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2014 Third Quarter Report (PDF File)

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2014 Third Quarter Report (PDF File) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ⌧ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-14905 BERKSHIRE HATHAWAY INC. (Exact name of registrant as specified in its charter) Delaware 47-0813844 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 3555 Farnam Street, Omaha, Nebraska 68131 (Address of principal executive office) (Zip Code) (402) 346-1400 (Registrant’s telephone number, including area code) (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months and (2) has been subject to such filing requirements for the past 90 days. Yes ⌧ No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ⌧ No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ⌧ Accelerated filer Non-accelerated filer Smaller reporting company Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No ⌧ Number of shares of common stock outstanding as of October 30, 2014: Class A — 832,214 Class B — 1,215,932,573 BERKSHIRE HATHAWAY INC. Page No. Part I – Financial Information Item 1. Financial Statements Consolidated Balance Sheets— September 30, 2014 and December 31, 2013 2 Consolidated Statements of Earnings— Third Quarter and First Nine Months 2014 and 2013 3 Consolidated Statements of Comprehensive Income— Third Quarter and First Nine Months 2014 and 2013 4 Consolidated Statements of Changes in Shareholders’ Equity— First Nine Months 2014 and 2013 4 Consolidated Statements of Cash Flows— First Nine Months 2014 and 2013 5 Notes to Consolidated Financial Statements 6-23 Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 24-40 Item 3. Quantitative and Qualitative Disclosures About Market Risk 41 Item 4. Controls and Procedures 41 Part II – Other Information Item 1. Legal Proceedings 42 Item 1A. Risk Factors 42 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds and Issuer Repurchases of Equity Securities 42 Item 3. Defaults Upon Senior Securities 42 Item 4. Mine Safety Disclosures 42 Item 5. Other Information 42 Item 6. Exhibits 42 Signature 43 1 Part I Financial Information Item 1. Financial Statements BERKSHIRE HATHAWAY INC. and Subsidiaries CONSOLIDATED BALANCE SHEETS (dollars in millions) September 30, December 31, 2014 2013 (Unaudited) ASSETS Insurance and Other: Cash and cash equivalents $ 55,834 $ 42,433 Investments: Fixed maturity securities 28,721 28,785 Equity securities 116,432 115,464 Other 13,058 12,334 Investments in H.J. Heinz Holding Corporation 11,830 12,111 Receivables 24,017 20,280 Inventories 10,182 9,860 Property, plant and equipment 14,053 13,623 Goodwill 34,546 33,067 Other 23,738 19,113 332,411 307,070 Railroad, Utilities and Energy: Cash and cash equivalents 3,951 3,400 Property, plant and equipment 107,719 102,482 Goodwill 22,781 22,603 Other 16,739 16,149 151,190 144,634 Finance and Financial Products: Cash and cash equivalents 2,595 2,353 Investments in equity and fixed maturity securities 1,215 1,506 Other investments 6,120 5,617 Loans and finance receivables 12,535 12,826 Property, plant and equipment and assets held for lease 8,030 7,700 Goodwill 1,342 1,341 Other 1,925 1,884 33,762 33,227 $ 517,363 $ 484,931 LIABILITIES AND SHAREHOLDERS’ EQUITY Insurance and Other: Losses and loss adjustment expenses $ 71,198 $ 64,866 Unearned premiums 12,703 10,770 Life, annuity and health insurance benefits 12,636 11,681 Accounts payable, accruals and other liabilities 23,270 21,979 Notes payable and other borrowings 12,328 12,440 132,135 121,736 Railroad, Utilities and Energy: Accounts payable, accruals and other liabilities 15,268 14,557 Notes payable and other borrowings 49,694 46,655 64,962 61,212 Finance and Financial Products: Accounts payable, accruals and other liabilities 1,401 1,299 Derivative contract liabilities 4,667 5,331 Notes payable and other borrowings 12,790 13,129 18,858 19,759 Income taxes, principally deferred 61,106 57,739 Total liabilities 277,061 260,446 Shareholders’ equity: Common stock 8 8 Capital in excess of par value 35,560 35,472 Accumulated other comprehensive income 44,186 44,025 Retained earnings 159,465 143,748 Treasury stock, at cost (1,763) (1,363) Berkshire Hathaway shareholders’ equity 237,456 221,890 Noncontrolling interests 2,846 2,595 Total shareholders’ equity 240,302 224,485 $ 517,363 $ 484,931 See accompanying Notes to Consolidated Financial Statements 2 BERKSHIRE HATHAWAY INC. and Subsidiaries CONSOLIDATED STATEMENTS OF EARNINGS (dollars in millions except per share amounts) Third Quarter First Nine Months 2014 2013 2014 2013 (Unaudited) (Unaudited) Revenues: Insurance and Other: Insurance premiums earned $ 12,717 $ 9,270 $ 31,456 $ 27,462 Sales and service revenues 25,078 23,431 72,252 68,839 Interest, dividend and other investment income 1,171 1,118 3,909 3,736 Investment gains/losses (376) 1,640 3,049 2,529 38,590 35,459 110,666 102,566 Railroad, Utilities and Energy: Revenues 10,697 9,043 30,296 25,821 Finance and Financial Products: Sales and service revenues 1,322 1,196 3,732 3,410 Interest, dividend and other investment income 332 342 999 1,028 Investment gains/losses — 74 72 182 Derivative gains/losses 258 427 649 2,094 1,912 2,039 5,452 6,714 51,199 46,541 146,414 135,101 Costs and expenses: Insurance and Other: Insurance losses and loss adjustment expenses 8,791 5,466 19,923 15,879 Life, annuity and health insurance benefits 1,355 1,575 3,844 3,899 Insurance underwriting expenses 1,596 1,966 5,361 5,206 Cost of sales and services 20,410 19,125 58,610 56,239 Selling, general and administrative expenses 2,991 2,860 8,845 8,552 Interest expense 109 102 323 293 35,252 31,094 96,906 90,068 Railroad, Utilities and Energy: Cost of sales and operating expenses 7,383 6,429 21,957 18,634 Interest expense 597 472 1,753 1,371 7,980 6,901 23,710 20,005 Finance and Financial Products: Cost of sales and services 713 648 2,043 1,902 Selling, general and administrative expenses 393 388 1,144 1,143 Interest expense 111 132 347 419 1,217 1,168 3,534 3,464 44,449 39,163 124,150 113,537 Earnings before income taxes 6,750 7,378 22,264 21,564 Income tax expense 2,029 2,225 6,312 6,782 Net earnings 4,721 5,153 15,952 14,782 Less: Earnings attributable to noncontrolling interests 104 100 235 296 Net earnings attributable to Berkshire Hathaway $ 4,617 $ 5,053 $ 15,717 $ 14,486 Average common shares outstanding * 1,642,558 1,643,779 1,643,657 1,643,522 Net earnings per share attributable to Berkshire Hathaway shareholders * $ 2,811 $ 3,074 $ 9,562 $ 8,814 * Average shares outstanding include average Class A common shares and average Class B common shares determined on an equivalent Class A common stock basis. Net earnings per common share attributable to Berkshire Hathaway shown above represents net earnings per equivalent Class A common share. Net earnings per Class B common share is equal to one-fifteen- hundredth (1/1,500) of such amount. See accompanying Notes to Consolidated Financial Statements 3 BERKSHIRE HATHAWAY INC. and Subsidiaries CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (dollars in millions) Third Quarter First Nine Months 2014 2013 2014 2013 (Unaudited) (Unaudited) Net earnings $ 4,721 $ 5,153 $ 15,952 $ 14,782 Other comprehensive income: Net change in unrealized appreciation of investments (601) 1,598 4,629 12,650 Applicable income taxes 174 (527) (1,662) (4,371) Reclassification of investment appreciation in net earnings 417 (360) (3,032) (1,135) Applicable income taxes (146) 126 1,061 397 Foreign currency translation (1,226) 549 (846) (304) Applicable income taxes 101 (56) 31 37 Prior service cost and actuarial gains/losses of defined benefit pension plans 39 (17) 30 95 Applicable income taxes (7) 4 (2) (26) Other, net 2 46 (27) 66 Other comprehensive income, net (1,247) 1,363 182 7,409 Comprehensive income 3,474 6,516 16,134 22,191 Comprehensive income attributable to noncontrolling interests 92 131 256 296 Comprehensive income attributable to Berkshire Hathaway shareholders $ 3,382 $ 6,385 $ 15,878 $ 21,895 CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited) (dollars in millions) Berkshire Hathaway shareholders’ equity Common stock Accumulated and capital in other Non- excess of par comprehensive Retained Treasury controlling value income earnings stock interests Total Balance at December 31, 2012 $ 37,238 $ 27,500 $124,272 $(1,363) $ 3,941 $191,588 Net earnings — — 14,486 — 296 14,782 Other comprehensive income, net — 7,409 — — — 7,409 Issuance of common stock 80 — — — — 80 Transactions with noncontrolling interests (1,228) (12) — — (1,188) (2,428) Balance at September 30, 2013 $ 36,090 $34,897 $138,758 $(1,363) $ 3,049 $211,431 Balance at December 31, 2013 $ 35,480 $ 44,025 $143,748 $(1,363) $ 2,595 $224,485 Net earnings — — 15,717 — 235 15,952 Other comprehensive income, net — 161 — — 21 182 Issuance (acquisition) of common stock 106 — — (400) — (294) Transactions with noncontrolling interests (18) — — — (5) (23) Balance at September 30, 2014 $ 35,568 $44,186 $159,465 $(1,763) $ 2,846 $240,302 See accompanying Notes to Consolidated Financial Statements 4 BERKSHIRE HATHAWAY INC.
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