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1122 lines
61 KiB
1122 lines
61 KiB
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2 years ago
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Chairman's Letter - 1991
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BERKSHIRE HATHAWAY INC.
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To the Shareholders of Berkshire Hathaway Inc.:
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Our gain in net worth during 1991 was $2.1 billion, or
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39.6%. Over the last 27 years (that is, since present management
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took over) our per-share book value has grown from $19 to $6,437,
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or at a rate of 23.7% compounded annually.
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The size of our equity capital - which now totals $7.4
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billion - makes it certain that we cannot maintain our past rate
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of gain or, for that matter, come close to doing so. As Berkshire
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grows, the universe of opportunities that can significantly
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influence the company's performance constantly shrinks. When we
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were working with capital of $20 million, an idea or business
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producing $1 million of profit added five percentage points to
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our return for the year. Now we need a $370 million idea (i.e.,
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one contributing over $550 million of pre-tax profit) to achieve
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the same result. And there are many more ways to make $1 million
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than to make $370 million.
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Charlie Munger, Berkshire's Vice Chairman, and I have set a
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goal of attaining a 15% average annual increase in Berkshire's
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intrinsic value. If our growth in book value is to keep up with a
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15% pace, we must earn $22 billion during the next decade. Wish
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us luck - we'll need it.
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Our outsized gain in book value in 1991 resulted from a
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phenomenon not apt to be repeated: a dramatic rise in the price-
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earnings ratios of Coca-Cola and Gillette. These two stocks
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accounted for nearly $1.6 billion of our $2.1 billion growth in
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net worth last year. When we loaded up on Coke three years ago,
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Berkshire's net worth was $3.4 billion; now our Coke stock alone
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is worth more than that.
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Coca-Cola and Gillette are two of the best companies in the
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world and we expect their earnings to grow at hefty rates in the
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years ahead. Over time, also, the value of our holdings in these
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stocks should grow in rough proportion. Last year, however, the
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valuations of these two companies rose far faster than their
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earnings. In effect, we got a double-dip benefit, delivered
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partly by the excellent earnings growth and even more so by the
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market's reappraisal of these stocks. We believe this reappraisal
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was warranted. But it can't recur annually: We'll have to settle
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for a single dip in the future.
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A Second Job
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In 1989 when I - a happy consumer of five cans of Cherry
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Coke daily - announced our purchase of $1 billion worth of Coca-
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Cola stock, I described the move as a rather extreme example of
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putting our money where my mouth was. On August 18 of last year,
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when I was elected Interim Chairman of Salomon Inc, it was a
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different story: I put my mouth where our money was.
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You've all read of the events that led to my appointment. My
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decision to take the job carried with it an implicit but
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important message: Berkshire's operating managers are so
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outstanding that I knew I could materially reduce the time I was
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spending at the company and yet remain confident that its
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economic progress would not skip a beat. The Blumkins, the
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Friedman family, Mike Goldberg, the Heldmans, Chuck Huggins, Stan
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Lipsey, Ralph Schey and Frank Rooney (CEO of H.H. Brown, our
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latest acquisition, which I will describe later) are all masters
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of their operations and need no help from me. My job is merely to
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treat them right and to allocate the capital they generate.
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Neither function is impeded by my work at Salomon.
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The role that Charlie and I play in the success of our
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operating units can be illustrated by a story about George Mira,
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the one-time quarterback of the University of Miami, and his
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coach, Andy Gustafson. Playing Florida and near its goal line,
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Mira dropped back to pass. He spotted an open receiver but found
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his right shoulder in the unshakable grasp of a Florida
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linebacker. The right-handed Mira thereupon switched the ball to
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his other hand and threw the only left-handed pass of his life -
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for a touchdown. As the crowd erupted, Gustafson calmly turned to
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a reporter and declared: "Now that's what I call coaching."
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Given the managerial stars we have at our operating units,
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Berkshire's performance is not affected if Charlie or I slip away
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from time to time. You should note, however, the "interim" in my
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Salomon title. Berkshire is my first love and one that will never
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fade: At the Harvard Business School last year, a student asked
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me when I planned to retire and I replied, "About five to ten
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years after I die."
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Sources of Reported Earnings
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The table below shows the major sources of Berkshire's
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reported earnings. In this presentation, amortization of Goodwill
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and other major purchase-price accounting adjustments are not
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charged against the specific businesses to which they apply, but
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are instead aggregated and shown separately. This procedure lets
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you view the earnings of our businesses as they would have been
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reported had we not purchased them. I've explained in past
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reports why this form of presentation seems to us to be more
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useful to investors and managers than one utilizing generally
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accepted accounting principles (GAAP), which require purchase-
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price adjustments to be made on a business-by-business basis. The
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total net earnings we show in the table are, of course, identical
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to the GAAP total in our audited financial statements.
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A large amount of additional information about these
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businesses is given on pages 33-47, where you also will find
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our segment earnings reported on a GAAP basis. However, we will
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not in this letter discuss each of our non-insurance operations,
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as we have in the past. Our businesses have grown in number - and
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will continue to grow - so it now makes sense to rotate coverage,
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discussing one or two in detail each year.
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(000s omitted)
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----------------------------------------------
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Berkshire's Share
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of Net Earnings
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(after taxes and
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Pre-Tax Earnings minority interests)
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---------------------- ----------------------
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1991 1990 1991 1990
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---------- ---------- ---------- ----------
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Operating Earnings:
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Insurance Group:
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Underwriting ............ $(119,593) $ (26,647) $ (77,229) $ (14,936)
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Net Investment Income ... 331,846 327,047 285,173 282,613
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H. H. Brown (acquired 7/1/91) 13,616 --- 8,611 ---
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Buffalo News .............. 37,113 43,954 21,841 25,981
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Fechheimer ................ 12,947 12,450 6,843 6,605
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Kirby ..................... 35,726 27,445 22,555 17,613
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Nebraska Furniture Mart ... 14,384 17,248 6,993 8,485
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Scott Fetzer
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Manufacturing Group .... 26,123 30,378 15,901 18,458
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See's Candies ............. 42,390 39,580 25,575 23,892
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Wesco - other than Insurance 12,230 12,441 8,777 9,676
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World Book ................ 22,483 31,896 15,487 20,420
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Amortization of Goodwill .. (4,113) (3,476) (4,098) (3,461)
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Other Purchase-Price
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Accounting Charges ..... (6,021) (5,951) (7,019) (6,856)
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Interest Expense* ......... (89,250) (76,374) (57,165) (49,726)
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Shareholder-Designated
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Contributions .......... (6,772) (5,824) (4,388) (3,801)
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Other ..................... 77,399 58,310 47,896 35,782
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---------- ---------- ---------- ----------
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Operating Earnings 400,508 482,477 315,753 370,745
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Sales of Securities 192,478 33,989 124,155 23,348
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Total Earnings - All Entities $ 592,986 $ 516,466 $ 439,908 $ 394,093
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*Excludes interest expense of Scott Fetzer Financial Group and
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Mutual Savings & Loan.
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"Look-Through" Earnings
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We've previously discussed look-through earnings, which
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consist of: (1) the operating earnings reported in the previous
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section, plus; (2) the retained operating earnings of major
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investees that, under GAAP accounting, are not reflected in our
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profits, less; (3) an allowance for the tax that would be paid by
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Berkshire if these retained earnings of investees had instead been
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distributed to us.
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I've told you that over time look-through earnings must
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increase at about 15% annually if our intrinsic business value is
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to grow at that rate. Indeed, since present management took over in
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1965, our look-through earnings have grown at almost the identical
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23% rate of gain recorded for book value.
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Last year, however, our look-through earnings did not grow at
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all but rather declined by 14%. To an extent, the decline was
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precipitated by two forces that I discussed in last year's report
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and that I warned you would have a negative effect on look-through
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earnings.
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First, I told you that our media earnings - both direct and
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look-through - were "sure to decline" and they in fact did. The
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second force came into play on April 1, when the call of our
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Gillette preferred stock required us to convert it into common. The
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after-tax earnings in 1990 from our preferred had been about $45
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million, an amount somewhat higher than the combination in 1991 of
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three months of dividends on our preferred plus nine months of
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look-through earnings on the common.
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Two other outcomes that I did not foresee also hurt look-
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through earnings in 1991. First, we had a break-even result from
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our interest in Wells Fargo (dividends we received from the company
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were offset by negative retained earnings). Last year I said that
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such a result at Wells was "a low-level possibility - not a
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likelihood." Second, we recorded significantly lower - though still
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excellent - insurance profits.
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The following table shows you how we calculate look-through
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earnings, although I warn you that the figures are necessarily very
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rough. (The dividends paid to us by these investees have been
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included in the operating earnings itemized on page 6, mostly
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under "Insurance Group: Net Investment Income.")
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Berkshire's Share
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of Undistributed
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Berkshire's Approximate Operating Earnings
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Berkshire's Major Investees Ownership at Yearend (in millions)
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--------------------------- ----------------------- ------------------
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1991 1990 1991 1990
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------ ------ -------- --------
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Capital Cities/ABC Inc. ........ 18.1% 17.9% $ 61 $ 85
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The Coca-Cola Company .......... 7.0% 7.0% 69 58
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Federal Home Loan Mortgage Corp. 3.4%(1) 3.2%(1) 15 10
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The Gillette Company ........... 11.0% --- 23(2) ---
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GEICO Corp. .................... 48.2% 46.1% 69 76
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The Washington Post Company .... 14.6% 14.6% 10 18
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Wells Fargo & Company .......... 9.6% 9.7% (17) 19(3)
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-------- --------
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Berkshire's share of
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undistributed earnings of major investees $230 $266
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Hypothetical tax on these undistributed investee earnings (30) (35)
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Reported operating earnings of Berkshire 316 371
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-------- --------
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Total look-through earnings of Berkshire $516 $602
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======== ========
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(1) Net of minority interest at Wesco
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(2) For the nine months after Berkshire converted its
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preferred on April 1
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(3) Calculated on average ownership for the year
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* * * * * * * * * * * *
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We also believe that investors can benefit by focusing on
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their own look-through earnings. To calculate these, they should
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determine the underlying earnings attributable to the shares they
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hold in their portfolio and total these. The goal of each investor
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should be to create a portfolio (in effect, a "company") that will
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deliver him or her the highest possible look-through earnings a
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decade or so from now.
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An approach of this kind will force the investor to think
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about long-term business prospects rather than short-term stock
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market prospects, a perspective likely to improve results. It's
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true, of course, that, in the long run, the scoreboard for
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investment decisions is market price. But prices will be determined
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by future earnings. In investing, just as in baseball, to put runs
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on the scoreboard one must watch the playing field, not the
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scoreboard.
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A Change in Media Economics and Some Valuation Math
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In last year's report, I stated my opinion that the decline in
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the profitability of media companies reflected secular as well as
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cyclical factors. The events of 1991 have fortified that case: The
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economic strength of once-mighty media enterprises continues to
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erode as retailing patterns change and advertising and
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entertainment choices proliferate. In the business world,
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unfortunately, the rear-view mirror is always clearer than the
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windshield: A few years back no one linked to the media business -
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neither lenders, owners nor financial analysts - saw the economic
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deterioration that was in store for the industry. (But give me a
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few years and I'll probably convince myself that I did.)
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The fact is that newspaper, television, and magazine
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properties have begun to resemble businesses more than franchises
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in their economic behavior. Let's take a quick look at the
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characteristics separating these two classes of enterprise, keeping
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in mind, however, that many operations fall in some middle ground
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and can best be described as weak franchises or strong businesses.
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An economic franchise arises from a product or service that:
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(1) is needed or desired; (2) is thought by its customers to have
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no close substitute and; (3) is not subject to price regulation.
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The existence of all three conditions will be demonstrated by a
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company's ability to regularly price its product or service
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aggressively and thereby to earn high rates of return on capital.
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Moreover, franchises can tolerate mis-management. Inept managers
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may diminish a franchise's profitability, but they cannot inflict
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mortal damage.
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In contrast, "a business" earns exceptional profits only if it
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is the low-cost operator or if supply of its product or service is
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tight. Tightness in supply usually does not last long. With
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superior management, a company may maintain its status as a low-
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cost operator for a much longer time, but even then unceasingly
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faces the possibility of competitive attack. And a business, unlike
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a franchise, can be killed by poor management.
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Until recently, media properties possessed the three
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characteristics of a franchise and consequently could both price
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aggressively and be managed loosely. Now, however, consumers
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looking for information and entertainment (their primary interest
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being the latter) enjoy greatly broadened choices as to where to
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find them. Unfortunately, demand can't expand in response to this
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new supply: 500 million American eyeballs and a 24-hour day are all
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that's available. The result is that competition has intensified,
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markets have fragmented, and the media industry has lost some -
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though far from all - of its franchise strength.
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* * * * * * * * * * * *
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The industry's weakened franchise has an impact on its value
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that goes far beyond the immediate effect on earnings. For an
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understanding of this phenomenon, let's look at some much over-
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simplified, but relevant, math.
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A few years ago the conventional wisdom held that a newspaper,
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television or magazine property would forever increase its earnings
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at 6% or so annually and would do so without the employment of
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additional capital, for the reason that depreciation charges would
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roughly match capital expenditures and working capital requirements
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would be minor. Therefore, reported earnings (before amortization
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of intangibles) were also freely-distributable earnings, which
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meant that ownership of a media property could be construed as akin
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to owning a perpetual annuity set to grow at 6% a year. Say, next,
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that a discount rate of 10% was used to determine the present value
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of that earnings stream. One could then calculate that it was
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appropriate to pay a whopping $25 million for a property with
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current after-tax earnings of $1 million. (This after-tax multiplier
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of 25 translates to a multiplier on pre-tax earnings of about 16.)
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Now change the assumption and posit that the $1 million
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represents "normal earning power" and that earnings will bob around
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this figure cyclically. A "bob-around" pattern is indeed the lot of
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most businesses, whose income stream grows only if their owners are
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willing to commit more capital (usually in the form of retained
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earnings). Under our revised assumption, $1 million of earnings,
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discounted by the same 10%, translates to a $10 million valuation.
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Thus a seemingly modest shift in assumptions reduces the property's
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valuation to 10 times after-tax earnings (or about 6 1/2 times
|
||
|
|
pre-tax earnings).
|
||
|
|
|
||
|
|
Dollars are dollars whether they are derived from the
|
||
|
|
operation of media properties or of steel mills. What in the past
|
||
|
|
caused buyers to value a dollar of earnings from media far higher
|
||
|
|
than a dollar from steel was that the earnings of a media property
|
||
|
|
were expected to constantly grow (without the business requiring
|
||
|
|
much additional capital), whereas steel earnings clearly fell in
|
||
|
|
the bob-around category. Now, however, expectations for media have
|
||
|
|
moved toward the bob-around model. And, as our simplified example
|
||
|
|
illustrates, valuations must change dramatically when expectations
|
||
|
|
are revised.
|
||
|
|
|
||
|
|
We have a significant investment in media - both through our
|
||
|
|
direct ownership of Buffalo News and our shareholdings in The
|
||
|
|
Washington Post Company and Capital Cities/ABC - and the intrinsic
|
||
|
|
value of this investment has declined materially because of the
|
||
|
|
secular transformation that the industry is experiencing. (Cyclical
|
||
|
|
factors have also hurt our current look-through earnings, but these
|
||
|
|
factors do not reduce intrinsic value.) However, as our Business
|
||
|
|
Principles on page 2-3 note, one of the rules by which we run
|
||
|
|
Berkshire is that we do not sell businesses - or investee holdings
|
||
|
|
that we have classified as permanent - simply because we see ways
|
||
|
|
to use the money more advantageously elsewhere. (We did sell
|
||
|
|
certain other media holdings sometime back, but these were
|
||
|
|
relatively small.)
|
||
|
|
|
||
|
|
The intrinsic value losses that we have suffered have been
|
||
|
|
moderated because the Buffalo News, under Stan Lipsey's leadership,
|
||
|
|
has done far better than most newspapers and because both Cap
|
||
|
|
Cities and Washington Post are exceptionally well-managed. In
|
||
|
|
particular, these companies stayed on the sidelines during the late
|
||
|
|
1980's period in which purchasers of media properties regularly
|
||
|
|
paid irrational prices. Also, the debt of both Cap Cities and
|
||
|
|
Washington Post is small and roughly offset by cash that they hold.
|
||
|
|
As a result, the shrinkage in the value of their assets has not
|
||
|
|
been accentuated by the effects of leverage. Among publicly-owned
|
||
|
|
media companies, our two investees are about the only ones
|
||
|
|
essentially free of debt. Most of the other companies, through a
|
||
|
|
combination of the aggressive acquisition policies they pursued and
|
||
|
|
shrinking earnings, find themselves with debt equal to five or more
|
||
|
|
times their current net income.
|
||
|
|
|
||
|
|
The strong balance sheets and strong managements of Cap Cities
|
||
|
|
and Washington Post leave us more comfortable with these
|
||
|
|
investments than we would be with holdings in any other media
|
||
|
|
companies. Moreover, most media properties continue to have far
|
||
|
|
better economic characteristics than those possessed by the average
|
||
|
|
American business. But gone are the days of bullet-proof franchises
|
||
|
|
and cornucopian economics.
|
||
|
|
|
||
|
|
Twenty Years in a Candy Store
|
||
|
|
|
||
|
|
We've just passed a milestone: Twenty years ago, on January 3,
|
||
|
|
1972, Blue Chip Stamps (then an affiliate of Berkshire and later
|
||
|
|
merged into it) bought control of See's Candy Shops, a West Coast
|
||
|
|
manufacturer and retailer of boxed-chocolates. The nominal price
|
||
|
|
that the sellers were asking - calculated on the 100% ownership we
|
||
|
|
ultimately attained - was $40 million. But the company had $10
|
||
|
|
million of excess cash, and therefore the true offering price was
|
||
|
|
$30 million. Charlie and I, not yet fully appreciative of the value
|
||
|
|
of an economic franchise, looked at the company's mere $7 million
|
||
|
|
of tangible net worth and said $25 million was as high as we would
|
||
|
|
go (and we meant it). Fortunately, the sellers accepted our offer.
|
||
|
|
|
||
|
|
The sales of trading stamps by Blue Chip thereafter declined
|
||
|
|
from $102.5 million in 1972 to $1.2 million in 1991. But See's
|
||
|
|
candy sales in the same period increased from $29 million to $196
|
||
|
|
million. Moreover, profits at See's grew even faster than sales,
|
||
|
|
from $4.2 million pre-tax in 1972 to $42.4 million last year.
|
||
|
|
|
||
|
|
For an increase in profits to be evaluated properly, it must
|
||
|
|
be compared with the incremental capital investment required to
|
||
|
|
produce it. On this score, See's has been astounding: The company
|
||
|
|
now operates comfortably with only $25 million of net worth, which
|
||
|
|
means that our beginning base of $7 million has had to be
|
||
|
|
supplemented by only $18 million of reinvested earnings. Meanwhile,
|
||
|
|
See's remaining pre-tax profits of $410 million were distributed to
|
||
|
|
Blue Chip/Berkshire during the 20 years for these companies to
|
||
|
|
deploy (after payment of taxes) in whatever way made most sense.
|
||
|
|
|
||
|
|
In our See's purchase, Charlie and I had one important
|
||
|
|
insight: We saw that the business had untapped pricing power.
|
||
|
|
Otherwise, we were lucky twice over. First, the transaction was not
|
||
|
|
derailed by our dumb insistence on a $25 million price. Second, we
|
||
|
|
found Chuck Huggins, then See's executive vice-president, whom we
|
||
|
|
instantly put in charge. Both our business and personal experiences
|
||
|
|
with Chuck have been outstanding. One example: When the purchase
|
||
|
|
was made, we shook hands with Chuck on a compensation arrangement -
|
||
|
|
conceived in about five minutes and never reduced to a written
|
||
|
|
contract - that remains unchanged to this day.
|
||
|
|
|
||
|
|
In 1991, See's sales volume, measured in dollars, matched that
|
||
|
|
of 1990. In pounds, however, volume was down 4%. All of that
|
||
|
|
slippage took place in the last two months of the year, a period
|
||
|
|
that normally produces more than 80% of annual profits. Despite the
|
||
|
|
weakness in sales, profits last year grew 7%, and our pre-tax
|
||
|
|
profit margin was a record 21.6%.
|
||
|
|
|
||
|
|
Almost 80% of See's sales come from California and our
|
||
|
|
business clearly was hurt by the recession, which hit the state
|
||
|
|
with particular force late in the year. Another negative, however,
|
||
|
|
was the mid-year initiation in California of a sales tax of 7%-8%
|
||
|
|
(depending on the county involved) on "snack food" that was deemed
|
||
|
|
applicable to our candy.
|
||
|
|
|
||
|
|
Shareholders who are students of epistemological shadings will
|
||
|
|
enjoy California's classifications of "snack" and "non-snack"
|
||
|
|
foods:
|
||
|
|
|
||
|
|
Taxable "Snack" Foods Non-Taxable "Non-Snack" Foods
|
||
|
|
--------------------- -----------------------------
|
||
|
|
Ritz Crackers Soda Crackers
|
||
|
|
Popped Popcorn Unpopped Popcorn
|
||
|
|
Granola Bars Granola Cereal
|
||
|
|
Slice of Pie (Wrapped) Whole Pie
|
||
|
|
Milky Way Candy Bar Milky Way Ice Cream Bar
|
||
|
|
|
||
|
|
What - you are sure to ask - is the tax status of a melted
|
||
|
|
Milky Way ice cream bar? In that androgynous form, does it more
|
||
|
|
resemble an ice cream bar or a candy bar that has been left in the
|
||
|
|
sun? It's no wonder that Brad Sherman, Chairman of California's
|
||
|
|
State Board of Equalization, who opposed the snack food bill but
|
||
|
|
must now administer it, has said: "I came to this job as a
|
||
|
|
specialist in tax law. Now I find my constituents should have
|
||
|
|
elected Julia Child."
|
||
|
|
|
||
|
|
Charlie and I have many reasons to be thankful for our
|
||
|
|
association with Chuck and See's. The obvious ones are that we've
|
||
|
|
earned exceptional returns and had a good time in the process.
|
||
|
|
Equally important, ownership of See's has taught us much about the
|
||
|
|
evaluation of franchises. We've made significant money in certain
|
||
|
|
common stocks because of the lessons we learned at See's.
|
||
|
|
|
||
|
|
H. H. Brown
|
||
|
|
|
||
|
|
We made a sizable acquisition in 1991 - the H. H. Brown
|
||
|
|
Company - and behind this business is an interesting history. In
|
||
|
|
1927 a 29-year-old businessman named Ray Heffernan purchased the
|
||
|
|
company, then located in North Brookfield, Massachusetts, for
|
||
|
|
$10,000 and began a 62-year career of running it. (He also found
|
||
|
|
time for other pursuits: At age 90 he was still joining new golf
|
||
|
|
clubs.) By Mr. Heffernan's retirement in early 1990 H. H. Brown had
|
||
|
|
three plants in the United States and one in Canada; employed close
|
||
|
|
to 2,000 people; and earned about $25 million annually before
|
||
|
|
taxes.
|
||
|
|
|
||
|
|
Along the way, Frances Heffernan, one of Ray's daughters,
|
||
|
|
married Frank Rooney, who was sternly advised by Mr. Heffernan
|
||
|
|
before the wedding that he had better forget any ideas he might
|
||
|
|
have about working for his father-in-law. That was one of Mr.
|
||
|
|
Heffernan's few mistakes: Frank went on to become CEO of Melville
|
||
|
|
Shoe (now Melville Corp.). During his 23 years as boss, from 1964
|
||
|
|
through 1986, Melville's earnings averaged more than 20% on equity
|
||
|
|
and its stock (adjusted for splits) rose from $16 to $960. And a
|
||
|
|
few years after Frank retired, Mr. Heffernan, who had fallen ill,
|
||
|
|
asked him to run Brown.
|
||
|
|
|
||
|
|
After Mr. Heffernan died late in 1990, his family decided to
|
||
|
|
sell the company - and here we got lucky. I had known Frank for a
|
||
|
|
few years but not well enough for him to think of Berkshire as a
|
||
|
|
possible buyer. He instead gave the assignment of selling Brown to
|
||
|
|
a major investment banker, which failed also to think of us. But
|
||
|
|
last spring Frank was playing golf in Florida with John Loomis, a
|
||
|
|
long-time friend of mine as well as a Berkshire shareholder, who is
|
||
|
|
always on the alert for something that might fit us. Hearing about
|
||
|
|
the impending sale of Brown, John told Frank that the company
|
||
|
|
should be right up Berkshire's alley, and Frank promptly gave me a
|
||
|
|
call. I thought right away that we would make a deal and before
|
||
|
|
long it was done.
|
||
|
|
|
||
|
|
Much of my enthusiasm for this purchase came from Frank's
|
||
|
|
willingness to continue as CEO. Like most of our managers, he has
|
||
|
|
no financial need to work but does so because he loves the game and
|
||
|
|
likes to excel. Managers of this stripe cannot be "hired" in the
|
||
|
|
normal sense of the word. What we must do is provide a concert hall
|
||
|
|
in which business artists of this class will wish to perform.
|
||
|
|
|
||
|
|
Brown (which, by the way, has no connection to Brown Shoe of
|
||
|
|
St. Louis) is the leading North American manufacturer of work shoes
|
||
|
|
and boots, and it has a history of earning unusually fine margins
|
||
|
|
on sales and assets. Shoes are a tough business - of the billion
|
||
|
|
pairs purchased in the United States each year, about 85% are
|
||
|
|
imported - and most manufacturers in the industry do poorly. The
|
||
|
|
wide range of styles and sizes that producers offer causes
|
||
|
|
inventories to be heavy; substantial capital is also tied up in
|
||
|
|
receivables. In this kind of environment, only outstanding managers
|
||
|
|
like Frank and the group developed by Mr. Heffernan can prosper.
|
||
|
|
|
||
|
|
A distinguishing characteristic of H. H. Brown is one of the
|
||
|
|
most unusual compensation systems I've encountered - but one that
|
||
|
|
warms my heart: A number of key managers are paid an annual salary
|
||
|
|
of $7,800, to which is added a designated percentage of the profits
|
||
|
|
of the company after these are reduced by a charge for capital
|
||
|
|
employed. These managers therefore truly stand in the shoes of
|
||
|
|
owners. In contrast, most managers talk the talk but don't walk the
|
||
|
|
walk, choosing instead to employ compensation systems that are long
|
||
|
|
on carrots but short on sticks (and that almost invariably treat
|
||
|
|
equity capital as if it were cost-free). The arrangement at Brown,
|
||
|
|
in any case, has served both the company and its managers
|
||
|
|
exceptionally well, which should be no surprise: Managers eager to
|
||
|
|
bet heavily on their abilities usually have plenty of ability to
|
||
|
|
bet on.
|
||
|
|
|
||
|
|
* * * * * * * * * * * *
|
||
|
|
|
||
|
|
It's discouraging to note that though we have on four
|
||
|
|
occasions made major purchases of companies whose sellers were
|
||
|
|
represented by prominent investment banks, we were in only one of
|
||
|
|
these instances contacted by the investment bank. In the other
|
||
|
|
three cases, I myself or a friend initiated the transaction at some
|
||
|
|
point after the investment bank had solicited its own list of
|
||
|
|
prospects. We would love to see an intermediary earn its fee by
|
||
|
|
thinking of us - and therefore repeat here what we're looking for:
|
||
|
|
|
||
|
|
(1) Large purchases (at least $10 million of after-tax
|
||
|
|
earnings),
|
||
|
|
(2) Demonstrated consistent earning power (future projections
|
||
|
|
are of little interest to us, nor are "turnaround"
|
||
|
|
situations),
|
||
|
|
(3) Businesses earning good returns on equity while employing
|
||
|
|
little or no debt,
|
||
|
|
(4) Management in place (we can't supply it),
|
||
|
|
(5) Simple businesses (if there's lots of technology, we
|
||
|
|
won't understand it),
|
||
|
|
(6) An offering price (we don't want to waste our time or
|
||
|
|
that of the seller by talking, even preliminarily,
|
||
|
|
about a transaction when price is unknown).
|
||
|
|
|
||
|
|
We will not engage in unfriendly takeovers. We can promise
|
||
|
|
complete confidentiality and a very fast answer - customarily
|
||
|
|
within five minutes - as to whether we're interested. (With Brown,
|
||
|
|
we didn't even need to take five.) We prefer to buy for cash, but
|
||
|
|
will consider issuing stock when we receive as much in intrinsic
|
||
|
|
business value as we give.
|
||
|
|
|
||
|
|
Our favorite form of purchase is one fitting the pattern
|
||
|
|
through which we acquired Nebraska Furniture Mart, Fechheimer's and
|
||
|
|
Borsheim's. In cases like these, the company's owner-managers wish
|
||
|
|
to generate significant amounts of cash, sometimes for themselves,
|
||
|
|
but often for their families or inactive shareholders. At the same
|
||
|
|
time, these managers wish to remain significant owners who continue
|
||
|
|
to run their companies just as they have in the past. We think we
|
||
|
|
offer a particularly good fit for owners with such objectives and
|
||
|
|
we invite potential sellers to check us out by contacting people
|
||
|
|
with whom we have done business in the past.
|
||
|
|
|
||
|
|
Charlie and I frequently get approached about acquisitions
|
||
|
|
that don't come close to meeting our tests: We've found that if
|
||
|
|
you advertise an interest in buying collies, a lot of people will
|
||
|
|
call hoping to sell you their cocker spaniels. A line from a
|
||
|
|
country song expresses our feeling about new ventures, turnarounds,
|
||
|
|
or auction-like sales: "When the phone don't ring, you'll know it's
|
||
|
|
me."
|
||
|
|
|
||
|
|
Besides being interested in the purchase of businesses as
|
||
|
|
described above, we are also interested in the negotiated purchase
|
||
|
|
of large, but not controlling, blocks of stock comparable to those
|
||
|
|
we hold in Capital Cities, Salomon, Gillette, USAir, Champion, and
|
||
|
|
American Express. We are not interested, however, in receiving
|
||
|
|
suggestions about purchases we might make in the general stock
|
||
|
|
market.
|
||
|
|
|
||
|
|
Insurance Operations
|
||
|
|
|
||
|
|
Shown below is an updated version of our usual table
|
||
|
|
presenting key figures for the property-casualty insurance
|
||
|
|
industry:
|
||
|
|
|
||
|
|
Yearly Change Combined Ratio Yearly Change Inflation Rate
|
||
|
|
in Premiums After Policyholder in Incurred Measured by
|
||
|
|
Written (%) Dividends Losses (%) GDP Deflator (%)
|
||
|
|
------------- ------------------ ------------- ----------------
|
||
|
|
1981 ..... 3.8 106.0 6.5 10.0
|
||
|
|
1982 ..... 3.7 109.6 8.4 6.2
|
||
|
|
1983 ..... 5.0 112.0 6.8 4.0
|
||
|
|
1984 ..... 8.5 118.0 16.9 4.5
|
||
|
|
1985 ..... 22.1 116.3 16.1 3.7
|
||
|
|
1986 ..... 22.2 108.0 13.5 2.7
|
||
|
|
1987 ..... 9.4 104.6 7.8 3.1
|
||
|
|
1988 ..... 4.4 105.4 5.5 3.9
|
||
|
|
1989 ..... 3.2 109.2 7.7 4.4
|
||
|
|
1990 (Revised) 4.4 109.6 4.8 4.1
|
||
|
|
1991 (Est.) 3.1 109.1 2.9 3.7
|
||
|
|
|
||
|
|
The combined ratio represents total insurance costs (losses
|
||
|
|
incurred plus expenses) compared to revenue from premiums: A
|
||
|
|
ratio below 100 indicates an underwriting profit, and one above
|
||
|
|
100 indicates a loss. The higher the ratio, the worse the year.
|
||
|
|
When the investment income that an insurer earns from holding
|
||
|
|
policyholders' funds ("the float") is taken into account, a
|
||
|
|
combined ratio in the 107 - 111 range typically produces an
|
||
|
|
overall break-even result, exclusive of earnings on the funds
|
||
|
|
provided by shareholders.
|
||
|
|
|
||
|
|
For the reasons laid out in previous reports, we expect the
|
||
|
|
industry's incurred losses to grow at close to 10% annually, even
|
||
|
|
in periods when general inflation runs considerably lower. (Over
|
||
|
|
the last 25 years, incurred losses have in reality grown at a
|
||
|
|
still faster rate, 11%.) If premium growth meanwhile materially
|
||
|
|
lags that 10% rate, underwriting losses will mount.
|
||
|
|
|
||
|
|
However, the industry's tendency to under-reserve when
|
||
|
|
business turns bad may obscure the picture for a time - and that
|
||
|
|
could well describe the situation last year. Though premiums did
|
||
|
|
not come close to growing 10%, the combined ratio failed to
|
||
|
|
deteriorate as I had expected but instead slightly improved.
|
||
|
|
Loss-reserve data for the industry indicate that there is reason
|
||
|
|
to be skeptical of that outcome, and it may turn out that 1991's
|
||
|
|
ratio should have been worse than was reported. In the long run,
|
||
|
|
of course, trouble awaits managements that paper over operating
|
||
|
|
problems with accounting maneuvers. Eventually, managements of
|
||
|
|
this kind achieve the same result as the seriously-ill patient
|
||
|
|
who tells his doctor: "I can't afford the operation, but would
|
||
|
|
you accept a small payment to touch up the x-rays?"
|
||
|
|
|
||
|
|
Berkshire's insurance business has changed in ways that make
|
||
|
|
combined ratios, our own or the industry's, largely irrelevant
|
||
|
|
to our performance. What counts with us is the "cost of funds
|
||
|
|
developed from insurance," or in the vernacular, "the cost of
|
||
|
|
float."
|
||
|
|
|
||
|
|
Float - which we generate in exceptional amounts - is the
|
||
|
|
total of loss reserves, loss adjustment expense reserves and
|
||
|
|
unearned premium reserves minus agents balances, prepaid
|
||
|
|
acquisition costs and deferred charges applicable to assumed
|
||
|
|
reinsurance. And the cost of float is measured by our
|
||
|
|
underwriting loss.
|
||
|
|
|
||
|
|
The table below shows our cost of float since we entered the
|
||
|
|
business in 1967.
|
||
|
|
|
||
|
|
(1) (2) Yearend Yield
|
||
|
|
Underwriting Approximate on Long-Term
|
||
|
|
Loss Average Float Cost of Funds Govt. Bonds
|
||
|
|
------------ ------------- --------------- -------------
|
||
|
|
(In $ Millions) (Ratio of 1 to 2)
|
||
|
|
|
||
|
|
1967 ........ profit $17.3 less than zero 5.50%
|
||
|
|
1968 ........ profit 19.9 less than zero 5.90%
|
||
|
|
1969 ........ profit 23.4 less than zero 6.79%
|
||
|
|
1970 ........ $0.37 32.4 1.14% 6.25%
|
||
|
|
1971 ........ profit 52.5 less than zero 5.81%
|
||
|
|
1972 ........ profit 69.5 less than zero 5.82%
|
||
|
|
1973 ........ profit 73.3 less than zero 7.27%
|
||
|
|
1974 ........ 7.36 79.1 9.30% 8.13%
|
||
|
|
1975 ........ 11.35 87.6 12.96% 8.03%
|
||
|
|
1976 ........ profit 102.6 less than zero 7.30%
|
||
|
|
1977 ........ profit 139.0 less than zero 7.97%
|
||
|
|
1978 ........ profit 190.4 less than zero 8.93%
|
||
|
|
1979 ........ profit 227.3 less than zero 10.08%
|
||
|
|
1980 ........ profit 237.0 less than zero 11.94%
|
||
|
|
1981 ........ profit 228.4 less than zero 13.61%
|
||
|
|
1982 ........ 21.56 220.6 9.77% 10.64%
|
||
|
|
1983 ........ 33.87 231.3 14.64% 11.84%
|
||
|
|
1984 ........ 48.06 253.2 18.98% 11.58%
|
||
|
|
1985 ........ 44.23 390.2 11.34% 9.34%
|
||
|
|
1986 ........ 55.84 797.5 7.00% 7.60%
|
||
|
|
1987 ........ 55.43 1,266.7 4.38% 8.95%
|
||
|
|
1988 ........ 11.08 1,497.7 0.74% 9.00%
|
||
|
|
1989 ........ 24.40 1,541.3 1.58% 7.97%
|
||
|
|
1990 ........ 26.65 1,637.3 1.63% 8.24%
|
||
|
|
1991 ........ 119.6 1,895.0 6.31% 7.40%
|
||
|
|
|
||
|
|
As you can see, our cost of funds in 1991 was well below the
|
||
|
|
U. S. Government's cost on newly-issued long-term bonds. We have in
|
||
|
|
fact beat the government's rate in 20 of the 25 years we have been
|
||
|
|
in the insurance business, often by a wide margin. We have over
|
||
|
|
that time also substantially increased the amount of funds we hold,
|
||
|
|
which counts as a favorable development but only because the cost
|
||
|
|
of funds has been satisfactory. Our float should continue to grow;
|
||
|
|
the challenge will be to garner these funds at a reasonable cost.
|
||
|
|
|
||
|
|
Berkshire continues to be a very large writer - perhaps the
|
||
|
|
largest in the world - of "super-cat" insurance, which is coverage
|
||
|
|
that other insurance companies buy to protect themselves against
|
||
|
|
major catastrophic losses. Profits in this business are enormously
|
||
|
|
volatile. As I mentioned last year, $100 million in super-cat
|
||
|
|
premiums, which is roughly our annual expectation, could deliver us
|
||
|
|
anything from a $100 million profit (in a year with no big
|
||
|
|
catastrophe) to a $200 million loss (in a year in which a couple of
|
||
|
|
major hurricanes and/or earthquakes come along).
|
||
|
|
|
||
|
|
We price this business expecting to pay out, over the long
|
||
|
|
term, about 90% of the premiums we receive. In any given year,
|
||
|
|
however, we are likely to appear either enormously profitable or
|
||
|
|
enormously unprofitable. That is true in part because GAAP
|
||
|
|
accounting does not allow us to set up reserves in the catastrophe-
|
||
|
|
free years for losses that are certain to be experienced in other
|
||
|
|
years. In effect, a one-year accounting cycle is ill-suited to the
|
||
|
|
nature of this business - and that is a reality you should be aware
|
||
|
|
of when you assess our annual results.
|
||
|
|
|
||
|
|
Last year there appears to have been, by our definition, one
|
||
|
|
super-cat, but it will trigger payments from only about 25% of our
|
||
|
|
policies. Therefore, we currently estimate the 1991 underwriting
|
||
|
|
profit from our catastrophe business to have been about $11
|
||
|
|
million. (You may be surprised to learn the identity of the biggest
|
||
|
|
catastrophe in 1991: It was neither the Oakland fire nor Hurricane
|
||
|
|
Bob, but rather a September typhoon in Japan that caused the
|
||
|
|
industry an insured loss now estimated at about $4-$5 billion. At
|
||
|
|
the higher figure, the loss from the typhoon would surpass that
|
||
|
|
from Hurricane Hugo, the previous record-holder.)
|
||
|
|
|
||
|
|
Insurers will always need huge amounts of reinsurance
|
||
|
|
protection for marine and aviation disasters as well as for natural
|
||
|
|
catastrophes. In the 1980's much of this reinsurance was supplied
|
||
|
|
by "innocents" - that is, by insurers that did not understand the
|
||
|
|
risks of the business - but they have now been financially burned
|
||
|
|
beyond recognition. (Berkshire itself was an innocent all too often
|
||
|
|
when I was personally running the insurance operation.) Insurers,
|
||
|
|
though, like investors, eventually repeat their mistakes. At some
|
||
|
|
point - probably after a few catastrophe-scarce years - innocents
|
||
|
|
will reappear and prices for super-cat policies will plunge to
|
||
|
|
silly levels.
|
||
|
|
|
||
|
|
As long as apparently-adequate rates prevail, however, we will
|
||
|
|
be a major participant in super-cat coverages. In marketing this
|
||
|
|
product, we enjoy a significant competitive advantage because of
|
||
|
|
our premier financial strength. Thinking insurers know that when
|
||
|
|
"the big one" comes, many reinsurers who found it easy to write
|
||
|
|
policies will find it difficult to write checks. (Some reinsurers
|
||
|
|
can say what Jackie Mason does: "I'm fixed for life - as long as I
|
||
|
|
don't buy anything.") Berkshire's ability to fulfill all its
|
||
|
|
commitments under conditions of even extreme adversity is
|
||
|
|
unquestioned.
|
||
|
|
|
||
|
|
Overall, insurance offers Berkshire its greatest
|
||
|
|
opportunities. Mike Goldberg has accomplished wonders with this
|
||
|
|
operation since he took charge and it has become a very valuable
|
||
|
|
asset, albeit one that can't be appraised with any precision.
|
||
|
|
|
||
|
|
Marketable Common Stocks
|
||
|
|
|
||
|
|
On the next page we list our common stock holdings having a
|
||
|
|
value of over $100 million. A small portion of these investments
|
||
|
|
belongs to subsidiaries of which Berkshire owns less than 100%.
|
||
|
|
|
||
|
|
12/31/91
|
||
|
|
Shares Company Cost Market
|
||
|
|
------ ------- ---------- ----------
|
||
|
|
(000s omitted)
|
||
|
|
3,000,000 Capital Cities/ABC, Inc. ............ $ 517,500 $1,300,500
|
||
|
|
46,700,000 The Coca-Cola Company. .............. 1,023,920 3,747,675
|
||
|
|
2,495,200 Federal Home Loan Mortgage Corp. .... 77,245 343,090
|
||
|
|
6,850,000 GEICO Corp. ......................... 45,713 1,363,150
|
||
|
|
24,000,000 The Gillette Company ................ 600,000 1,347,000
|
||
|
|
31,247,000 Guinness PLC ........................ 264,782 296,755
|
||
|
|
1,727,765 The Washington Post Company ......... 9,731 336,050
|
||
|
|
5,000,000 Wells Fargo & Company 289,431 290,000
|
||
|
|
|
||
|
|
As usual the list reflects our Rip Van Winkle approach to
|
||
|
|
investing. Guinness is a new position. But we held the other seven
|
||
|
|
stocks a year ago (making allowance for the conversion of our
|
||
|
|
Gillette position from preferred to common) and in six of those we
|
||
|
|
hold an unchanged number of shares. The exception is Federal Home
|
||
|
|
Loan Mortgage ("Freddie Mac"), in which our shareholdings increased
|
||
|
|
slightly. Our stay-put behavior reflects our view that the stock
|
||
|
|
market serves as a relocation center at which money is moved from
|
||
|
|
the active to the patient. (With tongue only partly in check, I
|
||
|
|
suggest that recent events indicate that the much-maligned "idle
|
||
|
|
rich" have received a bad rap: They have maintained or increased
|
||
|
|
their wealth while many of the "energetic rich" - aggressive real
|
||
|
|
estate operators, corporate acquirers, oil drillers, etc. - have
|
||
|
|
seen their fortunes disappear.)
|
||
|
|
|
||
|
|
Our Guinness holding represents Berkshire's first significant
|
||
|
|
investment in a company domiciled outside the United States.
|
||
|
|
Guinness, however, earns its money in much the same fashion as
|
||
|
|
Coca-Cola and Gillette, U.S.-based companies that garner most of
|
||
|
|
their profits from international operations. Indeed, in the sense
|
||
|
|
of where they earn their profits - continent-by-continent - Coca-
|
||
|
|
Cola and Guinness display strong similarities. (But you'll never
|
||
|
|
get their drinks confused - and your Chairman remains unmovably in
|
||
|
|
the Cherry Coke camp.)
|
||
|
|
|
||
|
|
We continually search for large businesses with
|
||
|
|
understandable, enduring and mouth-watering economics that are run
|
||
|
|
by able and shareholder-oriented managements. This focus doesn't
|
||
|
|
guarantee results: We both have to buy at a sensible price and get
|
||
|
|
business performance from our companies that validates our
|
||
|
|
assessment. But this investment approach - searching for the
|
||
|
|
superstars - offers us our only chance for real success. Charlie
|
||
|
|
and I are simply not smart enough, considering the large sums we
|
||
|
|
work with, to get great results by adroitly buying and selling
|
||
|
|
portions of far-from-great businesses. Nor do we think many others
|
||
|
|
can achieve long-term investment success by flitting from flower to
|
||
|
|
flower. Indeed, we believe that according the name "investors" to
|
||
|
|
institutions that trade actively is like calling someone who
|
||
|
|
repeatedly engages in one-night stands a romantic.
|
||
|
|
|
||
|
|
If my universe of business possibilities was limited, say, to
|
||
|
|
private companies in Omaha, I would, first, try to assess the long-
|
||
|
|
term economic characteristics of each business; second, assess the
|
||
|
|
quality of the people in charge of running it; and, third, try to
|
||
|
|
buy into a few of the best operations at a sensible price. I
|
||
|
|
certainly would not wish to own an equal part of every business in
|
||
|
|
town. Why, then, should Berkshire take a different tack when
|
||
|
|
dealing with the larger universe of public companies? And since
|
||
|
|
finding great businesses and outstanding managers is so difficult,
|
||
|
|
why should we discard proven products? (I was tempted to say "the
|
||
|
|
real thing.") Our motto is: "If at first you do succeed, quit
|
||
|
|
trying."
|
||
|
|
|
||
|
|
John Maynard Keynes, whose brilliance as a practicing investor
|
||
|
|
matched his brilliance in thought, wrote a letter to a business
|
||
|
|
associate, F. C. Scott, on August 15, 1934 that says it all: "As
|
||
|
|
time goes on, I get more and more convinced that the right method
|
||
|
|
in investment is to put fairly large sums into enterprises which
|
||
|
|
one thinks one knows something about and in the management of which
|
||
|
|
one thoroughly believes. It is a mistake to think that one limits
|
||
|
|
one's risk by spreading too much between enterprises about which
|
||
|
|
one knows little and has no reason for special confidence. . . .
|
||
|
|
One's knowledge and experience are definitely limited and there are
|
||
|
|
seldom more than two or three enterprises at any given time in
|
||
|
|
which I personally feel myself entitled to put full confidence."
|
||
|
|
|
||
|
|
Mistake Du Jour
|
||
|
|
|
||
|
|
In the 1989 annual report I wrote about "Mistakes of the First
|
||
|
|
25 Years" and promised you an update in 2015. My experiences in the
|
||
|
|
first few years of this second "semester" indicate that my backlog
|
||
|
|
of matters to be discussed will become unmanageable if I stick to
|
||
|
|
my original plan. Therefore, I will occasionally unburden myself in
|
||
|
|
these pages in the hope that public confession may deter further
|
||
|
|
bumblings. (Post-mortems prove useful for hospitals and football
|
||
|
|
teams; why not for businesses and investors?)
|
||
|
|
|
||
|
|
Typically, our most egregious mistakes fall in the omission,
|
||
|
|
rather than the commission, category. That may spare Charlie and me
|
||
|
|
some embarrassment, since you don't see these errors; but their
|
||
|
|
invisibility does not reduce their cost. In this mea culpa, I am
|
||
|
|
not talking about missing out on some company that depends upon an
|
||
|
|
esoteric invention (such as Xerox), high-technology (Apple), or
|
||
|
|
even brilliant merchandising (Wal-Mart). We will never develop the
|
||
|
|
competence to spot such businesses early. Instead I refer to
|
||
|
|
business situations that Charlie and I can understand and that seem
|
||
|
|
clearly attractive - but in which we nevertheless end up sucking
|
||
|
|
our thumbs rather than buying.
|
||
|
|
|
||
|
|
Every writer knows it helps to use striking examples, but I
|
||
|
|
wish the one I now present wasn't quite so dramatic: In early 1988,
|
||
|
|
we decided to buy 30 million shares (adjusted for a subsequent
|
||
|
|
split) of Federal National Mortgage Association (Fannie Mae), which
|
||
|
|
would have been a $350-$400 million investment. We had owned the
|
||
|
|
stock some years earlier and understood the company's business.
|
||
|
|
Furthermore, it was clear to us that David Maxwell, Fannie Mae's
|
||
|
|
CEO, had dealt superbly with some problems that he had inherited
|
||
|
|
and had established the company as a financial powerhouse - with
|
||
|
|
the best yet to come. I visited David in Washington and confirmed
|
||
|
|
that he would not be uncomfortable if we were to take a large
|
||
|
|
position.
|
||
|
|
|
||
|
|
After we bought about 7 million shares, the price began to
|
||
|
|
climb. In frustration, I stopped buying (a mistake that,
|
||
|
|
thankfully, I did not repeat when Coca-Cola stock rose similarly
|
||
|
|
during our purchase program). In an even sillier move, I
|
||
|
|
surrendered to my distaste for holding small positions and sold the
|
||
|
|
7 million shares we owned.
|
||
|
|
|
||
|
|
I wish I could give you a halfway rational explanation for my
|
||
|
|
amateurish behavior vis-a-vis Fannie Mae. But there isn't one.
|
||
|
|
What I can give you is an estimate as of yearend 1991 of the
|
||
|
|
approximate gain that Berkshire didn't make because of your
|
||
|
|
Chairman's mistake: about $1.4 billion.
|
||
|
|
|
||
|
|
Fixed-Income Securities
|
||
|
|
|
||
|
|
We made several significant changes in our fixed-income
|
||
|
|
portfolio during 1991. As I noted earlier, our Gillette preferred
|
||
|
|
was called for redemption, which forced us to convert to common
|
||
|
|
stock; we eliminated our holdings of an RJR Nabisco issue that was
|
||
|
|
subject to an exchange offer and subsequent call; and we purchased
|
||
|
|
fixed-income securities of American Express and First Empire State
|
||
|
|
Corp., a Buffalo-based bank holding company. We also added to a
|
||
|
|
small position in ACF Industries that we had established in late
|
||
|
|
1990. Our largest holdings at yearend were:
|
||
|
|
|
||
|
|
(000s omitted)
|
||
|
|
---------------------------------------
|
||
|
|
Cost of Preferreds and
|
||
|
|
Issuer Amortized Value of Bonds Market
|
||
|
|
------ ------------------------ ------------
|
||
|
|
ACF Industries ................ $ 93,918(2) $118,683
|
||
|
|
American Express .............. 300,000 263,265(1)(2)
|
||
|
|
Champion International ........ 300,000(2) 300,000(1)
|
||
|
|
First Empire State 40,000 50,000(1)(2)
|
||
|
|
RJR Nabisco 222,148(2) 285,683
|
||
|
|
Salomon 700,000(2) 714,000(1)
|
||
|
|
USAir 358,000(2) 232,700(1)
|
||
|
|
Washington Public Power Systems 158,553(2) 203,071
|
||
|
|
|
||
|
|
(1) Fair value as determined by Charlie and me
|
||
|
|
(2) Carrying value in our financial statements
|
||
|
|
|
||
|
|
Our $40 million of First Empire State preferred carries a 9%
|
||
|
|
coupon, is non-callable until 1996 and is convertible at $78.91 per
|
||
|
|
share. Normally I would think a purchase of this size too small for
|
||
|
|
Berkshire, but I have enormous respect for Bob Wilmers, CEO of
|
||
|
|
First Empire, and like being his partner on any scale.
|
||
|
|
|
||
|
|
Our American Express preferred is not a normal fixed-income
|
||
|
|
security. Rather it is a "Perc," which carries a fixed dividend of
|
||
|
|
8.85% on our $300 million cost. Absent one exception mentioned
|
||
|
|
later, our preferred must be converted three years after issuance,
|
||
|
|
into a maximum of 12,244,898 shares. If necessary, a downward
|
||
|
|
adjustment in the conversion ratio will be made in order to limit
|
||
|
|
to $414 million the total value of the common we receive. Though
|
||
|
|
there is thus a ceiling on the value of the common stock that we
|
||
|
|
will receive upon conversion, there is no floor. The terms of the
|
||
|
|
preferred, however, include a provision allowing us to extend the
|
||
|
|
conversion date by one year if the common stock is below $24.50 on
|
||
|
|
the third anniversary of our purchase.
|
||
|
|
|
||
|
|
Overall, our fixed-income investments have treated us well,
|
||
|
|
both over the long term and recently. We have realized large
|
||
|
|
capital gains from these holdings, including about $152 million in
|
||
|
|
1991. Additionally, our after-tax yields have considerably exceeded
|
||
|
|
those earned by most fixed-income portfolios.
|
||
|
|
|
||
|
|
Nevertheless, we have had some surprises, none greater than
|
||
|
|
the need for me to involve myself personally and intensely in the
|
||
|
|
Salomon situation. As I write this letter, I am also writing a
|
||
|
|
letter for inclusion in Salomon's annual report and I refer you to
|
||
|
|
that report for an update on the company. (Write to: Corporate
|
||
|
|
Secretary, Salomon Inc, Seven World Trade Center, New York, NY
|
||
|
|
10048) Despite the company's travails, Charlie and I believe our
|
||
|
|
Salomon preferred stock increased slightly in value during 1991.
|
||
|
|
Lower interest rates and a higher price for Salomon's common
|
||
|
|
produced this result.
|
||
|
|
|
||
|
|
Last year I told you that our USAir investment "should work
|
||
|
|
out all right unless the industry is decimated during the next few
|
||
|
|
years." Unfortunately 1991 was a decimating period for the
|
||
|
|
industry, as Midway, Pan Am and America West all entered
|
||
|
|
bankruptcy. (Stretch the period to 14 months and you can add
|
||
|
|
Continental and TWA.)
|
||
|
|
|
||
|
|
The low valuation that we have given USAir in our table
|
||
|
|
reflects the risk that the industry will remain unprofitable for
|
||
|
|
virtually all participants in it, a risk that is far from
|
||
|
|
negligible. The risk is heightened by the fact that the courts have
|
||
|
|
been encouraging bankrupt carriers to continue operating. These
|
||
|
|
carriers can temporarily charge fares that are below the industry's
|
||
|
|
costs because the bankrupts don't incur the capital costs faced by
|
||
|
|
their solvent brethren and because they can fund their losses - and
|
||
|
|
thereby stave off shutdown - by selling off assets. This burn-the-
|
||
|
|
furniture-to-provide-firewood approach to fare-setting by bankrupt
|
||
|
|
carriers contributes to the toppling of previously-marginal
|
||
|
|
carriers, creating a domino effect that is perfectly designed to
|
||
|
|
bring the industry to its knees.
|
||
|
|
|
||
|
|
Seth Schofield, who became CEO of USAir in 1991, is making
|
||
|
|
major adjustments in the airline's operations in order to improve
|
||
|
|
its chances of being one of the few industry survivors. There is no
|
||
|
|
tougher job in corporate America than running an airline: Despite
|
||
|
|
the huge amounts of equity capital that have been injected into it,
|
||
|
|
the industry, in aggregate, has posted a net loss since its birth
|
||
|
|
after Kitty Hawk. Airline managers need brains, guts, and
|
||
|
|
experience - and Seth possesses all three of these attributes.
|
||
|
|
|
||
|
|
Miscellaneous
|
||
|
|
|
||
|
|
About 97.7% of all eligible shares participated in Berkshire's
|
||
|
|
1991 shareholder-designated contributions program. Contributions
|
||
|
|
made through the program were $6.8 million, and 2,630 charities
|
||
|
|
were recipients.
|
||
|
|
|
||
|
|
We suggest that new shareholders read the description of our
|
||
|
|
shareholder-designated contributions program that appears on pages
|
||
|
|
48-49. To participate in future programs, you must make sure your
|
||
|
|
shares are registered in the name of the actual owner, not in the
|
||
|
|
nominee name of a broker, bank or depository. Shares not so
|
||
|
|
registered on August 31, 1992 will be ineligible for the 1992
|
||
|
|
program.
|
||
|
|
|
||
|
|
In addition to the shareholder-designated contributions that
|
||
|
|
Berkshire distributes, managers of our operating businesses make
|
||
|
|
contributions, including merchandise, averaging about $1.5 million
|
||
|
|
annually. These contributions support local charities, such as The
|
||
|
|
United Way, and produce roughly commensurate benefits for our
|
||
|
|
businesses.
|
||
|
|
|
||
|
|
However, neither our operating managers nor officers of the
|
||
|
|
parent company use Berkshire funds to make contributions to broad
|
||
|
|
national programs or charitable activities of special personal
|
||
|
|
interest to them, except to the extent they do so as shareholders.
|
||
|
|
If your employees, including your CEO, wish to give to their alma
|
||
|
|
maters or other institutions to which they feel a personal
|
||
|
|
attachment, we believe they should use their own money, not yours.
|
||
|
|
|
||
|
|
* * * * * * * * * * * *
|
||
|
|
|
||
|
|
The faithful will notice that, for the first time in some
|
||
|
|
years, Charlie's annual letter to Wesco shareholders is not
|
||
|
|
reprinted in this report. Since his letter is relatively barebones
|
||
|
|
this year, Charlie said he saw no point in including it in these
|
||
|
|
pages; my own recommendation, however, is that you get a copy of
|
||
|
|
the Wesco report. Simply write: Corporate Secretary, Wesco
|
||
|
|
Financial Corporation, 315 East Colorado Boulevard, Pasadena, CA
|
||
|
|
91101.
|
||
|
|
|
||
|
|
* * * * * * * * * * * *
|
||
|
|
|
||
|
|
Malcolm G. Chace, Jr., now 88, has decided not to stand for
|
||
|
|
election as a director this year. But the association of the Chace
|
||
|
|
family with Berkshire will not end: Malcolm III (Kim), Malcolm's
|
||
|
|
son, will be nominated to replace him.
|
||
|
|
|
||
|
|
In 1931, Malcolm went to work for Berkshire Fine Spinning
|
||
|
|
Associates, which merged with Hathaway Manufacturing Co. in 1955 to
|
||
|
|
form our present company. Two years later, Malcolm became Berkshire
|
||
|
|
Hathaway's Chairman, a position he held as well in early 1965 when
|
||
|
|
he made it possible for Buffett Partnership, Ltd. to buy a key
|
||
|
|
block of Berkshire stock owned by some of his relatives. This
|
||
|
|
purchase gave our partnership effective control of the company.
|
||
|
|
Malcolm's immediate family meanwhile kept its Berkshire stock and
|
||
|
|
for the last 27 years has had the second-largest holding in the
|
||
|
|
company, trailing only the Buffett family. Malcolm has been a joy
|
||
|
|
to work with and we are delighted that the long-running
|
||
|
|
relationship between the Chace family and Berkshire is continuing
|
||
|
|
to a new generation.
|
||
|
|
|
||
|
|
|
||
|
|
* * * * * * * * * * * *
|
||
|
|
|
||
|
|
The annual meeting this year will be held at the Orpheum
|
||
|
|
Theater in downtown Omaha at 9:30 a.m. on Monday, April 27, 1992.
|
||
|
|
Attendance last year grew to a record 1,550, but that still leaves
|
||
|
|
plenty of room at the Orpheum.
|
||
|
|
|
||
|
|
We recommend that you get your hotel reservations early at one
|
||
|
|
of these hotels: (1) The Radisson-Redick Tower, a small (88 rooms)
|
||
|
|
but nice hotel across the street from the Orpheum; (2) the much
|
||
|
|
larger Red Lion Hotel, located about a five-minute walk from the
|
||
|
|
Orpheum; or (3) the Marriott, located in West Omaha about 100 yards
|
||
|
|
from Borsheim's and a twenty minute drive from downtown. We will
|
||
|
|
have buses at the Marriott that will leave at 8:30 and 8:45 for the
|
||
|
|
meeting and return after it ends.
|
||
|
|
|
||
|
|
Charlie and I always enjoy the meeting, and we hope you can
|
||
|
|
make it. The quality of our shareholders is reflected in the
|
||
|
|
quality of the questions we get: We have never attended an annual
|
||
|
|
meeting anywhere that features such a consistently high level of
|
||
|
|
intelligent, owner-related questions.
|
||
|
|
|
||
|
|
An attachment to our proxy material explains how you can
|
||
|
|
obtain the card you will need for admission to the meeting. With
|
||
|
|
the admission card, we will enclose information about parking
|
||
|
|
facilities located near the Orpheum. If you are driving, come a
|
||
|
|
little early. Nearby lots fill up quickly and you may have to
|
||
|
|
walk a few blocks.
|
||
|
|
|
||
|
|
As usual, we will have buses to take you to Nebraska Furniture
|
||
|
|
Mart and Borsheim's after the meeting and to take you from there to
|
||
|
|
downtown hotels or the airport later. I hope that you will allow
|
||
|
|
plenty of time to fully explore the attractions of both stores.
|
||
|
|
Those of you arriving early can visit the Furniture Mart any day of
|
||
|
|
the week; it is open from 10 a.m. to 5:30 p.m. on Saturdays and
|
||
|
|
from noon to 5:30 p.m. on Sundays. While there, stop at the See's
|
||
|
|
Candy Cart and find out for yourself why Americans ate 26 million
|
||
|
|
pounds of See's products last year.
|
||
|
|
|
||
|
|
Borsheim's normally is closed on Sunday, but we will be open
|
||
|
|
for shareholders and their guests from noon to 6 p.m. on Sunday,
|
||
|
|
April 26. Borsheim's will also have a special party the previous
|
||
|
|
evening at which shareholders are welcome. (You must, however,
|
||
|
|
write Mrs. Gladys Kaiser at our office for an invitation.) On
|
||
|
|
display that evening will be a 150-year retrospective of the most
|
||
|
|
exceptional timepieces made by Patek Philippe, including watches
|
||
|
|
once owned by Queen Victoria, Pope Pius IX, Rudyard Kipling, Madame
|
||
|
|
Curie and Albert Einstein. The centerpiece of the exhibition will
|
||
|
|
be a $5 million watch whose design and manufacture required nine
|
||
|
|
years of labor by Patek Philippe craftsmen. Along with the rest of
|
||
|
|
the collection, this watch will be on display at the store on
|
||
|
|
Sunday - unless Charlie has by then impulsively bought it.
|
||
|
|
|
||
|
|
Nicholas Kenner nailed me - again - at last year's meeting,
|
||
|
|
pointing out that I had said in the 1990 annual report that he was
|
||
|
|
11 in May 1990, when actually he was 9. So, asked Nicholas rather
|
||
|
|
caustically: "If you can't get that straight, how do I know the
|
||
|
|
numbers in the back [the financials] are correct?" I'm still
|
||
|
|
searching for a snappy response. Nicholas will be at this year's
|
||
|
|
meeting - he spurned my offer of a trip to Disney World on that
|
||
|
|
day - so join us to watch a continuation of this lop-sided battle
|
||
|
|
of wits.
|
||
|
|
|
||
|
|
|
||
|
|
|
||
|
|
Warren E. Buffett
|
||
|
|
February 28, 1992 Chairman of the Board
|