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EXHIBIT (a)(5)
OFFER TO PURCHASE FOR CASH
All Outstanding Shares of Common Stock
of
Justin Industries, Inc.
at
$22.00 Net per Share
by
J Acquisition Corp.
a wholly owned subsidiary of
Berkshire Hathaway Inc.
THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY
TIME, ON TUESDAY, JULY 25, 2000, UNLESS THE OFFER IS EXTENDED.
June 27, 2000
To Our Clients:
Enclosed for your consideration are the Offer to Purchase dated June 27,
2000 and the related Letter of Transmittal (which, together with any
amendments or supplements thereto, collectively constitute the "Offer") in
connection with the offer by J Acquisition Corp., a Texas corporation
("Purchaser") and a wholly owned subsidiary of Berkshire Hathaway Inc., a
Delaware corporation ("Parent"), to purchase for cash all outstanding shares
of Common Stock, par value $2.50 per share (together with the associated
common stock purchase rights (the "Rights") issued pursuant to the Rights
Agreement, dated as of October 6, 1989, as amended from time to time, between
the Company and The Bank of New York, as Rights Agent, the "Shares"), of
Justin Industries Inc., a Texas corporation (the "Company"). We are the holder
of record of Shares held for your account. A tender of such Shares can be made
only by us as the holder of record and pursuant to your instructions. The
enclosed Letter of Transmittal is furnished to you for your information only
and cannot be used by you to tender Shares held by us for your account.
We request instructions as to whether you wish us to tender any or all of
the Shares held by us for your account, upon the terms and subject to the
conditions set forth in the Offer.
Your attention is invited to the following:
1. The offer price is $22.00 per Share, net to you in cash without interest.
2. The Offer is being made for all outstanding Shares.
3. The Board of Directors of the Company has unanimously determined that the
Offer and the Merger (as defined in the Merger Agreement) are fair to, and in
the best interests of, the Company and its stockholders, has unanimously
approved the Merger Agreement (as defined in the Offer to Purchase) and the
transactions contemplated thereby, including the Offer and the Merger, and
unanimously recommends that stockholders accept the Offer and tender all of
their Shares pursuant thereto.
4. The Offer and withdrawal rights will expire at 12:00 midnight, New York
City time, on Tuesday, July 25, 2000, unless the Offer is extended.
5. The Offer is conditioned upon, among other things, there being validly
tendered and not withdrawn prior to the Expiration Date (as defined in the
Offer to Purchase) that number of Shares which (together with all
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Shares owned by Parent, Purchaser or their affiliates) constitutes sixty-seven
percent of the Shares outstanding on a fully-diluted basis on the date Shares
are accepted for payment. The Offer is also subject to other conditions set
forth in the Offer to Purchase. See Section 14 of the Offer to Purchase.
6. Any stock transfer taxes applicable to the sale of Shares to Purchaser
pursuant to the Offer will be paid by Purchaser, except as otherwise provided
in Instruction 6 of the Letter of Transmittal.
Purchaser is not aware of any jurisdiction where the making of the Offer is
prohibited by any administrative or judicial action pursuant to any valid
state statute. In any jurisdiction in which the securities, blue sky or other
laws require the Offer to be made by a licensed broker or dealer, the Offer
will be made on behalf of Purchaser by one or more registered brokers or
dealers licensed under the laws of such jurisdiction.
If you wish to have us tender any or all of your Shares, please so instruct
us by completing, executing and returning to us the instruction form set forth
on the reverse side of this letter. An envelope to return your instructions to
us is enclosed. If you authorize the tender of your Shares, all such Shares
will be tendered unless otherwise specified on the reverse side of this
letter. Your instructions should be forwarded to us in sufficient time to
permit us to submit a tender on your behalf prior to the expiration of the
Offer.
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INSTRUCTIONS WITH RESPECT TO THE
Offer to Purchase for Cash
All Outstanding Shares of Common Stock
of
Justin Industries, Inc.
The undersigned acknowledge(s) receipt of your letter and the enclosed Offer
to Purchase dated June 27, 2000 and the related Letter of Transmittal in
connection with the Offer by J Acquisition Corp., a Texas corporation and a
wholly owned subsidiary of Berkshire Hathaway Inc., a Delaware corporation, to
purchase all outstanding shares of Common Stock, par value $2.50 per share
(together with the associated common stock purchase rights (the "Rights")
issued pursuant to the Rights Agreement, dated as of October 6, 1989, as
amended from time to time, between the Company and The Bank of New York, as
Rights Agent, the "Shares"), of Justin Industries, Inc., a Texas corporation.
This will instruct you to tender the number of Shares indicated below (or if
no number is indicated below, all Shares) held by you for the account of the
undersigned, upon the terms and subject to the conditions set forth in the
Offer.
Number of Shares to be tendered:*
_______________________________Shares
Dated: ________________________, 2000 _____________________________________
_____________________________________
Signature(s)
_______________________________________________________________________________
Print Name(s)
_______________________________________________________________________________
Address(es)
_______________________________________________________________________________
Area Code and Telephone Number
_______________________________________________________________________________
Tax ID or Social Security Number
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* Unless otherwise indicated, it will be assumed that all Shares held by us
for your account are to be tendered.
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