<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
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 1-10125
BERKSHIRE HATHAWAY INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 04 2254452
- ------------------------------------------ ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification number)
1440 Kiewit Plaza, 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.
X
--- ---
YES NO
Number of shares of common stock outstanding as of May 1, 1997:
Class A -- 1,204,142
Class B -- 843,095
<PAGE> 2
FORM 10-Q
BERKSHIRE HATHAWAY INC. Q/E 3/31/97
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION PAGE NO.
--------
<S> <C>
ITEM 1. FINANCIAL STATEMENTS
Consolidated Balance Sheets-- 2
March 31, 1997 and December 31, 1996
Consolidated Statements of Earnings -- 3
First Quarter 1997 and 1996
Condensed Consolidated Statements of Cash Flows-- 4
First Quarter 1997 and 1996
Notes to Interim Consolidated Financial Statements 5-8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL 9-11
CONDITION AND RESULTS OF OPERATIONS
PART II - OTHER INFORMATION 12
</TABLE>
1
<PAGE> 3
FORM 10-Q
BERKSHIRE HATHAWAY INC. Q/E 3/31/97
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS
(dollars in millions except per share amounts)
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
----------- -----------
<S> <C> <C>
ASSETS
Cash and cash equivalents ......................................... $ 1,113.4 $ 1,339.8
Investments:
Securities with fixed maturities ................................ 6,302.7 6,446.9
Equity securities ............................................... 28,440.7 27,750.6
Receivables ....................................................... 1,857.2 1,523.2
Inventories ....................................................... 639.0 619.6
Assets of finance businesses ...................................... 1,030.0 968.8
Property, plant and equipment ..................................... 1,040.7 1,034.2
Goodwill of acquired businesses ................................... 3,093.4 3,110.3
Other assets ...................................................... 620.3 616.0
----------- -----------
$ 44,137.4 $ 43,409.4
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Losses and loss adjustment expenses ............................... $ 6,367.9 $ 6,274.4
Unearned premiums ................................................. 1,576.5 1,183.5
Accounts payable, accruals and other liabilities .................. 1,713.6 2,556.8
Income taxes, principally deferred ................................ 7,193.6 6,837.6
Borrowings under investment agreements and other debt ............. 1,847.7 1,944.4
Liabilities of finance businesses ................................. 909.1 851.3
----------- -----------
19,608.4 19,648.0
----------- -----------
Minority shareholders' interests .................................. 339.3 335.1
----------- -----------
Shareholders' equity:
Common Stock: *
Class A Common Stock, $5 par value, 1,374,758 and 1,376,188
shares issued; 1,204,690 and 1,206,120 shares outstanding 6.9 6.9
Class B Common Stock, $0.1667 par value, 826,655 and 783,755
shares issued and outstanding ............................... 0.1 0.1
Capital in excess of par value .................................. 2,274.1 2,274.1
Unrealized appreciation of investments .......................... 12,622.9 12,143.9
Retained earnings ............................................... 9,317.1 9,032.7
----------- -----------
24,221.1 23,457.7
Less: Cost of 170,068 Class A common shares in treasury ......... 31.4 31.4
----------- -----------
Total shareholders' equity .............................. 24,189.7 23,426.3
----------- -----------
$ 44,137.4 $ 43,409.4
=========== ===========
</TABLE>
* Class B Common Stock has economic rights equal to one-thirtieth
(1/30) of the economic rights of Class A Common Stock.
Accordingly, on an equivalent Class A Common Stock basis, there
are 1,232,245 shares outstanding at March 31, 1997 and December
31, 1996. Net book value per equivalent Class A Common share is
$19,631 at March 31, 1997 and $19,011 at December 31, 1996.
See accompanying Notes to Interim Consolidated Financial Statements
2
<PAGE> 4
FORM 10-Q
BERKSHIRE HATHAWAY INC. Q/E 3/31/97
CONSOLIDATED STATEMENTS OF EARNINGS
(dollars in millions except per share amounts)
<TABLE>
<CAPTION>
First Quarter
---------------------------------
1997 1996
------------- -------------
<S> <C> <C>
REVENUES:
Insurance premiums earned ...................... $ 983.0 $ 921.9
Sales and service revenues ..................... 817.5 700.1
Interest and dividend income ................... 234.8 172.2
Income from finance businesses ................. 6.8 5.8
Realized investment gain ....................... 32.7 2,339.7
-------------- --------------
2,074.8 4,139.7
-------------- --------------
COST AND EXPENSES:
Insurance losses and loss adjustment expenses .. 752.6 737.9
Insurance underwriting expenses ................ 159.8 161.5
Cost of products and services sold ............. 449.7 431.5
Selling, general and administrative expenses ... 266.1 210.9
Goodwill amortization .......................... 20.7 15.1
Interest expense ............................... 28.1 26.3
-------------- --------------
1,677.0 1,583.2
-------------- --------------
EARNINGS BEFORE INCOME TAXES AND MINORITY INTEREST 397.8 2,556.5
Income taxes ................................... 109.6 878.1
Minority interest .............................. 3.8 9.7
-------------- --------------
NET EARNINGS ..................................... $ 284.4 $ 1,668.7
============== ==============
Average shares outstanding * ................... 1,232,245 1,193,512
NET EARNINGS PER SHARE * ......................... $ 231 $ 1,398
============== ==============
</TABLE>
* Class B Common Stock has economic rights equal to one-thirtieth
(1/30) of the economic rights of Class A Common Stock. Average
shares outstanding include average Class A Common shares and
average Class B Common shares, if any, determined on an
equivalent Class A Common Stock basis. Net earnings per share
shown above represents net earnings per equivalent Class A
Common share. Net earnings per Class B Common share is equal to
one-thirtieth (1/30) of such amount.
See accompanying Notes to Interim Consolidated Financial Statements
3
<PAGE> 5
FORM 10-Q
BERKSHIRE HATHAWAY INC. Q/E 3/31/97
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in millions)
<TABLE>
<CAPTION>
First Quarter
---------------------------
1997 1996
---------- ----------
<S> <C> <C>
Net cash flows from operating activities ........................... $ 490.1 $ 347.7
---------- ----------
Cash flows from investing activities:
Purchases of investments ................................... (645.0) (1,077.0)
Proceeds on sales and maturities of investments ............ 910.7 1,512.2
Loans and investments originated in finance businesses ..... (121.3) (211.5)
Principal collections on loans and investments originated
in finance businesses .................................... 70.1 98.1
Acquisitions of businesses ................................. (775.2) (1,946.2)
Other ...................................................... (35.3) (8.2)
---------- ----------
Net cash flows from investing activities ........................... (596.0) (1,632.6)
---------- ----------
Cash flows from financing activities:
Proceeds from borrowings of finance businesses ............. 30.6 88.1
Proceeds from other borrowings ............................. 256.7 310.5
Repayments of borrowings of finance businesses ............. (46.3) (54.2)
Repayments of other borrowings ............................. (355.2) (344.7)
Other ...................................................... (0.3) (0.2)
---------- ----------
Net cash flows from financing activities ........................... (114.5) (0.5)
---------- ----------
Decrease in cash and cash equivalents .............................. (220.4) (1,285.4)
Cash and cash equivalents at beginning of year* .................... 1,350.3 2,744.5
---------- ----------
Cash and cash equivalents at end of first quarter* ................. $ 1,129.9 $ 1,459.1
========== ==========
Supplemental cash flow information:
Cash paid during the period for:
Income taxes ............................................... $ 17.7 $ 54.7
Interest ................................................... 33.9 37.9
Non-cash investing activity:
Liabilities assumed in connection with acquisition of business -- 3,901.5
* Cash and cash equivalents are comprised of the following:
Beginning of year --
Finance businesses ........................................... $ 10.5 $ 40.7
Other ........................................................ 1,339.8 2,703.8
---------- ----------
............................................................ $ 1,350.3 $ 2,744.5
========== ==========
End of first quarter --
Finance businesses ........................................... $ 16.5 $ 20.5
Other ........................................................ 1,113.4 1,438.6
---------- ----------
$ 1,129.9 $ 1,459.1
========== ==========
</TABLE>
See accompanying Notes to Interim Consolidated Financial Statements
4
<PAGE> 6
FORM 10-Q
BERKSHIRE HATHAWAY INC. Q/E 3/31/97
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. GENERAL
Reference is made to Berkshire's most recently issued Annual Report that
included information necessary or useful to understanding of Berkshire's
businesses and financial statement presentations. In particular, Berkshire's
significant accounting policies and practices were presented as Note 1 to the
Consolidated Financial Statements included in that Report.
Financial information in this Report reflects any adjustments (consisting
only of normal recurring adjustments) that are, in the opinion of management,
necessary to a fair statement of results for the interim periods in accordance
with generally accepted accounting principles.
For a number of reasons, Berkshire's results for interim periods are not
normally indicative of results to be expected for the year. The timing and
magnitude of catastrophe losses incurred by insurance subsidiaries and the
estimation error inherent to the process of determining liabilities for unpaid
losses of insurance subsidiaries can be relatively more significant to results
of interim periods than to results for a full year.
Realized investment gains/losses are recorded when investments are sold,
other-than-temporarily impaired or in certain situations, as required by GAAP,
when investments are marked-to-market with the corresponding gain or loss
included in earnings. Variations in amount and timing of realized investment
gains/losses can cause significant variations in periodic net earnings. In March
1996, The Walt Disney Company ("Disney") completed its acquisition of Capital
Cities/ABC, Inc. Subsidiaries of Berkshire received aggregate consideration of
$2.5 billion, which included cash of $1.2 billion and common shares of Disney
with a value of $1.3 billion. The Consolidated Statement of Earnings for the
first quarter of 1996 includes a pre-tax realized investment gain of $2.2
billion from the Disney transaction.
NOTE 2. BUSINESS ACQUISITIONS
On December 23, 1996, FlightSafety International, Inc. ("FlightSafety")
became a wholly-owned subsidiary as a result of the merger of FlightSafety with
and into a subsidiary of Berkshire. FlightSafety provides high technology
training to operators of aircraft and ships throughout the world.
The merger was consummated pursuant to an Agreement and Plan of Merger dated
October 14, 1996 (the "FlightSafety Agreement") between Berkshire and
FlightSafety. Pursuant to the FlightSafety Agreement, aggregate consideration of
approximately $1.5 billion was paid to FlightSafety shareholders consisting of
$769.0 million in cash, 17,728 shares of Berkshire's Class A common stock and
112,655 shares of Berkshire's Class B common stock.
The results of operations for FlightSafety are included in Berkshire's
consolidated results of operations beginning on the effective date of the merger
- -- December 23, 1996. The following table sets forth certain consolidated
statement of earnings data for the first quarter of 1996, as if the FlightSafety
merger had been consummated on the same terms at the beginning of 1996. Dollar
amounts are in millions, except per share amounts.
<TABLE>
<CAPTION>
1996
--------
<S> <C>
Insurance premiums earned.............................$ 921.9
Sales and service revenues............................. 789.3
Total revenues.........................................4,219.4
Net income.............................................1,676.7
Earnings per equivalent Class A common share........... 1,380
</TABLE>
On January 2, 1996, GEICO Corporation ("GEICO") became a wholly-owned
subsidiary as a result of the merger of an indirect wholly-owned subsidiary of
Berkshire with and into GEICO. GEICO, through its subsidiaries, is a multiple
line property and casualty insurer, the principal business of which is
underwriting private passenger automobile insurance.
5
<PAGE> 7
FORM 10-Q
BERKSHIRE HATHAWAY INC. Q/E 3/31/97
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
NOTE 2. BUSINESS ACQUISITIONS (CONTINUED)
The merger was consummated pursuant to an Agreement and Plan of Merger (the
"GEICO Agreement") dated August 25, 1995. Pursuant to the GEICO Agreement, each
issued and outstanding common share of GEICO, except shares held by Berkshire
subsidiaries and GEICO, was converted into the right to receive $70 per share,
or an aggregate amount of $2.3 billion. The amount of the merger consideration
was based upon 33,284,733 outstanding shares held by the public on the merger
date. Since January 2, 1996, the accounts of GEICO have been included in
Berkshire's consolidated financial statements.
As of the merger date, subsidiaries of Berkshire owned 34,250,000 common
shares of GEICO, which were acquired in years prior to 1981 at an aggregate cost
of $45.7 million. Up to the merger date, neither Berkshire nor its subsidiaries
had acquired any shares of GEICO common stock since 1980. However, Berkshire's
ownership percentage, due to intervening stock repurchases by GEICO, gradually
increased from about 33% in 1980 to almost 51% immediately prior to the merger
date.
Each of the mergers described above was accounted for by the purchase
method. The excess of the purchase cost over the fair value of net assets
acquired is recorded as goodwill of acquired businesses and is being amortized
over forty years.
NOTE 3. RECAPITALIZATION AND COMMON STOCK
On May 6, 1996, Berkshire shareholders approved a recapitalization plan
which created a new class of common stock, designated as Class B Common Stock.
In connection therewith, Berkshire's existing common stock was redesignated as
Class A Common Stock. Each share of Class A Common Stock is convertible, at the
option of the holder, into thirty shares of Class B Common Stock. On May 8,
1996, Berkshire completed an initial public offering of 517,500 shares of Class
B Common Stock. Berkshire received net proceeds from the offering of $565.0
million.
The following table summarizes Berkshire's common stock activity during the
first quarter of 1997.
<TABLE>
<CAPTION>
Shares of Shares of
Class A Common Stock Class B Common Stock
--------------------------------------------- ----------------------
Issued Held in Treasury Outstanding Issued and Outstanding
--------- -------------------- ----------- ----------------------
<S> <C> <C> <C> <C>
Balance at December 31, 1996.................... 1,376,188 (170,068) 1,206,120 783,755
Conversions of Class A Common Stock
to Class B Common Stock..................... (1,430) -- (1,430) 42,900
-------- -------- --------- -------
Balance at March 31, 1997....................... 1,374,758 (170,068) 1,204,690 826,655
========= ======== ========= =======
</TABLE>
NOTE 4. INVESTMENTS IN SECURITIES WITH FIXED MATURITIES
Data with respect to investments in securities with fixed maturities (other
than securities with fixed maturities held by finance businesses -- See Note 7)
are shown in the tabulation below (in millions).
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
---------- ------------
<S> <C> <C>
Amortized cost....................................... $6,040.1 $6,142.3
Gross unrealized gains............................... 292.9 318.4
Gross unrealized losses.............................. (30.3) (13.8)
--------- ---------
Estimated fair value................................. $6,302.7 $6,446.9
======== ========
</TABLE>
6
<PAGE> 8
FORM 10-Q
BERKSHIRE HATHAWAY INC. Q/E 3/31/97
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
NOTE 5. INVESTMENTS IN EQUITY SECURITIES
Data with respect to investments in equity securities are shown in the
tabulation below (in millions). Individual investments whose fair values exceed
ten percent of consolidated shareholders' equity at March 31, 1997 and December
31, 1996 are listed separately.
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
----------- ------------
<S> <C> <C>
Total cost............................................... $ 9,060.3 $ 9,152.0
Gross unrealized gains................................... 19,409.7 18,621.0
Gross unrealized losses.................................. (29.3) (22.4)
---------- ----------
Total fair value......................................... $28,440.7 $27,750.6
========= =========
Fair value:
American Express Company............................... $ 2,961.2 $ 2,794.3
The Coca-Cola Company.................................. 11,150.0 10,525.0
The Gillette Company................................... 3,486.0 3,732.0
All others............................................. 10,843.5 10,699.3
--------- ---------
Total.................................................. $28,440.7 $27,750.6
========= =========
</TABLE>
NOTE 6. DEFERRED INCOME TAX LIABILITY
The tax effects of significant items comprising the Company's net deferred
tax liability as of March 31, 1997 and December 31, 1996 are as follows (in
millions):
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
----------- ------------
<S> <C> <C>
Deferred tax liabilities:
Relating to unrealized appreciation of investments....... $6,880.0 $6,620.6
Other.................................................... 843.2 860.9
-------- ---------
7,723.2 7,481.5
Deferred tax assets.......................................... (654.7) (602.8)
-------- --------
Net deferred tax liability............................... $7,068.5 $6,878.7
======== ========
</TABLE>
NOTE 7. FINANCE BUSINESSES
Assets and liabilities of Berkshire's finance businesses are summarized
below (in millions).
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
----------- ------------
<S> <C> <C>
Assets
Cash and cash equivalents................................ $ 16.5 $ 10.5
Installment loans and other receivables.................. 223.7 215.9
Fixed maturity investments............................... 789.8 742.4
--------- --------
$ 1,030.0 $ 968.8
========= ========
Liabilities
Borrowings under investment agreements and other debt.... $ 365.6 $381.3
Annuity reserves and policyholder liabilities............ 500.0 434.8
Other.................................................... 43.5 35.2
--------- --------
$ 909.1 $ 851.3
========= ========
</TABLE>
7
<PAGE> 9
FORM 10-Q
BERKSHIRE HATHAWAY INC. Q/E 3/31/97
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
NOTE 7. FINANCE BUSINESSES (CONTINUED)
The preceding summarized financial data includes the commercial and consumer
finance activities conducted by the Scott Fetzer Financial Group and its
subsidiaries. Assets and liabilities of these businesses are summarized below
(in millions).
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
-------- -----------
ASSETS
<S> <C> <C>
Cash and cash equivalents......................................... $ 12.7 $ 6.4
Installment loans and other receivables *......................... 214.0 233.0
Mortgage-backed securities, at cost .............................. 135.4 145.5
------ ------
$362.1 $384.9
====== ======
LIABILITIES
Borrowings under investment agreements and other debt............. $298.4 $320.8
Other............................................................. 27.6 29.7
------- -------
$326.0 $350.5
====== ======
</TABLE>
* Includes receivables from affiliated companies of $73.2 million and $85.1
million at March 31, 1997 and December 31, 1996, respectively.
Net income from Scott Fetzer Financial Group businesses for the first
quarter 1997 and 1996 is summarized below (in millions).
<TABLE>
<CAPTION>
First Quarter
----------------------
1997 1996
----- -----
<S> <C> <C>
Revenues............................................... $12.5 $15.9
Costs and expenses..................................... 10.2 13.1
----- -----
Income before income taxes............................. 2.3 2.8
Income taxes........................................... 0.8 0.9
----- -----
Net income............................................. $ 1.5 $ 1.9
===== =====
</TABLE>
NOTE 8. UNREALIZED APPRECIATION OF INVESTMENTS
Changes in "Unrealized appreciation of investments", the balance of which is
carried in shareholders' equity, were as follows during the first quarter of
1997 and 1996 (in millions):
<TABLE>
<CAPTION>
First Quarter
---------------------------
1997 1996
--------- ---------
<S> <C> <C>
Increase (decrease) in unrealized appreciation.............. $ 739.7 $ (415.2)
(Increase) decrease in deemed applicable income taxes....... (259.5) 128.7
Increase in minority shareholders' interest................. (1.2) (2.9)
--------- --------
Net increase (decrease).................................. 479.0 (289.4)
Balance at beginning of year............................... 12,143.9 9,220.7
--------- --------
Balance at end of first quarter............................ $12,622.9 $8,931.3
========= ========
</TABLE>
8
<PAGE> 10
FORM 10-Q
BERKSHIRE HATHAWAY INC. Q/E 3/31/97
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS
Net earnings for the first quarter of the current and prior year are
summarized in the following table. Amounts are in millions and each figure is
income tax effected.
<TABLE>
<CAPTION>
First Quarter
-----------------------------
1997 1996
----------- ----------
<S> <C> <C>
Insurance, except realized investment gain................... $211.2 $ 128.6
Manufacturing, merchandising and services.................... 61.6 39.9
Unallocated income/expense, net.............................. 6.1 7.1
Interest expense *........................................... (15.8) (15.4)
------- --------
Earnings before realized investment gain................. 263.1 160.2
Realized investment gain..................................... 21.3 1,508.5
------- --------
Net earnings............................................. $284.4 $1,668.7
======= ========
</TABLE>
* For purposes of the above table, interest expense of finance businesses is
netted against the directly related service activity revenues.
INSURANCE GROUP
The after tax figures shown above for Insurance Group earnings, except
realized investment gain, are aggregated in the following table. Dollar amounts
are in millions.
<TABLE>
<CAPTION>
First Quarter
---------------------
1997 1996
------- ------
<S> <C> <C>
Premiums earned from:
Direct insurance......................................... $884.5 $805.8
Reinsurance assumed...................................... 98.5 116.1
------ ------
$983.0 $921.9
====== ======
Underwriting gain (loss) attributable to:
Direct insurance......................................... $ 77.4 $ 40.1
Reinsurance assumed...................................... (6.8) (17.8)
------- ------
Total underwriting gain................................ 70.6 22.3
Net investment income........................................ 216.9 153.0
Goodwill amortization *...................................... (10.5) (10.8)
------- ------
Earnings before income taxes........................... 277.0 164.5
Income tax expense........................................... 63.6 33.9
Minority interest............................................ 2.2 2.0
------ ------
Net earnings from Insurance,
except realized investment gain..................... $211.2 $128.6
====== ======
</TABLE>
* Principally related to the GEICO merger.
In direct insurance activities, Insurance Group members assume risks of loss
from parties who are directly subject to the risks. In reinsurance activities,
the members assume defined portions of similar or dissimilar risks to which
other insurers or reinsurers have subjected themselves in their own insuring
activities.
In January 1996, GEICO became a wholly-owned subsidiary of Berkshire. (See
Notes to Interim Consolidated Financial Statements for additional information
regarding this acquisition.) GEICO, through its subsidiaries, provides primarily
private passenger automobile coverages to insureds in 48 states and the District
of Columbia. GEICO policies are marketed mainly by direct response methods, in
which customers apply for coverage directly to the company over the telephone or
through the mail. This is a significant element in GEICO's strategy to be a low
cost provider of such coverages. Since 1995, GEICO has substantially reduced the
amounts of homeowners and boat insurance offered and plans to fully exit those
lines of business by 1999.
9
<PAGE> 11
FORM 10-Q
BERKSHIRE HATHAWAY INC. Q/E 3/31/97
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS. (CONTINUED)
INSURANCE GROUP (Continued)
Insurance premiums earned during the first quarter by GEICO were $814.5
million in 1997 and $740.2 million in 1996. Earned premium growth for voluntary
auto business was 16.6%, reflecting a 12.7% increase in policies-in-force during
the past year and very modest rate increases. In-force policy growth over the
last twelve months was 9.2% in GEICO's preferred-risk auto business and 40.1% in
the standard and non-standard auto lines as efforts have been expanded to offer
rate quotes to potential customers who do not meet GEICO preferred-risk
underwriting guidelines. Voluntary auto new business sales increased 70.8% over
1996's first quarter. The growth in voluntary auto business was partially offset
by declines in premiums generated from non-auto and residual auto insurance
coverages. Increased premiums earned are expected for the remainder of 1997 from
GEICO's private passenger automobile insurance businesses.
The net underwriting gains produced by GEICO for the first quarter of 1997
and 1996 were $70.0 million and $29.9 million, respectively. GEICO's first
quarter underwriting results included charges for catastrophe losses of
approximately $1 million in 1997 and $26 million in 1996. Most of the first
quarter 1996 catastrophe losses derived from homeowner losses associated with
the January 1996 east coast blizzard. First quarter underwriting results in 1997
also benefitted from relatively mild winter weather conditions that resulted in
a reduced frequency of automobile physical damage claims.
Other direct insurance premiums earned totaled $70.0 million for the first
quarter of 1997 and $65.6 million for the first quarter of 1996. Increased
premiums earned by the "Homestate" and credit card credit insurance businesses
were partially offset by declines in the traditional commercial motor vehicle,
general liability and specialty risk operations. Collectively, these other
direct insurance businesses produced first quarter net underwriting gains of
$7.4 million in 1997 and $10.2 million in 1996.
Reinsurance premiums earned for the first quarter of 1997 were $98.5 million
compared to $116.1 million for the first quarter of 1996. A decline in the
comparative first quarter premiums earned from catastrophe excess-of-loss
policies more than offset a comparative increase in premiums earned from other
reinsurance contracts.
First quarter underwriting gains of $15.5 million from catastrophe
reinsurance coverages in 1997 were basically unchanged from 1996 as lower
amounts of catastrophe losses and underwriting expenses offset the decline in
premiums earned. Underwriting losses from non-catastrophe reinsurance policies
for the first quarter of 1997 were approximately $10 million less than the first
quarter of 1996.
Considerable exposure to catastrophe losses existed as of March 31, 1997
with respect to Berkshire's reinsurance business. In addition, a catastrophe
reinsurance policy with the California Earthquake Authority ("CEA") became
effective on April 1, 1997. The CEA policy provides aggregate protection of
about $1 billion and will be called upon if the CEA incurs aggregate losses from
earthquakes in excess of about $5 billion during the four year period ending
March 31, 2001. Thus, the potential remains for extreme volatility in the
periodic underwriting results of Berkshire's reinsurance business.
The Insurance Group's net investment income during the first quarter of 1997
included approximately $54.2 million of dividends earned from its investment in
US Airways cumulative convertible preferred stock ("US Airways Preferred
Shares"). No dividends were earned from US Airways Preferred Shares during the
first quarter of 1996. The 1997 amount included receipt of approximately $46
million of dividends in arrears and the regular quarterly dividend ($8 million)
payable on March 31, 1997. As of March 31, no additional dividend amounts were
in arrears with respect to the US Airways Preferred Shares.
The Insurance Group continues to generate significant levels of investment
income, reflecting large levels of invested assets. Invested assets derive from
shareholder capital and reinvested earnings as well as substantial amounts of
policyholder funds ("float") generated through insurance and reinsurance
underwriting activities. Float, the amount of policyholder funds invested,
approximated $7 billion at March 31, 1997.
10
<PAGE> 12
FORM 10-Q
BERKSHIRE HATHAWAY INC. Q/E 3/31/97
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS. (CONTINUED)
MANUFACTURING, MERCHANDISING AND SERVICES
Results of operations of Berkshire's diverse non-insurance businesses are
aggregated in the following table. Dollar amounts are in millions.
<TABLE>
<CAPTION>
First Quarter
--------------------------------------
1997 1996
------------------ -----------------
Amount % Amount %
--------- ----- --------- -----
<S> <C> <C> <C> <C>
Revenues..................................................... $832.5 100.0 $706.9 100.0
Costs and expenses........................................... 728.7 87.6 638.9 90.4
------ ----- ------ -----
Earnings before income taxes................................. 103.8 12.4 68.0 9.6
Applicable income taxes...................................... 41.1 4.9 27.3 3.9
Applicable minority interest................................. 1.1 0.1 0.8 0.1
----- ---- ------- ------
Net earnings................................................. $61.6 7.4 $ 39.9 5.6
===== ==== ====== =====
</TABLE>
Revenues from these several and diverse business activities during 1997's
first quarter were greater by $125.6 million (17.8%) than revenues recorded
during the corresponding 1996 period. The increase is primarily due to the
acquisition at the end of 1996 of FlightSafety International, Inc.
("FlightSafety"). FlightSafety provides high technology training to operators of
aircraft and ships throughout the world. (See Notes to Interim Consolidated
Financial Statements for additional information regarding this acquisition).
Also influencing the increase is the fact that See's candy sales benefitted from
Easter falling in the first quarter during 1997 whereas in 1996, the holiday
fell in the second quarter.
Net earnings from this group of businesses were greater by $21.7 million
(54.4%) than net earnings reported in the corresponding prior year period. The
inclusion of FlightSafety's results during 1997 and the impact on revenues at
See's due to the timing of the Easter holiday are primarily responsible for the
improved results.
REALIZED INVESTMENT GAIN/LOSS
Realized investment gain/loss has been a recurring element in Berkshire's
net earnings for many years. The amount -- recorded when securities are sold,
other than temporarily impaired or in certain situations, as required by GAAP,
when investments are marked-to-market with a corresponding gain or loss included
in earnings -- may fluctuate significantly from period to period, with a
meaningful effect upon Berkshire's consolidated net earnings. However, the
amount of realized investment gain or loss for any given period has no
predictive value, and variations in amount from period to period have no
practical analytical value, particularly in view of the net unrealized price
appreciation now existing in Berkshire's consolidated investment portfolio.
The 1996 Consolidated Statement of Earnings reflects a pre-tax realized
investment gain of $2.3 billion ($1.5 billion after tax). Most of this gain
resulted from The Walt Disney Company's ("Disney") acquisition of Capital
Cities/ABC, Inc. ("Capital Cities"). Prior to the acquisition, subsidiaries of
Berkshire owned common stock of Capital Cities which had been acquired in 1986
for an aggregate cost of $345.0 million. In exchange for the Capital Cities
common stock, Berkshire subsidiaries received cash and Disney common stock
having an aggregate value of $2.5 billion.
While the realized gain had a material impact on Berkshire's 1996 reported
earnings, it had a very minor impact on Berkshire's shareholders' equity.
Berkshire records its investments at market value and the appreciation in the
Capital Cities stock had been previously reflected as a component of
shareholders' equity in periods prior to 1996's first quarter.
FINANCIAL CONDITION
Berkshire's balance sheet continues to reflect significant liquidity and
above average capital strength. Shareholders' equity at March 31, 1997, was
$24.2 billion or $19,631 per equivalent share of Class A Common Stock. Over the
past twelve months, net book value per share has grown by 29.3%.
11
<PAGE> 13
FORM 10-Q
BERKSHIRE HATHAWAY INC. Q/E 3/31/97
PART II OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Exhibit 27 -- Financial Data Schedule
SIGNATURE
Pursuant to the requirement of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
BERKSHIRE HATHAWAY INC.
-----------------------
(Registrant)
Date May 14, 1997 /s/ Marc D. Hamburg
------------------------------
(Signature)
Marc D. Hamburg, Vice President
and Principal Financial Officer
12
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
REGISTRANT'S FINANCIAL STATEMENTS AND RELATED NOTES CONTAINED IN FORM 10-Q AS
FILED HEREWITH, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS AND RELATED NOTES.
</LEGEND>
<MULTIPLIER> 1,000,000
<CURRENCY> US-DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<EXCHANGE-RATE> 1
<CASH> 1,113
<SECURITIES> 34,743
<RECEIVABLES> 1,857
<ALLOWANCES> 0
<INVENTORY> 639
<CURRENT-ASSETS> 0
<PP&E> 1,041
<DEPRECIATION> 0
<TOTAL-ASSETS> 44,137
<CURRENT-LIABILITIES> 0
<BONDS> 1,848
0
0
<COMMON> 7
<OTHER-SE> 24,183
<TOTAL-LIABILITY-AND-EQUITY> 44,137
<SALES> 818
<TOTAL-REVENUES> 1,807
<CGS> 450
<TOTAL-COSTS> 1,362
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 28
<INCOME-PRETAX> 398
<INCOME-TAX> 110
<INCOME-CONTINUING> 284
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 284
<EPS-PRIMARY> 231
<EPS-DILUTED> 231
</TABLE>
