巴菲特5亿美元“关后门”
来源：搜狐财经 作者：李守仁6月24日，美国威斯可金融公司（Wesco）股东们在一次特别股东大会批准了一份收购计划，同意将公司19.9%的股份卖给美国“股神”沃伦・巴菲特的投资旗舰——伯克希尔・哈撒韦公司。
伯克希尔公司将以5.454亿美元的价格收购其他股东持有的140万股流通股，收购价为每股385美元。威斯可金融公司将获得一部分现金和伯克 希尔公司的B股，投票显示，93%的股东支持这一“股票+现金”的优厚协议。一旦这一交易完成，威斯可金融公司（WSC）将从纽约证券交易所退市。
收编“小舢板”
伯克希尔公司2010年9月就提出了收购威斯可金融公司计划，并得到了威斯可金融公司董事会的支持。今年2月，威斯可董事会公布了这一收购方案，并最终在24日的股东大会上得以通过。
威斯可金融公司总部位于美国加利福尼亚州的Pasadena市，主要从事保险及再保险，商务家具租赁和钢铁贸易。威斯可金融公司的再保险部门拥 有堪萨斯银行家担保公司（Kansas Bankers Surety），主要是为银行提供特殊保险服务；还有科特商务服务公司（CORT Business Services），主要开展商务家具租赁业务；还有一家从事废钢贸易的Precision钢铁公司。
现年87岁的查理・芒格目前担任威斯可金融公司的董事长和首席执行官，他也是伯克希尔公司的副董事长和“股神”近四十年的搭档。威斯可金融公司与巴菲特的伯克希尔公司在某些方面类似，只是规模小得多，多元化程度也不够。
截至6月24日，伯克希尔公司的市值为1868.4亿美元，威斯可金融公司的市值为27.4亿美元，如果伯克希尔公司是一艘航空母舰，那么威斯可金融公司仅算是一个“小舢板”。
1973年，查理・芒格和巴菲特开始控股威斯可金融公司，当时他们控股的一家“Blue Chip Stamp公司”成为了威斯可金融公司的大股东，而Blue Chip Stamp Co.后来被伯克希尔公司收至麾下。
从1983年，威斯可金融公司一直被看成是伯克希尔公司的一家子公司。伯克希尔公司迄今已经持有该公司大约80.1%的股份。因此，许多投资者 多年来一直将威斯可金融公司看成一个“迷你版”的伯克希尔公司来投资，要知道，伯克希尔公司的A股价格在6月24日收于11.31万美元。
许多美国投资人甚至打趣地说：“买进威斯可金融公司的股票就相当于‘走后门’，沾着股神的光。”
分析人士指出，这宗收购交易不仅使得威斯可金融公司的股东们大大受益，他们可以名正言顺地成为伯克希尔公司的股东，更重要的是，对查理・芒格、 巴菲特和伯克希尔公司而言，他们可以不再单独召开威斯可金融公司的股东大会，也不必再向美国证交会（SEC）提交威斯可金融公司单独的报表，可以节约大量 的时间和金钱，可谓是“双赢”。
关闭“后门”不支付溢价
威斯可金融公司董事卡罗琳・卡尔伯格曾向巴菲特提议以更高的溢价收购该公司，但遭到了“股神”的拒绝。查理・芒格和巴菲特都不持有威斯可金融公司的股票。
巴菲特说，伯克希尔公司决定以账面价值收购威斯可金融公司，这就是每股385美元。即便如此，目前的交易条款在某种程度都可能稀释伯克希尔公司现有股东的权益。
查理・芒格说：“就增长前景而言，威斯可金融公司在今后10年里，可能还不如伯克希尔公司，但对许多中小投资者而言，威斯可金融公司虽非最佳，但也还不错的“迷你版”伯克希尔。”
威斯可金融公司在风险专家阿吉特・简恩的打理下，拓展了巨灾再保险业务，并获利不菲。2008年，巴菲特动用50亿美元买进高盛集团的优先股，威斯可金融公司也参与了其中。
查理・芒格经常会就威斯可金融公司的投资和大笔资金配置等问题向巴菲特征询意见，而巴菲特也会在考虑伯克希尔公司的投资决策前征询查理・芒格的意见。
从1983年至今，威斯可金融公司的股价上涨了近20倍，而伯克希尔公司的A股1987年在纽交所挂牌上市，迄今股价上涨了近30倍。如果你在 1992年时无力以每股1.175万美元的价格买一股伯克希尔公司的A股股票，但你应该可以拿出83美元买一股威斯可金融公司的股票。而今，这一股威斯可 金融公司的股票已经升值到了385美元。
Buffett Closes ‘Backdoor’ to Berkshire Ownership With Wesco
Warren Buffett’s plan to remove Wesco Financial Corp. from the stock exchange will close what was considered a “backdoor” to investing alongside the billionaire. Photographer: Saul Loeb/AFP/Getty Images
June 24 (Bloomberg) -- Warren Buffett’s plan to remove Wesco Financial Corp. from the stock exchange will close what was considered a “backdoor” to investing alongside the billionaire. Buffett’s Berkshire Hathaway Inc. agreed to acquire the 20 percent of Wesco it doesn’t already own for about $545 million in cash and stock. Deirdre Bolton reports in today's Movers & Shakers on Bloomberg Television's "InsideTrack." (Source: Bloomberg)
May 2 (Bloomberg) -- David Rolfe, chief investment officer at Wedgewood Partners, talks about possible candidates to succeed Warren Buffett as chief executive officer of Berkshire Hathaway Inc., including Geico CEO Tony Nicely. Rolfe, speaking with Deirdre Bolton on Bloomberg Television's "InsideTrack," also discusses Buffett's handling of the departure of former manager David Sokol. (Source: Bloomberg)
Charles Munger, vice chairman of Berkshire Hathaway Inc. and Warren Buffett, chairman of Berkshire Hathaway Inc. Photographer: Nelson Ching/Bloomberg
Ajit Jain, president of the reinsurance division at Berkshire Hathaway Inc., left, and Warren Buffett, chairman and chief executive officer of Berkshire Hathaway Inc. Photographer: Pankaj Nangia/Bloomberg
Warren Buffett’s plan to remove Wesco Financial Corp. (WSC) from the stock exchange will close what was considered a “backdoor” to investing alongside the billionaire.
Wesco shareholders voted today at a meeting in Pasadena, California, to approve Berkshire Hathaway Inc. (BRK/A)’s offer to acquire the 20 percent of Wesco it doesn’t already own for about $545 million in cash and stock.
Buffett took control of Wesco in 1983 and assigned oversight of the firm to Berkshire Vice Chairman Charles Munger, who is now 87. Wesco retreated from its traditional business of lending and focused on insurance, furniture rental and steel storage. The firm also profited from deals Buffett struck for Berkshire. Investors that couldn’t afford the $11,750 price of a Berkshire share in 1992, could buy Wesco stock for $83 each.
“The only reason it’s been public for all these years is Charlie and Warren are so cheap that they didn’t want to pay a big premium to buy Wesco,” said Hampton Adams, portfolio manager and head of research for Pasadena-based Gamble Jones Investment Counsel, which holds shares in Wesco and Berkshire. “With Charlie getting up to the age he is now, I think it makes sense just to go ahead and consolidate it all.”
Buffett, Berkshire’s 80-year-old chairman and chief executive officer, is simplifying the company’s holdings as he prepares the firm for its next generation of leaders. Adams said in an interview that Berkshire previously refrained from buying all of the unit because shareholders seeking a “backdoor way” to invest with Buffett had boosted Wesco’s stock price. “As a value investor myself, I appreciate being cheap,” Adams said.
Stocks Surge
Wesco has surged more than 20-fold since the end of 1983. Omaha, Nebraska-based Berkshire’s Class A shares have risen more than 30-fold since it was listed on the New York Stock Exchange in 1987. Berkshire bid for Wesco at about book value, a measure of assets minus liabilities. It will pay $385 a share in cash and stock, the companies said yesterday.
Wesco profited under Berkshire’s control by shouldering risks on catastrophe reinsurance deals arranged by Buffett and his large-risk specialist, Ajit Jain. The company also has held assets picked by Buffett, including a portion of the Goldman Sachs Group Inc. preferred stock that Berkshire bought in 2008. Munger’s investment in Freddie Mac before the firm’s 1989 public offering contributed to a $852 million gain in 2000.
Munger’s Role
Munger helped Buffett evaluate stocks and decide on the acquisitions that built Berkshire into a $187 billion seller of energy, consumer goods and insurance. Shareholders’ equity at Berkshire jumped ninefold to $157.3 billion in the 15 years ended in December on the purchase of firms like railroad Burlington Northern Santa Fe and stock picks including PetroChina Co. Wesco equity over the same period almost tripled to $2.77 billion.
Wesco’s status as a less-costly alternative to Berkshire stock was diminished over the last 15 years. In 1996, when Berkshire traded between $29,800 and $38,000, Buffett created a Class B stock by issuing equity at one-thirtieth the price. Last year, he split the Class B shares 50 for 1.
Berkshire Class A shares slipped $315 to $113,100 as of 4:03 p.m. in New York trading. Class B shares rose 1 cent to $75.62. Wesco fell 41 cents to $384.50.
Wesco investors controlling 6.6 million shares voted for the Berkshire transaction, and fewer than 15,000 shares were voted against it, Wesco said today in a filing. The deal got about 64 percent of the votes when excluding shares held by Berkshire, its affiliates and investors such as the firm that holds securities for a foundation that counts Berkshire Director Bill Gates among its leaders.
Outlook for Growth
Buffett and Munger, who reported holdings between them of more than $35 billion in Berkshire stock and none in Wesco, have said that the outlook for growth was better at the parent than at the unit. Munger, Wesco’s chairman and CEO, told investors in his annual letters that the subsidiary “is not an equally-good- but-smaller version of Berkshire.”
“See, I think it is, because a lot of the businesses Berkshire is in, I have no interest in,” said William Reik, a Wesco shareholder and part owner of the Major League Baseball’s Cincinnati Reds. “You get more leverage to the super- catastrophe reinsurance business with Wesco.”
Buffett rejected a request by Wesco Director Carolyn Carlburg for a higher offer for the unit’s outstanding shares. Berkshire stock has a better outlook than Wesco shares, and investors in the parent company may have their interests hurt by the transaction, even at the original terms, Buffett said.
“We regard the transaction as disadvantageous to Berkshire if a substantial number of Wesco shareholders elect to take Berkshire stock,” Buffett said in a Jan. 21 letter that was published in a regulatory filing. “That’s because I believe the prospects for Berkshire shares over the next 10 years to be considerably better than the prospects for Wesco shares.”
To contact the reporter on this story: Andrew Frye in New York at afrye@bloomberg.net
To contact the editor responsible for this story: Dan Kraut at dkraut2@bloomberg.net
OMBERG NEWS
Published Sunday June 19, 2011Warren Watch: Munger's meeting
By Steve Jordon
WORLD-HERALD STAFF WRITER
Charlie Munger's one-man question-and-answer session at 10 a.m. July 1 in Pasadena, Calif., probably will be the last of its kind.
“This is likely to be the swan song,” Munger, who is vice chairman of Berkshire Hathaway Inc., told The World-Herald. “I'm 87 years old, and there comes a time.”
His annual Q&A duet with Warren Buffett at the Berkshire shareholders meeting in Omaha each spring will continue, of course. But his separate sessions in California are headed for history.
Wesco Financial, the investment company Munger heads, has long been majority-owned by Berkshire but has had its own annual shareholder meeting in California, usually about a week after the Berkshire event. The main attraction has been Munger, who is known for making his ideas and opinions known in pithy, acerbic comments.
Attendance at the Pasadena Convention Center has grown over the years to 1,000 or more people.
But this year there's no Wesco shareholders meeting because Berkshire is buying the 19.9 percent of Wesco that it doesn't already own. The $553 million transaction is complete except for legal formalities, including a quick special shareholder meeting this Friday.
That will make Wesco wholly owned by Berkshire, eliminating future Wesco shareholder meetings.
But Munger scheduled a three-hour “Morning With Charlie” session for this year anyway. Topics for the day, according to the official meeting notice: business, economics and life.
“I decided that since we had such a huge group of Berkshire groupies who always come to the Wesco meeting, even though they've already been to the Berkshire meeting, that we'd give them one more morning,” he said. “I don't have to work that hard. I may write down about six subjects on a piece of paper to talk about.”
Responding to shareholders' questions isn't difficult, he said. “We don't have any new catechism. People come to listen to the old catechism. It does draw a lot of prominent people. Don't ask me why.”
Won't Munger fans be disappointed next year?
“Better to disappoint them by not appearing than by appearing,” Munger said.
Unfinished business
Buffett's son Peter is one of a dozen condominium owners at One Madison Park in New York City, a project interrupted by the 2008-09 financial crisis, the Wall Street Journal reports.
The narrow building, with two residences per floor, was partly finished when the crisis halted plans by the project developer for a swimming pool, a spa and a black marble entryway, among other amenities. Peter Buffett paid $3.5 million for a three-bedroom apartment on the 18th floor.
The 597-foot-tall structure (Omaha's First National Tower is 632 feet) is in New York's redeveloping Flatiron neighborhood. With the entrance unfinished, residents squeeze through a narrow opening between some blue plywood and scaffolding, the Journal said.
Josh Barbanel wrote that the building “stands as a ghostly monument to the soaring ambitions and excesses of the Manhattan real-estate boom,” with work grinding to a half in February 2010 after developers ran out of money and lenders began to foreclose.
The dozen condo owners remain upbeat, however, including Diane Stern, who looks out of her $1.5 million one-bedroom apartment onto Madison Avenue. “The view is to die for,” she said. “You have the Empire State Building smack in front of your face. At night we turn the lights off and it is like looking into a wall of photographs.”
Residents don't pay any condo fees at the moment, saving about $2,000 a month. And there's a staff of about a dozen people — doormen, porters and a maintenance staff — who were hired before foreclosure began.
Developers, creditors and others are trying to move the project out of bankruptcy so it can be finished and the rest of the units put on the market, the Journal said.
Sokol bank shares
The Journal also counted up shares in Middleburg Financial Corp. purchased by Omahan and former Berkshire executive David Sokol.
Sokol, who resigned from Berkshire this spring, reported last week he bought 1,616 shares of the Virginia bank after adding about 7,600 shares the week before. He already owns more than 20 percent of the bank's publicly traded stock.
The company, with $1.1 billion in assets, is the parent of Middleburg Bank and Middleburg Investment Group Inc. and has a majority-owned subsidiary, Southern Trust Mortgage LLC.
Buffett has said Sokol violated Berkshire's rules when he bought stock in Lubrizol Inc. and then recommended Berkshire buy the company. Sokol has denied wrongdoing.
Saudis get DQs
Berkshire's Dairy Queen division, based in Minneapolis, opened its first three locations in Riyadh, Saudi Arabia, including the world's largest and only two-story DQ Grill & Chill restaurant.
Dairy Queen's Saudi franchise owner is Al Safwa Food Group, which plans 32 locations in that country by 2015. DQ also has stores in Bahrain, Oman and Qatar. The international division has opened 236 locations since January 2010, including China, Mexico, the Philippines and Thailand, bringing the total outside the U.S. and Canada to 841.
Brad Houser, executive vice president of International Dairy Queen Inc., said consumers in any country “are willing to try new restaurant brands, especially those that offer high-quality food and treat options.”
When you're in Riyadh, you can visit the new restaurants at Stall No. 1, Block No. 59, Tahlia St.; in the food court at Riyadh Gallery on King Fadah Road; and G37-53 Dove Plaza Panda, Oum Al Hammam (West) St.
God of Stocks?
Terry Gou, chairman of Hon Hai Precision Industries Co. of Taiwan, allows that Buffett made money on the stock market with “minor wit,” but added, “I don't think that level of wittiness warrants the nickname of God of Stocks,” according to the Asia Pulse newspaper.
Maybe that's how Oracle of Omaha translates for Gou, who was talking at a recent shareholders meeting in Taipei. The electronics manufacturer is locked in a legal battle over intellectual property rights with BYD, the Chinese auto and battery company that is 10 percent owned by Berkshire.
Gou said he's waiting to see Buffett drive a BYD car if he's so confident in BYD products. He said Buffett invested in BYD just to enter the Chinese market and said Buffett's credibility is in question because of Sokol's controversial stock trading.
“Only Asians would look at him as the so-called God of Stocks,” said Gou, because Asians look up to those who can make a lot of money.
He said he is confident Hon Hai would win the pending legal case “in my lifetime, for the sake of our company, for our shareholders and for our staff workers,” adding that for now he will “focus his striking power on ‘stock-playing' Buffett,” the newspaper said.
BYD, meanwhile, is moving ahead with plans to sell stock on the Shenzhen Stock Exchange to finance expansion, the Associated Press said. The money would support a $338 million expansion of auto research, development and production and a new lithium battery factory.
Bargain lunch
Paying a bunch for lunch with Buffett is worth it, according to two men who attended past meals that raised money for the Glide Foundation of San Francisco.
The anonymous winner of this year's recent Buffett-lunch auction bid $2,626,41 for an eight-person meal at the New York City steak house.
Duan Yongping, an electronic appliance business executive, won the auction in 2006 and was part of a joint bidding team that won in 2008, according to Chinadaily.com.
“It would not be only the bidder who asks Buffett questions, and the topics can include investment, life and charity,” he told the Chinese business website yicai.com. “We would also talk about golf, playing bridge and girlfriends.”
Buffett told his dining companions that investing is like playing golf. “If you perform well on every shot, it is not fun. The key to investment is to reduce the mistakes you make,” Duan said.
Zhao Danyang. a hedge fund manager, said that at the 2008 lunch, Buffett discussed inflation, foreign exchange rates, company management and charity. He gave Zhao's 6-year-old son a $20 bill and wished him success as an investor.
“Having a conversation with Buffet face by face is different,” Zhao said. “Buffett told me how to make decisions based on his experience, and I have learned this from him. It is like what we read from the martial arts novel: When a disciple practices with the martial arts master, he will improve himself after the practice every time.”
Duan said it made sense to pay so much for a lunch because he makes charitable gifts every year, and this one comes with a bonus.
“Since this lunch is a donation and allows me to have a conversation with a billionaire investor, why not?”
Contact the writer:
402-444-1080, steve.jordon@owh.com
没有评论:
发表评论