US CAN CORP
SC 13D, EX-99.2, 2000-06-30
METAL CANS
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<PAGE>   1
                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.

Dated: June 28, 2000






                                        /s/ Paul W. Jones
                                        ----------------------------------------
                                        Paul W. Jones, individually





                                       69

<PAGE>   2


                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.

Dated: June 30, 2000





                                        /s/ John L.  Workman
                                        ---------------------------------------
                                        John L.  Workman, individually




                                       70

<PAGE>   3



                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 30, 2000






                                             /s/ Ricardo Poma
                                             ---------------------------------
                                             Ricardo Poma, individually



                                       71

<PAGE>   4



                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 30, 2000



                                             SALCORP LTD.



                                             /s/ Ricardo Poma
                                             ----------------------------------
                                             By: Ricardo Poma
                                             Title: President





                                       72

<PAGE>   5



                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 30, 2000


                                             KATSURA, S.A.



                                             /s/ Ricardo Poma
                                             ----------------------------------
                                             By: Ricardo Poma
                                             Title: President





                                       73

<PAGE>   6



                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 30, 2000


                                             BARCEL CORPORATION



                                             /s/ Lloydtru Limited
                                             ---------------------------------
                                             By: Lloydtru Limited
                                             Title: Director







<PAGE>   7



                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 30, 2000


                                             SCARSDALE COMPANY N.V., INC.




                                             /s/ Francisco A.  Soler
                                             ---------------------------------
                                             By: Francisco A.  Soler
                                             Title: President





                                       75

<PAGE>   8



                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 30, 2000





                                             /s/ Francisco A.  Soler
                                             ----------------------------------
                                             Francisco A. Soler, individually





                                       76

<PAGE>   9


                                                                    EXHIBIT 99.2


                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 30, 2000



                                        WINDSOR INTERNATIONAL CORPORATION



                                        /s/ Francisco A.  Soler
                                        --------------------------------------
                                        By: Francisco A.  Soler
                                        Title: President





                                       77

<PAGE>   10



                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 30, 2000



                                             ATLAS WORLD CARRIERS S.A.



                                             /s/ Francisco A.  Soler
                                             ----------------------------------
                                             By: Francisco A.  Soler
                                             Title: President





                                       78

<PAGE>   11



                                                                    EXHIBIT 99.2


                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 30, 2000



                                        THE WORLD FINANCIAL CORPORATION S.A.



                                        /s/ Francisco A.  Soler
                                        --------------------------------------
                                        By: Francisco A.  Soler
                                        Title: President





                                       79

<PAGE>   12



                                                                    EXHIBIT 99.2


                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 28, 2000






                                                  /s/ Roger B.  Farley
                                                  ----------------------------
                                                  Roger B. Farley, individually






                                       80

<PAGE>   13


                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 29, 2000






                                                  /s/ David R.  Ford
                                                  ----------------------------
                                                  David R. Ford, individually





                                       81

<PAGE>   14



                                                                    EXHIBIT 99.2


                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 28, 2000






                                             /s/ Thomas A.  Scrimo
                                             ---------------------------------
                                             Thomas A. Scrimo, individually






                                       82

<PAGE>   15



                                                                    EXHIBIT 99.2


                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 30, 2000






                                             /s/ J.  Michael Kirk
                                             ----------------------------------
                                             J. Michael Kirk, individually





                                       83

<PAGE>   16



                                                                    EXHIBIT 99.2


                             JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the person named below and each person signing a similar joint
filing agreement agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the shares of Common Stock, par
value $0.01 per share, of U.S. Can Corporation, a Delaware corporation, and
further agrees that this Joint Filing Agreement be included as an exhibit to
such filings provided that, as contemplated by Rule 13d-1(k)(l)(ii), no person
shall be responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate. This Joint Filing
Agreement may be executed in any number of counterparts, all of which together
shall constitute one and the same instrument.


Dated: June 30, 2000






                                        /s/ Gillian V.N. Derbyshire
                                        --------------------------------------
                                        Gillian V.N. Derbyshire, individually





                                       84
<PAGE>   17


                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

                   In accordance with Rule 13d-1(k) under the Securities
Exchange Act of 1934, as amended, the person named below and each person signing
a similar joint filing agreement agrees to the joint filing of a Statement on
Schedule 13D (including amendments thereto) with respect to the shares of Common
Stock, par value $0.01 per share, of U.S. Can Corporation, a Delaware
corporation, and further agrees that this Joint Filing Agreement be included as
an exhibit to such filings provided that, as contemplated by Rule
13d-1(k)(l)(ii), no person shall be responsible for the completeness or accuracy
of the information concerning the other persons making the filing, unless such
person knows or has reason to believe that such information is inaccurate. This
Joint Filing Agreement may be executed in any number of counterparts, all of
which together shall constitute one and the same instrument.


Dated: June 30, 2000






                                                  /s/ Carl Ferenbach
                                                 -------------------------------
                                                  Carl Ferenbach, individually




                                       85
<PAGE>   18



                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

                   In accordance with Rule 13d-1(k) under the Securities
Exchange Act of 1934, as amended, the person named below and each person signing
a similar joint filing agreement agrees to the joint filing of a Statement on
Schedule 13D (including amendments thereto) with respect to the shares of Common
Stock, par value $0.01 per share, of U.S. Can Corporation, a Delaware
corporation, and further agrees that this Joint Filing Agreement be included as
an exhibit to such filings provided that, as contemplated by Rule
13d-1(k)(l)(ii), no person shall be responsible for the completeness or accuracy
of the information concerning the other persons making the filing, unless such
person knows or has reason to believe that such information is inaccurate. This
Joint Filing Agreement may be executed in any number of counterparts, all of
which together shall constitute one and the same instrument.


Dated: June 30, 2000






                                                  /s/ Louis B.  Susman
                                                  ------------------------------
                                                  Louis B.  Susman, individually





                                       86

<PAGE>   19



                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

                   In accordance with Rule 13d-1(k) under the Securities
Exchange Act of 1934, as amended, the person named below and each person signing
a similar joint filing agreement agrees to the joint filing of a Statement on
Schedule 13D (including amendments thereto) with respect to the shares of Common
Stock, par value $0.01 per share, of U.S. Can Corporation, a Delaware
corporation, and further agrees that this Joint Filing Agreement be included as
an exhibit to such filings provided that, as contemplated by Rule
13d-1(k)(l)(ii), no person shall be responsible for the completeness or accuracy
of the information concerning the other persons making the filing, unless such
person knows or has reason to believe that such information is inaccurate. This
Joint Filing Agreement may be executed in any number of counterparts, all of
which together shall constitute one and the same instrument.


Dated: June 29, 2000




                                                  SALOMON SMITH BARNEY INC.



                                                  /s/ Howard Darmstadter
                                                  ------------------------------
                                                  By: Howard Darmstadter,
                                                        Assistant Secretary





                                       87

<PAGE>   20



                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

                   In accordance with Rule 13d-1(k) under the Securities
Exchange Act of 1934, as amended, the person named below and each person signing
a similar joint filing agreement agrees to the joint filing of a Statement on
Schedule 13D (including amendments thereto) with respect to the shares of Common
Stock, par value $0.01 per share, of U.S. Can Corporation, a Delaware
corporation, and further agrees that this Joint Filing Agreement be included as
an exhibit to such filings provided that, as contemplated by Rule
13d-1(k)(l)(ii), no person shall be responsible for the completeness or accuracy
of the information concerning the other persons making the filing, unless such
person knows or has reason to believe that such information is inaccurate. This
Joint Filing Agreement may be executed in any number of counterparts, all of
which together shall constitute one and the same instrument.


Dated: June 29, 2000




                                           SALOMON BROTHERS HOLDING COMPANY
                                           INC.




                                           /s/ Howard Darmstadter
                                           -------------------------------------
                                           By: Howard Darmstadter,
                                                Assistant Secretary




                                       88

<PAGE>   21



                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

                   In accordance with Rule 13d-1(k) under the Securities
Exchange Act of 1934, as amended, the person named below and each person signing
a similar joint filing agreement agrees to the joint filing of a Statement on
Schedule 13D (including amendments thereto) with respect to the shares of Common
Stock, par value $0.01 per share, of U.S. Can Corporation, a Delaware
corporation, and further agrees that this Joint Filing Agreement be included as
an exhibit to such filings provided that, as contemplated by Rule
13d-1(k)(l)(ii), no person shall be responsible for the completeness or accuracy
of the information concerning the other persons making the filing, unless such
person knows or has reason to believe that such information is inaccurate. This
Joint Filing Agreement may be executed in any number of counterparts, all of
which together shall constitute one and the same instrument.


Dated: June 29, 2000




                                              SALOMON SMITH BARNEY HOLDINGS INC.






                                              /s/ Howard Darmstadter
                                              ----------------------------------
                                              By: Howard Darmstadter,
                                                   Assistant Secretary




                                       89

<PAGE>   22



                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

                   In accordance with Rule 13d-1(k) under the Securities
Exchange Act of 1934, as amended, the person named below and each person signing
a similar joint filing agreement agrees to the joint filing of a Statement on
Schedule 13D (including amendments thereto) with respect to the shares of Common
Stock, par value $0.01 per share, of U.S. Can Corporation, a Delaware
corporation, and further agrees that this Joint Filing Agreement be included as
an exhibit to such filings provided that, as contemplated by Rule
13d-1(k)(l)(ii), no person shall be responsible for the completeness or accuracy
of the information concerning the other persons making the filing, unless such
person knows or has reason to believe that such information is inaccurate. This
Joint Filing Agreement may be executed in any number of counterparts, all of
which together shall constitute one and the same instrument.


Dated: June 29, 2000




                                                  CITIGROUP INC.




                                                  /s/ J.B. Wollard
                                                  ------------------------------
                                                  By: Joseph B.  Wollard,
                                                       Assistant Secretary




                                       90

<PAGE>   23



                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

                   In accordance with Rule 13d-1(k) under the Securities
Exchange Act of 1934, as amended, the person named below and each person signing
a similar joint filing agreement agrees to the joint filing of a Statement on
Schedule 13D (including amendments thereto) with respect to the shares of Common
Stock, par value $0.01 per share, of U.S. Can Corporation, a Delaware
corporation, and further agrees that this Joint Filing Agreement be included as
an exhibit to such filings provided that, as contemplated by Rule
13d-1(k)(l)(ii), no person shall be responsible for the completeness or accuracy
of the information concerning the other persons making the filing, unless such
person knows or has reason to believe that such information is inaccurate. This
Joint Filing Agreement may be executed in any number of counterparts, all of
which together shall constitute one and the same instrument.


Dated: June 28, 2000




                                                  LENNOXVILLE INVESTMENTS, INC.




                                                  /s/ Carlos Mejia
                                                  ------------------------------
                                                  By: Carlos Mejia
                                                  Title: President





                                       91

<PAGE>   24


                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

                   In accordance with Rule 13d-1(k) under the Securities
Exchange Act of 1934, as amended, the person named below and each person signing
a similar joint filing agreement agrees to the joint filing of a Statement on
Schedule 13D (including amendments thereto) with respect to the shares of Common
Stock, par value $0.01 per share, of U.S. Can Corporation, a Delaware
corporation, and further agrees that this Joint Filing Agreement be included as
an exhibit to such filings provided that, as contemplated by Rule
13d-1(k)(l)(ii), no person shall be responsible for the completeness or accuracy
of the information concerning the other persons making the filing, unless such
person knows or has reason to believe that such information is inaccurate. This
Joint Filing Agreement may be executed in any number of counterparts, all of
which together shall constitute one and the same instrument.


Dated: June 30, 2000




                                                  EMPIRE INVESTMENTS, S.A.




                                                  /s/ Diego Ribadeneria
                                                  ------------------------------
                                                  By: Diego Ribadeneria
                                                  Title:





                                       92






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