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Berkshire Proposes to Acquire Remaining Wesco!


mmiller
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From the just released 13D/A...

 

"On August 25, 2010, Berkshire’s management determined to propose to Wesco a cash-stock election transaction in which it would acquire the remaining 19.9% of the shares of Wesco that it does not presently own in exchange for Berkshire Class B shares and/or cash valued at the book value per share of Wesco as of a time reasonably contemporaneous with the closing of such a transaction."

 

 

After just 30+ years!!

 

mmiller

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From the filing:

 

Item 4. Purpose of Transaction 

 

The original purpose of the purchases of the Shares, all of which occurred more than 30 years ago, was to increase the ultimate control by Blue Chip of Wesco. On August 25, 2010, Berkshire’s management determined to propose to Wesco a cash-stock election transaction in which it would acquire the remaining 19.9% of the shares of Wesco that it does not presently own in exchange for Berkshire Class B shares and/or cash valued at the book value per share of Wesco as of a time reasonably contemporaneous with the closing of such a transaction. Berkshire would intend to structure such a transaction so as to be tax-free to Wesco shareholders electing stock, subject to applicable limitations. Berkshire expects to discuss such a transaction with the independent directors of Wesco. Berkshire would only proceed with such a transaction if it is approved by the Board of Directors of Berkshire and the Board of Directors of Wesco (including a majority of the independent directors of Wesco), as well as by a majority of the shares of Wesco not owned by Berkshire voted at any meeting that may be called to consider such a transaction. Berkshire does not know whether any of these approvals will be obtained. If no transaction is agreed upon and approved, Wesco will continue to operate as it does presently as an 80.1%-owned subsidiary of Berkshire

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The end of an era.  There aren't too many minority non-controlling interest positions left on the BRK balance sheet.

 

-O

From the just released 13D/A...

 

"On August 25, 2010, Berkshire’s management determined to propose to Wesco a cash-stock election transaction in which it would acquire the remaining 19.9% of the shares of Wesco that it does not presently own in exchange for Berkshire Class B shares and/or cash valued at the book value per share of Wesco as of a time reasonably contemporaneous with the closing of such a transaction."

 

 

After just 30+ years!!

 

mmiller

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My first thought was the loss of the Munger's annual meeting as opposed to what I would get for my single share of Wesco

 

Yes Ballin, you are correct on what is key and important here.  Not only for Charlie, but it also reflects on the mortality of Warren as well.  They are getting older...how many more years will we be fortunate enough to hear them or read their words.  Cheers!

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The saddest thing about this news is that what I consider to be a wonderful agm will no longer exist. I think this probably has to do with Charlie realizing his strength is decreasing? What do you guys think?

 

It's possible.  I do wonder if there might be one more.  It'll probably be mobbed, though.

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My first thought was the loss of the Munger's annual meeting as opposed to what I would get for my single share of Wesco

 

Yes Ballin, you are correct on what is key and important here.  Not only for Charlie, but it also reflects on the mortality of Warren as well.  They are getting older...how many more years will we be fortunate enough to hear them or read their words.  Cheers!

 

Definitely right, something will happen in 3 - 5 years : retiring, successor, cio,...

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Munger made a point of reminding the last Wesco audience that Wesco's independence was by accident. I think The Snowball reported that the former owner required its independence, and Munger's leadership, as a condition of the sale (I might have remembered wrong!). He said that he and Warren had wanted to fully incorporate Wesco years ago, but that "groupies" drove the price to unreasonable levels.

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Munger made a point of reminding the last Wesco audience that Wesco's independence was by accident. I think The Snowball reported that the former owner required its independence, and Munger's leadership, as a condition of the sale (I might have remembered wrong!). He said that he and Warren had wanted to fully incorporate Wesco years ago, but that "groupies" drove the price to unreasonable levels. 

Posted on: Today at 06:29:15 PMPosted by: rick_v 

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That's why I asked earlier about Mrs. Peters.

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You can always buy some shares of DJCO and see Charlie up close.  This year, there were only 30 people at the DJCO's annual meeting. The DJCO meeting was held in a conference room at DJCO's HQ downtown LA.

 

What time of year is this held? Does Charlie actually speak? I've looked at their site, but the investor relation sections simply links to the SEC filings. Thanks!

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Surprised these guys didnt go after Biglari. May be the pot is not big enough.

 

Whenever there is a proposed M&A, certain cliques of trial lawyers do a cut and paste of standard allegations and solicit business.  This has nothing to do with merit in most cases, but cases without merit are often worth something just to go away.

 

John Grisham's The King of Torts is a good novel about this seamy side of the legal profession.

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