dearborn Partners V-A&C, L.P. /s/ Annie S. Terry, by power of attorney 2015-06-10 Paul J. Finnegan /s/ Annie S. Terry, by power of attorney 2015-06-10 Samuel M. Mencoff /s/ Annie S. Terry, by power of attorney 2015-06-10