<PAGE> 1
Exhibit G
Items 2, 5 and 6, and Schedule 1 of the Schedule 13D filed with the
Securities and Exchange Commission with respect to Universal Common Stock
on June 9, 2000, by Castle Harlan and the reporting persons named therein.
<PAGE> 2
EXHIBIT G
Item 2. Identity and Background.
-----------------------
(a) This Schedule is filed on behalf of:
(i) Mellon Bank, N.A., as Trustee for the Bell Atlantic Master
Trust ("Bell Atlantic"), a Delaware corporation, with respect to the Shares
owned by it;
(ii) Bell Atlantic Asset Management Company, a wholly-owned
subsidiary of Bell Atlantic Corporation and an investment manager to Bell
Atlantic ("BAAMCO"), in connection with the shares owned by Bell Atlantic;
(iii) First Union Capital Partners, Inc. ("FUCP"), a Virginia
corporation, with respect to the Shares owned by it;
(iv) First Union National Bank ("FUNB"), a National
Association, with respect to the Shares beneficially owned indirectly by it
through its direct ownership of FUCP;
(v) First Union Corporation ("FTU"), a North Carolina
corporation, with respect to the Shares beneficially owned indirectly by it
through its indirect ownership of FUCP;
(vi) Taunus Corporation ("Taunus"), a corporation organized
under the laws of the State of Delaware, DB Capital Partners, Inc. ("DBCP
Inc."), a corporation organized under the laws of the State of Delaware, DB
Capital Partners, L.P. ("DBCP L.P."), a limited partnership organized under
the laws of the State of Delaware, DB Capital Partners, L.L.C. ("DBCP L.L.C"),
a limited liability company filed under the laws of the State of Delaware and
DB Capital Partners SBIC, L.P. ("DBCP SBIC"), a limited partnership organized
under the laws of the State of Delaware in connection with respect to the
shares owned directly by DBCP SBIC;
(vii) State Street Bank and Trust Company, as Trustee of Du
Pont Pension Trust ("DuPont"), with respect to the Shares owned by it;
(viii) Brown University Third Century Fund ("Brown"), with
respect to the Shares owned by it;
<PAGE> 3
CUSIP No. 913431-10-2
(ix) Castle Harlan Partners III, L.P. ("CHP III"), a Delaware
limited partnership, in connection with Shares owned directly by it and Shares
owned directly by Bell Atlantic, First Union, DB, DuPont and Brown
(collectively, the "Co-Investors");
(x) Castle Harlan Associates III, L.P. ("CH Associates"), a
Delaware limited partnership, in connection with the Shares owned directly by
CHP III, CH Offshore and CH Affiliates;
(xi) Castle Harlan, Inc. ("CHI"), a Delaware corporation, in
connection with Shares owned directly by it and the Shares owned directly by
CHP III, CH Offshore, CH Affiliates and the Co-Investors;
(xi) Castle Harlan Partners III, G.P., Inc. ("CHPGP"), a
Delaware corporation, in connection with the Shares owned directly by CHP III,
CH Offshore, CH Affiliates and the Co-Investors;
(xii) William M. Pruellage, in connection with Shares owned by
him;
(xiii) Sylvia Rosen, in connection with Shares owned directly by
her;
(xiv) Howard Weiss, in connection with Shares owned directly by
him;
(xv) the Marc A. Weiss 1994 Trust (the "Marc Trust"), in
connection with Shares owned directly by it;
(xvi) the Michael D. Weiss 1994 Trust (the "Michael Trust"), in
connection with shares owned directly by it;
(xvii) Marcel Fournier, in connection with Shares owned through
Tucker Anthony Inc., Custodian FBO/Marcel Fournier, IRA-R ID# 04-256629;
(xviii) Leonard M. Harlan, in connection with Shares owned
directly by him;
(xix) Samuel Urcis, in connection with Shares owned directly by
him;
(xx) David H. Chow, in connection with Shares owned directly by
him;
(xxi) Jeffrey M. Siegal, in connection with Shares owned
directly by him;
(xxii) William J. Lovejoy, in connection with Shares owned
directly by him;
(xxiii) John Peter Laborde, in connection with Shares owned
directly by him;
(xxiv) Cliffe Floyd Laborde, in connection with Shares owned
directly by him;
(xxv) Gary Lee Laborde, in connection with Shares owned directly
by him;
<PAGE> 4
CUSIP No. 913431-10-2
(xxvi) John Peter Laborde, Jr., in connection with Shares owned
directly by him;
(xxvii) John Tracy Laborde, in connection with Shares owned
directly by him;
(xxviii) Mary Adrienne Laborde Parsons, in connection with
Shares owned directly by her;
(xxix) Castle Harlan Offshore Partners, L.P. ("CH Offshore"), a
Delaware limited partnership, in connection with Shares owned directly by it;
(xxx) Castle Harlan Affiliates III, L.P. ("CH Affiliates"), a
Delaware limited partnership, in connection with Shares owned directly by it;
(xxxi) Branford Castle Holdings, Inc. ("Branford"), a Delaware
corporation, in connection with Shares owned directly by it;
(xxxii) Frogmore Forum Family Fund, LLC ("Frogmore"), in
connection with Shares owned directly by it; and
(xxxiii) John K. Castle, in connection with Shares owned by (A)
CHI, CHP III, CH Offshore, CH Affiliates, Branford, Frogmore, the Marc Trust,
the Michael Trust, Messrs. Harlan, Urcis, Pruellage, Weiss, Fournier, Chow,
Siegal and Lovejoy and Ms. Rosen (collectively, the "CH Group"), (B) the Co-
Investors and (C) John P. Laborde, Cliffe F. Laborde, Gary L. Laborde, John T.
Laborde, John P. Laborde, Jr. and Mary Adrienne Laborde Parsons (collectively,
the "Labordes").
The persons and entities above are referred to herein collectively
as the "Reporting Persons".
Information with respect to each of the Reporting Persons is given
solely by such Reporting Person, and no Reporting Person assumes
responsibility for the accuracy or completeness of information furnished by
another Reporting Person.
The general partner of each of CHP III, CH Offshore and CH
Affiliates is CH Associates. The general partner of CH Associates is CHPGP.
The executive officers of CHPGP are Messrs. Castle, Harlan, Weiss
and David Pittaway. The directors of CHPGP are Messrs. Castle and Harlan.
CHI is the investment manager for CHP III, CH Offshore and CH
Affiliates and has the discretion, without the need for additional approval,
to direct the investments of CHP III, CH Offshore and CH Affiliates. The
directors of CHI are Messrs. Castle and Harlan. The executive officers of CHI
are (i) John K. Castle - Chairman and controlling stockholder, (ii) Leonard M.
Harlan - President, (iii) David Pittaway - Managing Director, Vice President
and Secretary and (iv) Howard Weiss - Vice President, Treasurer and Chief
Financial Officer.
The managing members of Frogmore are Messrs. Castle and Weiss.
<PAGE> 5
CUSIP No. 913431-10-2
The executive officers of Branford are (i) Mr. Castle - President
and Treasurer and (ii) David A. Castle - Vice President and Secretary. The
sole director of Branford is Mr. Castle.
The trustee of Bell Atlantic is Mellon Bank, N.A.
The directors of Bell Atlantic are: William F. Heitman (principal
occupation is Vice President - Treasurer (Acting) of Bell Atlantic
Corporation); Victor S. Gomperts (principal occupation is Vice President -
Tax); Frederick Salerno (principal occupation is Senior Executive Vice
President and Chief Financial Officer - Strategy and Business Development of
Bell Atlantic Corporation); and Bruce Franzese (principal occupation is Vice
President and General Counsel of Bell Atlantic). The principal business
address for each director of Bell Atlantic (other than Mr. Franzese) is 1095
Avenue of the Americas, New York, NY 10036. The executive officers of Bell
Atlantic are Mr. Heitman; Marie LoGiudice (principal occupation is Vice
President Operations of Bell Atlantic); A. Jay Baldwin (principal occupation
is Vice President Private Markets of Bell Atlantic); Audrey Kent (principal
occupation is Vice President Internal Investment Management); and Bruce
Franzese (Vice President and General Counsel of Bell Atlantic). The principal
business address for each executive officer of Bell Atlantic (other than Mr.
Heitman) is 245 Park Avenue, 4th Floor, New York, NY 10162.
The directors of Bell Atlantic Corporation are Richard L. Carrion
(principal occupation is Chairman, President and Chief Executive Officer of
Banco Popular de Puerto Rico and Popular, Inc. and principal business address
is 209 Munoz Rivera Avenue, Hato Rey, Puerto Rico 00918); James G. Cullen
(principal occupation is President and Chief Operating Officer of Bell
Atlantic and principal business address is 1310 N. Court House Road,
Arlington, VA 22201); Helen L. Kaplan (principal occupation is counsel at
Skadden, Arps, Slate, Meagher & Flom LLP and principal business address is
Four Times Square, 44th Floor, New York, NY 10036-6522); Joseph Neubauer
(principal occupation is Chairman and Chief Executive Officer of ARAMARK
Corporation and principal business address is 1101 Market Street, 31st Floor,
Philadelphia, PA 19107); Thomas H. O'Brien (principal occupation is Chairman
of the PNC Financial Services Group, Inc. and principal business address is
249 5th Avenue, 30th Floor, Pittsburgh, PA 15222-2707); Hugh B. Price
(principal occupation is the President and Chief Executive Officer of the
National Urban League and principal business address is 120 Wall Street, 8th
Floor, New York, NY 10005); Ivan Seidenberg (principal occupation is Chairman
of the Board and Chief Executive Officer of Bell Atlantic Corporation and
principal business address is 1095 Avenue of the Americas, New York, NY
10036); Walter V. Shipley (principal business address is 270 Park Avenue, New
York, NY 10017-2070); and John R. Stafford (principal occupation is Chairman,
President and Chief Executive officer of American Home Products Corporation
and principal business address is 5 Giralda Farms, Madison, NJ 07940). The
officers of Bell Atlantic Corporation are: Lawrence T. Babbio, Jr. (principal
occupation President and Chief Operating Officer of Bell Atlantic Corporation
and principal business address is 1095 Avenue of the Americas, New York, NY
10036); Mr. Cullen; Jacquelyn B. Gates (principal occupation is Vice President
- - Ethics and Corporate Compliance of Bell Atlantic Corporation and principal
business address is 1095 Avenue of the Americas, New York, NY 10036); William
F. Heitmann (principal occupation is Vice President - Treasurer (Acting) of
Bell Atlantic Corporation and principal business office is 1095 Avenue of the
Americas, New York, NY 10036); John F. Killian (principal occupation is Vice
<PAGE> 6
CUSIP No. 913431-10-2
President - Investor Relations of Bell Atlantic Corporation and principal
business address is 1095 Avenue of the Americas, New York, NY 10036); Mark J.
Mathis (principal occupation is Executive Vice President and General Counsel
(Acting) of Bell Atlantic Corporation and principal business address is 1095
Avenue of the Americas, New York, NY 10036); Frederic Salerno (principal
occupation is Senior Executive Vice President and Chief Financial Officer -
Strategy and Business Development of Bell Atlantic Corporation and principal
business address is 1095 Avenue of the Americas, New York, NY 10036); Mr.
Seidenberg; Dennis F. Strigl (principal occupation is President and Chief
Executive Officer of Verizon Wireless and principal business address is 180
Washington Valley Road, Bedminster, NJ 07921); Thomas J. Tauke (principal
occupation is Executive Vice President - External Affairs and Corporate
Communications (Acting) of Bell Atlantic Corporation and principal business
address is 1300-I Street, N.W., Washington, DC 20005); and Doreen A. Toben
(principal occupation is Vice President - Controller of Bell Atlantic
Corporation and principal business address is 1095 Avenue of the Americas, New
York, NY 10036).
Each executive officer and director of Bell Atlantic and Bell
Atlantic Corporation is a citizen of the United States.
Certain information required by this Item 2 concerning the
directors and executive officers of certain Reporting Persons is set forth on
Schedule 1 attached hereto, which is incorporated herein by reference.
DBCP L.L.C. is the General Partner of DBCP SBIC. DBCP L.P. is the
Managing Member of DBCP L.L.C. DBCP Inc. is the General Partner of DBCP L.P.
The executive officers and directors of DBCP Inc. are Charles Ayres, Managing
Director (principal occupation is Managing Director, DB Capital Partners, Inc.
and principal address is 130 Liberty Street, 25th Floor, New York, NY 10006),
Joseph T. Wood, Managing Director (principal occupation is Managing Director,
DB Capital Partners, Inc. and principal address is 130 Liberty Street, 25th
Floor, New York, NY 10006), and James Edward Virtue, Managing Director
(principal occupation is President of Deutsche Bank Securities Inc. and
principal address is 130 Liberty Street, 25th Floor, New York, NY 10006). The
executive officers and directors of Taunus are Richard W. Ferguson, Director
and Treasurer (principal occupation is Managing Director of Deutsche Bank AG,
New York Branch, 31 West 52nd Street, New York, NY 10019), Gary T. Handel,
Director (principal occupation is Managing Director of Deutsche Bank AG, New
York Branch, 31 West 52nd Street, New York, NY 10019), John A. Ross, Director,
President and Chief Executive Officer (principal occupation is Executive Vice
President and General Manager of Deutsche Bank AG, New York Branch, 31 West
52nd Street, New York, NY 10019), Troland S. Link, Vice President (principal
occupation is Managing Director and General Counsel of Deutsche Bank AG, New
York Branch, 31 West 52nd Street, New York, NY 10019) and David Mellgard,
Secretary (principal occupation is Director and Counsel of Deutsche Bank AG,
New York Branch, 31 West 52nd Street, New York, NY 10019).
DuPont Capital Management Corporation is a wholly-owned subsidiary
of the DuPont Corporation and is responsible for managing the assets of
DuPont. Wilmington Trust has been the trustee of DuPont from 1942 up to and
including May 31, 2000. Effective June 1, 2000 State Street Bank and Trust
became the trustee for DuPont.
<PAGE> 7
CUSIP No. 913431-10-2
Brown is a non-profit corporation established to support the
educational purposes of Brown University, its sole shareholder. Brown
University is itself a non-profit corporation operating exclusively for
charitable and educational purposes. The executive officers of Brown are (i)
John P. Birkelund - Chairman, (ii) Marvyn Carton - Vice Chairman, (iii)
Jonathan L. Shear - Treasurer, and (iv) Beverly E. Ledbetter - Secretary. The
directors of Brown are Mark L. Attansio, John P. Birkelund, James J. Burke,
Jr., Gordon E. Cadwgan, Marvyn Carton, Richard C. Dresdale, Jeffry W.
Greenberg, John W. Holman, Jr. Beverly E. Ledbetter, Stephen Robert, Jonathan
L. Shear, and John Simon.
The Reporting Persons are making a joint filing pursuant to the
requirements of Rule 13d-1(f) promulgated under the Securities Exchange Act of
1934, as amended (the "Exchange Act"), because, by reason of their
relationship as described herein, they may be deemed to be a "group" and
"deemed to have acquired beneficial ownership" within the meaning of Rules
13d-3 and 13d-5 promulgated under the Exchange Act with respect to acquiring,
holding and disposing of the Shares.
(b) The address of the principal businesses and offices of (i) the
CH Group (other than Mr. Urcis) is c/o Castle Harlan, Inc., 150 East 58th
Street, 37th Floor, New York, NY 10155; (ii) Mr. Urcis is 1160 Marilyn Drive,
Beverly Hills, CA 90210; (iii) the Labordes is c/o John Peter Laborde, 601
Poydras Street, Suite 1637, New Orleans, LA 70136; (iv) Mellon Bank, N.A.,
the trustee of Bell Atlantic is located at One Mellon Bank Center, Pittsburgh,
PA 15248-0001. Mr. Chow's address is 7 Roshab Lane, Westport, CT 06880. Mr.
Siegal's address is 340 E. 80th Street, New York, NY 10021. Mr. Lovejoy's
address is c/o DB Capital Partners, Inc., 130 Liberty Street, New York, New
York 10006. The address of BAAMCO's principal place of business is 245 Park
Avenue, 40th Floor, New York, New York 10167. The address of Bell Atlantic
Corporation's principal place of business is 1095 Avenue of the Americas, New
York, NY 10036. The address of the principal business and principal office of
FUCP is One First Union Center, 301 South College Street, 5th Floor,
Charlotte, North Carolina 28288-0732. The address of the principal business
and principal office of FUNB and FTU is One First Union Center, 301 South
College Street, Charlotte, North Carolina 28288-0732. The address of Taunus's
principal place of business and principal office is 31 West 52nd Street, New
York, New York 10019. The address of DBCP Inc.'s, DBCP L.P.'s, DBCP L.L.C.'s
and DBCP SBIC's principal place of business and principal office is 130
Liberty Street, New York, New York 10006; DuPont is c/o DuPont Capital
Management Corp., Delaware Corporate Center, One Righter Parkway, Suite 3200,
Wilmington, Delaware 19803; and Brown is Attention: Christopher Longee, 164
Angell Street, Box C, Providence, Rhode Island, 02912.
(c) The principal business of CHP III, CH Offshore, CH Affiliates,
Branford and Frogmore is that of making investments. The principal business
of CH Associates is of being the general partner of CHP III, CH Offshore and
CH Affiliates. The principal business of CHPGP is of being the general
partner of CH Associates. The principal business of CHI is to provide
business and organizational strategy, financial and investment management and
merchant and investment banking services for various limited partnerships.
<PAGE> 8
CUSIP No. 913431-10-2
The principal occupation of Mr. Castle is as being an executive
officer and director of CHI, CHPGP and Branford, and managing member of
Frogmore. The principal occupation of Mr. Harlan is as being an executive
officer and director of CHI and CHPGP. The principal occupation of Mr. Weiss
is as being an executive officer of CHI and managing member of Frogmore. The
principal occupation of Mr. Fournier, Ms. Rosen and Mr. Pruellage is as being
officers of CHI. The principal business of the Marc Trust and the Michael
Trust is that of making investments.
The principal occupation of Mr. Urcis is as being a venture
capitalist.
The principal occupation of Mr. Lovejoy is being an officer of DBCP
Inc., which also may be deemed to beneficially own an interest in the Issuer.
The principal occupation of Mr. Chow is managing investments for his
own account and other individuals.
The principal occupation of Mr. Siegal is being a chief financial
officer of BD Capital Partners.
The principal business of Bell Atlantic is investment advisor.
FUCP, a wholly-owned subsidiary of FUNB, is engaged principally in
the business of venture capital investing. FUNB, which is engaged principally
in the business of banking, is a wholly-owned subsidiary of FTU. FTU is a
financial holding company which is principally engaged in the business of
banking through its subsidiaries.
Taunus's principal business is to function as a holding company for
Deutsche Bank AG's United States operations. DBCP SBIC is an indirect wholly-
owned subsidiary of Taunus and DBCP SBIC's principal business is to function
as part of the merchant banking arm of Deutsche Bank AG. DBCP Inc. is the
general partner of DBCP L.P, which is the managing member of DBCP L.L.C. which
is the general partner of DBCP SBIC. The principal business of DBCP Inc.,
DBCP L.P. and DBCP L.L.C. is to serve as holding companies. Mr. Lovejoy, who
also owns an interest in the Issuer, is an officer of DBCP Inc.
The principal business of DuPont is a pension fund.
The principal business of Brown is a non-profit educational
institution.
John P. Laborde is retired.
The principal occupation of Cliffe F. Laborde is as being Senior
Vice President and General Counsel of Tidewater, Inc.
The principal occupation of Gary L. Laborde is as being President of
Laborde Marine Lifts, Inc.
The principal occupation of John T. Laborde is as being an executive
of Laborde Products, Inc.
<PAGE> 9
CUSIP No. 913431-10-2
The principal occupation of John P. Laborde, Jr. is as being
President of Laborde Marine, L.L.C.
The principal occupation of Mary Adrienne Laborde Parsons is as
being a housewife.
(d) None of the Reporting Persons, nor, to the best knowledge of
FUCP, FUNB and FTU, any of the persons named in Schedule 1, has, during the
last five years, been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) None of the Reporting Persons nor, to the best knowledge of any
of the persons name in Schedule 1, has, during the last five years, been a
party to a civil proceeding of a judicial or administrative body
of competent jurisdiction and as a result of such proceeding was or is subject
to a judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws.
(f) Other than Mr. Fournier, each of the reporting persons who are
individuals referred to in paragraph (a) above is a citizen of the United
States. Mr. Fournier is a citizen of France. CHI, CHPGP and Branford are
corporations formed under the laws of the State of Delaware. CHP III, CH
Offshore, CH Affiliates and CH Associates are limited partnerships formed
under the laws of the State of Delaware. Frogmore is a limited liability
company formed under the laws of the State of Delaware. The Marc Trust and
the Michael Trust are trusts organized under the laws of the State of New
York. Bell Atlantic is a master pension trust organized under the laws of the
State of New York. BAAMCO is a Delaware corporation, and its principal
business is investment management. Bell Atlantic Corporation is a Delaware
corporation, and its principal business is telecommunications. FTU is a
corporation formed under the laws of the State of North Carolina. FUNB is a
National Association. FUCP is a corporation formed under the laws of the
State of Virginia. Taunus and DBCP Inc. are corporations formed under the
laws of the State of Delaware. DBCP L.P. and DBCP SBIC are limited
partnerships formed under the laws of the State of Delaware. DBCP L.L.C. is a
limited liability company formed under the laws of the State of Delaware.
DuPont is an ERISA-qualified pension fund. The investment manager, DuPont
Capital Management Corporation, is a corporation organized under the laws of
the State of Delaware. Brown is a non-profit 501(c)(3) corporation formed
under the laws of the State of Rhode Island.
<PAGE> 10
Item 5. Interest in Securities of the Issuer.
------------------------------------
(a) The approximate aggregate percentage of Shares reported
beneficially owned by each person herein is based upon the 12,982,332 Shares
issued and outstanding as of May 30, 2000 as reflected in the Issuer's
Prospectus dated May 23, 2000, plus the 275,000 Shares of common stock issued
by the Issuer on June 7, 2000, for a total of 13,257,332 Shares issued and
outstanding.
<PAGE> 11
CUSIP No. 913431-10-2
As of the date hereof:
(i) Bell Atlantic owns directly 535,269 Shares, constituting
approximately 4.0% of the shares outstanding. BAAMCO is an investment manager
to Bell Atlantic and has the power to direct the trustee of Bell Atlantic with
respect to the disposition of and the voting of Shares owned by Bell Atlantic.
BAAMCO is a direct, wholly-owned subsidiary of Bell Atlantic Corporation.
(ii) FUCP owns directly 535,269 Shares, constituting
approximately 4.0% of the shares outstanding.
(iii) FUNB owns directly no Shares. By reason of the
provisions of Rule 13d-3 of the Exchange Act, FUNB may be deemed to
beneficially own the 535,269 Shares owned directly by FUCP, constituting
approximately 4.0% of the shares outstanding.
(iv) FTU owns directly no Shares. By reason of the provisions
of Rule 13d-3 of Exchange Act, FTU may be deemed to beneficially own the
535,269 shares owned directly by FUCP, constituting approximately 4.0% of the
shares outstanding.
(v) DBCP SBIC owns directly 525,269 Shares constituting
approximately 4.0% of the shares outstanding. Each of Taunus, DCBP Inc., DBCP
L.P. and DBCP L.L.C. may be deemed to be the beneficial owner of the Shares
owned by DBCP SBIC.
(vi) DuPont owns directly 535,269 Shares, constituting
approximately 4.0% of the shares outstanding.
(vii) Brown owns directly 33,453 Shares, constituting less
than one percent of the shares outstanding.
(viii) Mr. Pruellage owns directly 167 Shares, constituting
less than one percent of the shares outstanding.
(ix) Ms. Rosen owns directly 334 Shares, constituting less
than one percent of the shares outstanding.
(x) Mr. Weiss owns directly 1,337 Shares, constituting less
than one percent of the shares outstanding.
(xi) The Marc Trust owns directly 334 Shares, constituting
less than one percent of the shares outstanding.
(xii) The Michael Trust owns directly 334 Shares, constituting
less than one percent of the shares outstanding.
(xiii) Mr. Fournier owns beneficially (through his individual
retirement account) 1,337 Shares, constituting less than one percent of the
shares outstanding.
(xiv) Mr. Urcis owns directly 219,698 Shares, constituting
approximately 1.7% of the shares outstanding, which includes 99,135 Shares
subject to options which are fully exercisable and 40,146 Shares owned by CHP
III, which shares Mr. Urcis has the option to purchase.
<PAGE> 12
CUSIP No. 913431-10-2
(xv) Mr. Chow owns directly 10,035 Shares, constituting less
than one percent of the shares outstanding.
(xvi) Mr. Siegal owns directly 3,344 Shares, constituting less
than one percent of the shares outstanding.
(xvii) Mr. Lovejoy owns directly 334 Shares, constituting less
than one percent of the shares outstanding.
(xviii) John P. Laborde owns directly 33,453 Shares,
constituting less than one percent of the shares outstanding.
(xix) Cliffe F. Laborde owns directly 6,689 Shares,
constituting less than one percent of the shares outstanding.
(xx) Gary L. Laborde owns directly 6,689 Shares, constituting
less than one percent of the shares outstanding.
(xxi) John P. Laborde, Jr. owns directly 6,689 Shares,
constituting less than one percent of the shares outstanding.
(xxii) John T. Laborde owns directly 6,689 Shares,
constituting less than one percent of the shares outstanding.
(xxiii) Mary Adrienne Laborde Parsons owns directly 6,689
Shares, constituting less than one percent of the shares outstanding.
(xxiv) Mr. Harlan owns directly 9,720 Shares, constituting
less than one percent of the shares outstanding.
(xxv) CHI owns directly 136,364 Shares. By reason of the
provisions of Rule 13d-3 of the Exchange Act, CHI may be deemed to
beneficially own 5,344,832 Shares, constituting approximately 40.3% of the
shares outstanding, of which 2,936,718 Shares are owned by CHP III, 48,142
Shares are owned by CH Offshore, 49,079 Shares are owned by CH Affiliates and
2,174,529 Shares CHP III may direct the voting of pursuant to the Voting
Agreement, dated as of February 20, 1998 (the "Voting Agreement"), as amended,
among the Issuer, CHP III and the Co-Investors. CHI disclaims beneficial
ownership of those Shares other than those owned directly by it.
(xxvi) Branford owns directly 19,449 Shares, constituting less
than one percent of the shares outstanding.
(xxvii) CH Offshore owns directly 48,142 Shares, constituting
less than one percent of the shares outstanding.
(xxviii) CH Affiliates owns directly 49,079 Shares,
constituting less than one percent of the shares outstanding.
(xxix) Frogmore owns directly 11,177 Shares, constituting less
than one percent of the shares outstanding.
<PAGE> 13
CUSIP No. 913431-10-2
(xxx) CHP III owns directly 2,936,718 Shares. By reason of
the provisions of Rule 13d-3 of the Exchange Act, CHP III may be deemed to
beneficially own 5,111,247 Shares, constituting approximately 39.0% of the
shares outstanding, of which 535,269 Shares are owned directly by Bell
Atlantic, 535,269 Shares are owned directly by First Union, 535,269 Shares are
owned directly by DB, 535,269 Shares are owned directly by DuPont and 33,453
shares are owned directly by Brown. CHP III disclaims beneficial ownership of
those Shares other than those owned directly by it.
(xxxi) CH Associates owns directly no Shares. By reason of
the provisions of Rule 13d-3 of the Exchange Act, CH Associates may be deemed
to beneficially own 5,208,468 Shares, constituting approximately 39.3% of the
shares outstanding, of which 2,936,718 Shares are owned directly by CHP III,
48,142 Shares are owned directly by CH Offshore, 49,079 Shares are owned
directly by CH Affiliates, and 2,174,529 Shares CHP III may direct pursuant to
the Voting Agreement. CH Associates disclaims beneficial ownership of the
Shares, except as to Shares representing the CH Associates's pro rata interest
in, and interest in the profits of, CHP III, CH Offshore and CH Affiliates.
(xxxii) CHPGP owns directly no Shares. By reason of the
provisions of Rule 13d-3 of the Exchange Act, CHPGP may be deemed to
beneficially own 5,208,468 Shares, constituting approximately 39.3% of the
shares outstanding, of which 2,936,718 Shares are owned directly by CHP III,
48,142 Shares are owned directly by CH Offshore, 49,079 Shares are owned
directly by CH Affiliates, and 2,174,529 Shares CHP III may direct the voting
of pursuant to the Voting Agreement. CH Associates disclaims beneficial
ownership of the Shares, except as to Shares representing CH Associates's pro
rata interest in, and interest in the profits of, CHP III, CH Offshore and CH
Affiliates.
(xxxiii) Mr. Castle owns directly no Shares. By reason of the
provisions of Rule 13d-3 of the Exchange Act, Mr. Castle may be deemed to own
beneficially 5,550,049 Shares constituting approximately 41.9% of the shares
outstanding, of which (A) 136,364 Shares are owned directly by CHI, (B)
2,936,718 Shares are owned directly by CHP III, (C) 2,174,529 Shares CHP III
may direct the voting of pursuant to the Voting Agreement, (D) 235,540 Shares
that Mr. Castle serves as voting trustee pursuant to the Voting Trust
Agreement, dated as of February 20, 1998 (the "First Voting Trust Agreement"),
among the Issuer, the CH Group (other than CHP III and CHI) and John K.
Castle, as voting trustee, and (D) 66,898 Shares that Mr. Castle serves as
voting trustee pursuant to the Voting Trust Agreement, dated as of December 1,
1998 (the "Second Voting Trust Agreement"), among the Issuer, the Labordes and
John K. Castle, as voting trustee. Mr. Castle disclaims beneficial ownership
of all such Shares, except as to Shares representing his pro rata interest in,
and interest in the profits of, CHI, CHP III, CH Offshore, CH Affiliates,
Frogmore and Branford.
Each of the First Voting Trust Agreement, the Second Voting Trust
Agreement and the Voting Agreement, filed as an exhibit to this Statement, is
incorporated herein by reference.
To the knowledge of FUCP, FUNB and FTU, none of the persons listed in
Schedule 1 owns any Shares.
<PAGE> 14
CUSIP No. 913431-10-2
(b) CHP III has the power to dispose of and the power to vote the
Shares directly owned by it, which power may be exercised by its investment
manager, CHI, or its general partner, CH Associates, or CH Associates' general
partner, CHPGP, or CHPGP's and CHI's controlling stockholder, Mr. Castle.
Each of CH Offshore and CH Affiliates has the power to dispose of
the Shares directly owned by it, which power may be exercised by its
investment manager, CHI, or its general partner, CH Associates, or CH
Associates' general partner, CHPGP, or CHPGP's and CHI's controlling
stockholder, Mr. Castle. Each of CH Offshore and CH Affiliates is party to
the First Voting Trust Agreement which permits Mr. Castle to vote their
Shares.
Branford has the power to dispose of the Shares directly owned by
it, which power may be exercised by its controlling stockholder, Mr. Castle.
Branford is party to the First Voting Trust Agreement which permits Mr. Castle
to vote its Shares.
Frogmore has the power to dispose of the Shares directly owned by it,
which power may be exercised by its managing member, Mr. Castle. Frogmore is
party to the First Voting Trust Agreement which permits Mr. Castle to vote its
Shares.
CHI has the power to dispose of and the power to vote the Shares
directly owned by it, which power may be exercised by its controlling
stockholder, Mr. Castle.
Each Co-Investor has the power to vote and the power to dispose of
their own Shares, but have entered into a Voting Agreement with CHP III
whereby each Co-Investor has agreed to vote their Shares in the same manner as
CHP III. Each person and entity of the CH Group (other than CHI) has the power
to dispose of their own Shares, but have entered into the First Voting Trust
Agreement which permits Mr. Castle to vote their Shares.
Each of Messrs. Harlan, Fournier, Pruellage, Urcis, Chow, Siegal and
Lovejoy, Ms. Rosen, the Marc Trust and the Michael Trust has the power to
dispose of the Shares directly owned by it, him or her, but have entered into
the First Voting Trust Agreement which permits Mr. Castle to vote their
Shares.
Each of the Labordes has the power to dispose of the Shares directly
owned by him or her, but have entered into the Second Voting Trust Agreement
which permits Mr. Castle to vote their Shares.
FUCP has the power to dispose of and the power to vote the Shares
directly owned by it, which power may be exercised by FUNB and FTU by virtue
of the control relationship.
(c) The trading, dates, number of Shares purchased or sold and price
per share for all transactions in the Common Stock from the 60th day prior to
May 30, 2000 until the date of this filing by the Reporting Persons are as
follows: (i) by CHI - 136,364 Shares on May 30, 2000 at $22.00 per share and
(ii) by Mr. Urcis - 6,818 Shares on May 30, 2000 at $22.00 per share. On May
30, 2000, the Issuer consummated an initial offering of the Shares to the
<PAGE> 15
CUSIP No. 913431-10-2
public (the "IPO"). As a result of the IPO, each Reporting Person (other than
CHI, who owned no shares of Preferred Stock) received 2.3256 Shares for each
share of Series A Preferred Stock, par value $.01 per share, of the Issuer
(the "Preferred Stock"), owned by them prior to the IPO. Additionally, each
share outstanding immediately prior to the IPO was split on a 7.4248-for-1
basis. During such period, no Reporting Person or person listed on Schedule 1
entered into any other transaction in the Shares.
(d) No person other than each respective record owner of Shares
referred to herein is known to have the right to receive or the power to
direct the receipt of dividends from or the proceeds of sale of such Shares.
(e) Not applicable.
Neither the filing of this Statement nor any of its contents shall
be deemed to constitute an admission that any Reporting Person is the
beneficial owner of any common stock referred to in this Statement for the
purposes of Section 13(d) of the Act or for any other purpose, and such
beneficial ownership is expressly disclaimed.
<PAGE> 16
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
----------------------------------------
(a) Mr. Castle is the sole trustee under the First Voting Trust
Agreement. The Reporting Persons who are party to the First Voting Trust
Agreement are the CH Group other than CHP III and CHI.
(b) Mr. Castle is the sole trustee under the Second Voting Trust
Agreement. The Reporting Persons who are party to the Second Voting Trust
Agreement are the Labordes.
(c) CHP III is a party to the Voting Agreement. The Reporting
Persons who are party to the Voting Agreement are the Co-Investors.
Each of the First Voting Trust Agreement, the Second Voting Trust
Agreement and the Voting Agreement, filed as an exhibit to this Statement, is
incorporated herein by reference.
<PAGE> 17
CUSIP No. 913431-10-2
SCHEDULE 1 TO 13D
First Union Corporation.
The following table provides certain information about First Union
Corporation's directors:
Name Business (B) or Principal Occupation Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
A. Dano Davis (R) Chairman, Winn-Dixie United
4861 Ortega Blvd. Stores, Inc. States
Jacksonville, FL Jacksonville, Florida,
32210 a food retailer
5050 Edgewood Court
Jacksonville, FL 32254.
Roddey Dowd, Sr. (R) Chairman of the United
1242 Queens Road Executive Committee, States
West Charlotte, Charlotte Pipe and
NC 28207 Foundry Company,
Charlotte, North
Carolina, a
manufacturer of pipe
and fittings
P. O. Box 35430
Charlotte, NC 28235.
William H. (R) Chairman, CCA United
Goodwin, Jr. 6701 River Road Industries, Inc., States
Richmond, VA 23229 Richmond, Virginia,
a diversified
holding company
901 East Cary St.,
Suite 1400
Richmond, VA 23219.
Radford D. Lovett (R) Chairman, Commodores United
129 Ponte Vedra Point Terminal States
Blvd. Ponte Vedra Corporation,
Beach, FL 32082 Jacksonville,
Florida, an
operator of a
marine terminal
and a real estate
management company
<PAGE> 18
CUSIP No. 913431-10-2
Name Business (B) or Principal Occupation Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
1600 Independent
Square Jacksonville,
FL 32202.
Mackey J. McDonald (R) Chairman, President United
1821 Museum Road and Chief Executive States
Wyomissing, PA Officer, VF
19610 Corporation,
Greensboro, North
Carolina, an
apparel manufacturer
1047 North Park Road
Wyomissing, PA 19610.
Lanty L. Smith (R) Chairman, Soles United
1401 Westridge Road Brower Smith & Co., States
Greensboro, NC Greensboro, North
27401 Carolina, an
investment banking
firm 301 North Elm
St., Suite 600
Greensboro, NC 27401.
G. Kennedy (B) Chief Executive United
Thompson First Union Officer and President, States
National Bank First Union
One First Union Corporation.
Center 301 South
College Street
Charlotte, NC 28222
Beverly F. Dolan (B) Investor United
1990 Two First States
Union Center
Charlotte, NC 28282
Erskine B. Bowles (B) General Partner, United
Carousel Capital Forstmann Little & States
Partners, L.P. Co., New York, New
201 North Tryon York, and Managing
Street Suite 2450 Director, Carousel
Charlotte, NC Capital Company,
28202 LLC, Charlotte,
North Carolina,
<PAGE> 19
CUSIP No. 913431-10-2
Name Business (B) or Principal Occupation Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
merchant banking-
private equity
companies.
Robert J. Brown (R) Chairman, President United
1129 Pennywood and Chief Executive States
Drive High Point, Officer, B&C
NC 27265 Associates, Inc.,
High Point, North
Carolina, a public
relations and
marketing research
firm P. O. Box 2636
High Point, NC 27261.
Edward E. (B) Chairman, First United
Crutchfield First Union Union Corporation. States
Corporation
One First Union
Center Charlotte,
NC 28288
James E. S. Hynes (B) Chairman, Hynes, United
Hynes, Inc. Inc., Charlotte, States
6525 Morrison Blvd. North Carolina,
Suite 515 a sales and marketing
Charlotte, NC 28211 services firm.
Herbert Lotman (B) Chairman and Chief United
Kaystone Foods Executive Officer, States
Holding Co., Inc. Keystone Foods
401 City Avenue Holding Company,
Suite 800 Inc., Bala Cynwyd,
Bala Cynwyd, PA Pennsylvania, a
19004 global food processor
and logistics company.
Patricia A. McFate (B) Senior Scientist, United
Science Strategies Group, States
Applications Science Applications
International International
Corporation Corporation, Santa Fe,
22 Clematis Circle New Mexico, a systems
Sante Fe, NM 87501 engineering company.
<PAGE> 20
CUSIP No. 913431-10-2
Name Business (B) or Principal Occupation Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
Joseph Neubauer (R) Chairman and Chief United
210 Rittenhouse Executive Officer, States
Square, W. ARAMARK Corporation,
Apt. 3106 Philadelphia,
Philadelphia, PA Pennsylvania, a service
19103 management company
ARA Tower, 1101 Market
Street Philadephia,
PA 19107.
Ruth G. Shaw (R) Executive Vice United
288 Avinger Lane President and Chief States
Davidson, NC 28036 Administrative
Officer, Duke Energy
Corporation, Charlotte,
North Carolina, an
energy company
P. O. Box 1009
Charlotte, NC 28201-
1009.
Edward E. Barr (R) Chairman, Sun United
560 Illingworth Chemical Corporation, States
Avenue Fort Lee, New Jersey,
Englewood, NJ 07631 a graphic arts
materials manufacturer
222 Bridge Plaza South
Fort Lee, NJ 07024.
G. Alex Bernhardt, (R) Chairman and Chief United
Sr. 7120 GreenHill Executive Officer, States
Circle Bernhardt Furniture
Blowing Rock, NC Company, Lenoir, North
28605 Carolina, a residential
and executive office
furnishings manufacturer
P. O. Box 740
Lenoir, NC 28645.
<PAGE> 21
CUSIP No. 913431-10-2
Name Business (B) or Principal Occupation Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
W. Waldo Bradley (R) Chairman, Bradley United
Sylvan Island Plywood Corporation, States
Savannah, GA 31404 Savannah, Georgia,
a wholesale distributor
of building materials
204 Old West Lathrop
Avenue
Savannah, GA 31402.
Norwood H. Davis, (B) Chairman Emeritus, United
Jr. Trigon Healthcare, Trigon Healthcare, States
Inc. Inc., Richmond, VA.
2015 Staples Mill
Road
Richmond, VA 23230
Frank M. Henry (B) Chairman, Frank United
Frank Martz Coach Martz Coach Co., States
Co. Wilkes-Barr, PA, bus
P.O. Box 1007 transportation.
Wilkes-Barr, PA 18773
Ernest E. Jones (B)
Workforce Development Workforce Development United
Corporation Corporation States
One Penn Center at Philadelphia, PA
Suburban Station
1617 J.F.K. Boulevard,
13th Floor
Philadelphia, PA 19103
James M. Seabrook (B) Vice Chairman, First United
First Union National Union Corporation, States
Bank since August 1999.
One First Union
Center
301 South College Street
Charlotte, NC 28222
<PAGE> 22
CUSIP No. 913431-10-2
The following table provides certain information about First Union
Corporation's executive officers:
Name Business (B) or Title Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
G. Kennedy (B) Chief Executive United
Thompson First Union Officer and States
National Bank President
One First Union
Center
301 South College
Street
Charlotte, NC 28222
Edward E. (B) Chairman United
Crutchfield First Union States
Corporation
One First Union
Center
Charlotte, NC 28288
Donald A. (B) Vice Chairman United
McMullen, Jr. First Union States
National Bank
One First Union
Center
301 South College
Street
Charlotte, NC 28222
Benjamin P. (B) Vice Chairman United
Jenkins, III First Union States
National Bank
One First Union
Center
301 South College
Street
Charlotte, NC 28222
<PAGE> 23
CUSIP No. 913431-10-2
Name Business (B) or Title Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
Billy James (B) Vice Chairman United
Walker First Union States
National Bank
One First Union
Center
301 South College
Street
Charlotte, NC 28222
Robert T. Atwood (B) Chief Financial United
First Union Officer States
National Bank
One First Union
Center
301 South College
Street
Charlotte, NC 28222
Mark C. Treanor (B) Executive Vice United
First Union President, Secretary States
National Bank and General Counsel
One First Union
Center
301 South College
Street
40th Floor
Charlotte, NC 28222
<PAGE> 24
CUSIP No. 913431-10-2
First Union National Bank.
The following table provides certain information about First Union National
Bank's directors:
Name Business (B) or Principal Occupation Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
William H. (R) Chairman, CCA United
Goodwin, Jr. 6701 River Road Industries, Inc., States
Richmond, VA Richmond, Virginia,
23229 a diversified
holding company
901 East Cary St.,
Suite 1400
Richmond, VA 23219.
Radford D. Lovett (R) Chairman, Commodores United
129 Ponte Vedra Point Terminal States
Blvd. Corporation,
Ponte Vedra Beach, Jacksonville,
FL Florida, an operator
32082 of a marine terminal
and a real estate
management company
1600 Independent Square
Jacksonville, FL 32202.
Mackey J. (R) Chairman, President United
McDonald 1821 Museum Road and Chief Executive States
Wyomissing, PA Officer, VF
19610 Corporation,
Greensboro, North
Carolina, an apparel
manufacturer
1047 North Park Road
Wyomissing, PA 19610.
Lanty L. Smith (R) Chairman, Soles United
1401 Westridge Road Brower Smith & Co., States
Greensboro, NC Greensboro, North
27401 Carolina, an
investment
banking firm
301 North Elm St.,
Suite 600
Greensboro, NC 27401.
<PAGE> 25
CUSIP No. 913431-10-2
Name Business (B) or Principal Occupation Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
G. Kennedy (B) Chief Executive United
Thompson First Union Officer and States
National Bank President,
One First Union First Union
Center Corporation.
301 South College
Street
Charlotte, NC 28222
Beverly F. Dolan (B) Investor United
1990 Two First States
Union Center
Charlotte, NC 28282
Edward E. (B) Chairman, First United
Crutchfield First Union Union Corporation. States
Corporation
One First Union
Center
Charlotte, NC 28288
Joseph Neubauer (R) Chairman and Chief United
210 Rittenhouse Executive Officer, States
Square, W. ARAMARK Corporation,
Apt. 3106 Philadelphia,
Philadelphia, PA Pennsylvania, a
19103 service management
company
ARA Tower,
1101 Market St.
Philadelphia, PA 19107.
Robert T. Atwood (B) Executive Vice United
First Union President and States
National Bank Chief Financial
One First Union Officer,
Center First Union
301 South College Corporation.
Street
Charlotte, NC 28222
<PAGE> 26
CUSIP No. 913431-10-2
Name Business (B) or Principal Occupation Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
Mark C. Treanor (B) Executive Vice United
First Union President, States
National Bank Secretary
One First Union and General
Center Counsel,
301 South College First Union
Street Corporation.
40th Floor
Charlotte, NC 28222
<PAGE> 27
CUSIP No. 913431-10-2
The following table provides certain information about First Union National
Bank's executive officers:
Name Business (B) or Title Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
G. Kennedy (B) Chief Executive United
Thompson First Union Officer and States
National Bank President
One First Union
Center
301 South College
Street
Charlotte, NC 28222
Edward E. (B) Chairman United
Crutchfield First Union States
Corporation
One First Union
Center
Charlotte, NC 28288
Donald A. (B) Vice Chairman United
McMullen, Jr. First Union States
National Bank
One First Union
Center
301 South College
Street
Charlotte, NC 28222
Benjamin P. (B) Vice Chairman United
Jenkins, III First Union States
National Bank
One First Union
Center
301 South College
Street
Charlotte, NC 28222
Billy James (B) Vice Chairman United
Walker First Union States
National Bank
One First Union Center
301 South College Street
Charlotte, NC 28222
<PAGE> 28
CUSIP No. 913431-10-2
The following table provides certain information about First Union National
Bank's executive officers:
Name Business (B) or Title Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
Robert T. Atwood (B) Chief Financial United
First Union Officer States
National Bank
One First Union
Center
301 South College
Street
Charlotte, NC 28222
Mark C. Treanor (B) Executive Vice United
First Union President, States
National Bank Secretary and
One First Union General Counsel
Center
301 South College
Street
40th Floor
Charlotte, NC 28222
<PAGE> 29
CUSIP No. 913431-10-2
First Union Capital Partners, Inc.
The following table provides certain information about First Union Capital
Partners' directors:
Name Business (B) or Principal Occupation Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
Ted A. Gardner (B) Senior Vice United
First Union Capital President, States
Partners, Inc. First Union
One First Union Capital Partners
Center
301 South College
Street
5th Floor
Charlotte, NC
28222-0732
W. Barnes (B) Senior Vice United
Hauptfuhrer First Union Capital President, States
Partners, Inc. First Union
One First Union Capital Partners
Center
301 South College
Street
5th Floor
Charlotte, NC
28222-0732
Scott B. Perper (B) President, First United
First Union Capital Union Capital States
Partners, Inc. Partners
One First Union
Center
301 South College
Street
5th Floor
Charlotte, NC
28222-0732
<PAGE> 30
CUSIP No. 913431-10-2
The following table provides certain information about First Union National
Bank's executive officers:
Name Business (B) or Title Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
Scott B. Perper (B) President United
First Union Capital States
Partners, Inc.
One First Union
Center
301 South College
Street
5th Floor
Charlotte, NC
28222-0732
Robert T. Atwood (B) Executive Vice United
First Union Capital President. States
Partners, Inc.
One First Union
Center
301 South College
Street
5th Floor
Charlotte, NC
28222-0732
Tracey M. Chaffin (B) Vice President and United
First Union Capital Chief Financial States
Partners, Inc. Officer
One First Union
Center
301 South College
Street
5th Floor
Charlotte, NC
28222-0732
Robert F. Bertges (B) Senior Vice United
First Union Capital President States
Partners, Inc.
One First Union
Center
301 South College
Street
5th Floor
Charlotte, NC
28222-0732
<PAGE> 31
CUSIP No. 913431-10-2
Name Business (B) or Title Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
David B. Carson (B) Senior Vice United
First Union Capital President States
Partners, Inc.
One First Union
Center
301 South College
Street
5th Floor
Charlotte, NC
28222-0732
Jay M. Chernoskey (B) Senior Vice United
First Union Capital President States
Partners, Inc.
One First Union
Center
301 South College
Street
5th Floor
Charlotte, NC
28222-0732
James C. Cook (B) Senior Vice United
First Union Capital President States
Partners, Inc.
One First Union
Center
301 South College
Street
5th Floor
Charlotte, NC
28222-0732
Frederick W. (B) Senior Vice United
Eubank, III First Union Capital President States
Partners, Inc.
One First Union
Center
301 South College
Street
5th Floor
Charlotte, NC
28222-0732
<PAGE> 32
CUSIP No. 913431-10-2
Name Business (B) or Title Citizenship
Residence (R)
Address
----------------- ------------------- --------------------- --------------
L. Watts (B) Senior Vice United
Hamrick, III First Union Capital President States
Partners, Inc.
One First Union
Center
301 South College
Street
5th Floor
Charlotte, NC
28222-0732
James H. Hatch (B) Senior Vice United
First Union Capital President and States
Partners, Inc. Treasurer
One First Union
Center
301 South College
Street
5th Floor
Charlotte, NC
28222-0732
Kent S. Hathaway (B) Senior Vice United
First Union Capital President States
Partners, Inc.
One First Union
Center
301 South College
Street
31th Floor
Charlotte, NC
28222-0630
James M. Kipp (B) Senior Vice United
First Union Capital President States
Partners, Inc.
One First Union
Center
301 South College
Street
Charlotte, NC
28222
<PAGE> 33
CUSIP No. 913431-10-2
David Neal (B) Senior Vice United
Morrison First Union Capital President States
Partners, Inc.
One First Union
Center
301 South College
Street
Charlotte, NC
28222
Matthew S. (B) Senior Vice United
Rankowitz First Union Capital President States
Partners, Inc.
One First Union
Center
301 South College
Street
Charlotte, NC
28222
Kevin J. Roche (B) Senior Vice United
First Union Capital President States
Partners, Inc.
One First Union
Center
301 South College
Street
Charlotte, NC
28222
Edward H. Ross (B) Senior Vice United
First Union Capital President States
Partners, Inc.
One First Union
Center
301 South College
Street
Charlotte, NC
28222
