FOR IMMEDIATE RELEASE February 7, 2011
Omaha, NE/Pasadena, CA— Berkshire Hathaway Inc. (NYSE: BRK.A; BRK.B)
and Wesco Financial Corporation (NYSE Amex: WSC) announced today that they
entered into a definitive merger agreement, whereby Berkshire Hathaway will acquire the
remaining 19.9% of the shares of Wesco’s common stock that it does not presently own
in exchange for cash or shares of Berkshire Hathaway Class B common stock, at the
election of each shareholder. Based on the estimated shareholders’ equity of Wesco as of
January 31, 2011, the transaction values the 19.9% of Wesco not owned by Berkshire
Hathaway at approximately $547.6 million.
Following the receipt on September 1, 2010 of a proposal from Berkshire
Hathaway to acquire the remaining 19.9% of the shares, the Board of Directors of Wesco
formed a special committee of independent directors (the “Special Committee”) to
evaluate the proposal. It determined that the merger agreement and the transactions
contemplated thereby, including the merger, are fair to and in the best interests of Wesco
and its shareholders other than Berkshire Hathaway and its affiliates.
Wesco expects that if the merger is consummated prior to early June 2011, therewill be no 2011 annual meeting of Wesco’s shareholders. In that event, Charles T.Munger plans to hold an “Afternoon with Charlie” in Pasadena, California sometimewithin a few weeks after the merger to give Berkshire Hathaway and former Wescoshareholders a chance to ask him questions about business, economics and life (but notabout Wesco). That event would be held on May 4, 2011 if the merger has beenconsummated before then. On the other hand, if the merger is not approved, Wescowould expect to hold a 2011 annual meeting of shareholders.
The full release can be found here-http://www.berkshirehathaway.com/news/FEB072011.pdf