Category: Acquisitions

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Commentary: Akzo Nobel and Axalta Coatings Merger Would Benefit Berkshire Hathaway

(BRK.A), (BRK.B)

A possible merger between Akzo Nobel NV and Axalta Coating Systems would give Berkshire Hathaway a major stake in a world-leader in the coatings market.

The Dutch coatings company Akzo Nobel is reportedly in the discussion stage with Philadelphia-based Axalta on a deal that could create a $30 billion coatings behemoth. The discussions have been described as a “merger of equals’ even though Axalta is the smaller of the two companies.

One of the benefits for Akzo Nobel would be to make it too large for takeover by other coasting companies, including PPG Industries.

The potential merger has already benefited Berkshire, as shares in Axalta soared 17% to Friday’s closing price of $33.15 on news of the discussions.

Berkshire currently owns 23,324,000 shares of Axalta, which is approximately 9.59% of the company, and has a value of roughly $745,668,263. 20 million of its stake was purchased in April of 2015 from The Carlyle Group for an aggregate purchase price of $560 million, or $28.00 per share.

Axalta was founded in 1866 as Herberts, the original producer of Standox paint products. Spun off of DuPont Performance Coatings in 2013, it was sold to The Carlyle Group and renamed Axalta Coating Systems. Today the company is a leader in coatings for commercial vehicles.

When Berkshire took its stake in Axalta back in 2015, the company looked like a possible merger candidate with Berkshire’s Lubrizol. However, Berkshire’s never been shy about owning significant minority stakes in companies if they are purchased at favorable prices.

Such is the case with Axalta.

© 2017 David Mazor

Disclosure: David Mazor is a freelance writer focusing on Berkshire Hathaway. The author is long in Berkshire Hathaway, and this article is not a recommendation on whether to buy or sell the stock. The information contained in this article should not be construed as personalized or individualized investment advice. Past performance is no guarantee of future results

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Acquisitions Berkshire Hathaway Energy Commentary

Commentary: Could the Door Open Again for a Berkshire Acquisition of Oncor?

(BRK.A), (BRK.B)

Berkshire Hathaway’s ongoing interest in acquiring Oncor Electric Delivery might still have a chance, if only a faint one.

Sempra Energy, which this August outbid Berkshire for Oncor, is running into some of the same resistance that torpedoed the last two attempts to acquire what is the largest distribution and transmission system in Texas.

Sempra’s $9.45 billion bid won out after Berkshire refused to get into a bidding war and stood firm on its $9 billion all-cash consideration that implied an equity value of approximately $11.25 billion for 100% of Oncor.

Now, San Diego-based Sempra has to gain the approval of the Public Utility Commission of Texas, and Commissioner Ken Anderson is raising concerns on the amount of money Sempra will have to raise in order to finance the deal and the credit rating of the company.

The PUC has to rule on whether the Sepra deal is in the public’s interest, and on October 5, Moody’s Investors Service issued a comment titled “Sempra Energy: Revised structure for EFH/Oncor acquisition reduces complexity but transaction remains credit negative.”

Credit negative is not the case with Berkshire. Certainly, financing a deal is not a problem for Berkshire, as it is sitting on over $100 billion in cash that it has been hard-pressed to invest as of late.

Commissioner Anderson’s concern is a valid one, as Oncor has been mired in the decade long financial morass that found its parent company Energy Future Holdings Corp. in bankruptcy after being loaded with $40 billion in debt from a leveraged buy-out engineered by private equity firms KKR & Co. and TPG.

While it’s a longshot that Berkshire can get another shot at Oncor, perhaps a very long shot, the one thing Texas ratepayers need at this point is financial stability.

© 2017 David Mazor

Disclosure: David Mazor is a freelance writer focusing on Berkshire Hathaway. The author is long in Berkshire Hathaway, and this article is not a recommendation on whether to buy or sell the stock. The information contained in this article should not be construed as personalized or individualized investment advice. Past performance is no guarantee of future results.

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Acquisitions Kraft Heinz Minority Stock Positions Stock Portfolio

Kraft Heinz Buys Cerebos Brands from Suntory

(BRK.A), (BRK.B)

Kraft Heinz is expanding its brands marketed in Australia and New Zealand with its purchase of the Cerebos food and instant coffee business from Japan’s Suntory Group.

The purchase price will be A$290 million and includes popular brands such as the Gravox gravies, which is one of the all-time great Australian brands, and traces its roots back to 1917.

Cerebos’ Food & Instant Coffee business includes iconic food brands in Australia and New Zealand such as Fountain, Gravox, Saxa, Foster Clark’s, Gregg’s, Bisto, Raro and Asian Home Gourmet. The business has market-leading brands across a number of categories including sauces, gravies, herbs & spices, salt, condiments, Asian sauces, desserts and cooking ingredients.

The sale agreement does not include the Cerebos Fresh Coffee business in Australia/New Zealand, which SBF will retain.

Cerebos Australia and New Zealand is a trans-Tasman integration of two companies, Cerebos (Australia) Limited and Cerebos Gregg’s Limited in New Zealand. Our parent company, Cerebos Pacific Limited, is based in Singapore and has been wholly owned by Suntory Limited, a Japanese global food and beverage group. Within this structure, the companies have operated with a great deal of autonomy.

Kraft Heinz is the fifth-largest food and beverage company in the world and has a strong platform in Australia and New Zealand, with a staple of well-known brands such as Heinz, Kraft, Wattie’s, Eta and Golden Circle in categories including beans & spaghetti, sauces, soups, sauces & dressings and many others.

Bruno Lino, CEO of Kraft Heinz Australia and New Zealand, who will lead the combined business, said: “The transaction provides an exciting opportunity for Kraft Heinz to expand its portfolio into complementary categories, stretching the footprint of Cerebos’ brands into new categories and markets.”

“In addition to the iconic local brands, Cerebos has a strong team that will play an important role in our future growth. This transaction reinforces our commitment and long-term plan to the Australia and New Zealand markets in addition to our significant investment in the Kraft brand for 2018. We will continue investing in our brands, factories and our employees to meet consumer needs and expectations,” he said.

Terry Svenson, CEO of Cerebos Australia/New Zealand, said the company was pleased with the outcome of the transaction.

“As we announced in April 2017, the Food & Instant Coffee business has a number of market-leading brands across Australia and New Zealand and has made significant progress in recent years, particularly in relation to improvements in manufacturing efficiency. However, Food & Instant Coffee is not a core focus category for SBF and we believe this business can be maximised under different ownership. The Food & Instant Coffee business will now have opportunities to leverage Kraft Heinz’s operations to grow the business further.”

The transaction is scheduled to close in the first quarter of 2018, subject to regulatory approvals.

© 2017 David Mazor

Disclosure: David Mazor is a freelance writer focusing on Berkshire Hathaway. The author is long in Berkshire Hathaway, and this article is not a recommendation on whether to buy or sell the stock. The information contained in this article should not be construed as personalized or individualized investment advice. Past performance is no guarantee of future results.

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Acquisitions Insurance

BHIIL & MedPro Group Acquire Leading UK Provider of Contractual Medical Indemnity Insurance

(BRK.A), (BRK.B)

Berkshire Hathaway International Insurance Limited (BHIIL) and MedPro Group Inc. (MedPro) have announced the addition of Premium Medical Protection Ltd. (PMP) to the Berkshire Hathaway group of healthcare liability companies.

BHIIL, MedPro and PMP have been working together since 2014 to deliver industry-leading contractual medical indemnity insurance and patient safety & risk management solutions to UK private practice consultants and surgeons. Subject to regulatory approvals, this transaction is expected to close by year-end.

“PMP was created nearly a decade ago to provide UK consultants and surgeons with the best contractual medical indemnity insurance and patient safety solutions available,” said Juliet Bentley, PMP’s founder & CEO. “Our combination of top customer service, winning defence and leading contractual insurance protections have resulted in delighted customers and sustained PMP growth. Joining BHIIL/MedPro Group in the Berkshire Hathaway group of companies offering healthcare liability solutions continues our mission and allows us to further expand our capabilities and services to even more healthcare providers throughout the UK.”

With offices in Leamington Spa, Glasgow and London, PMP and its BHIIL/MedPro partners serve nearly 2000 private practice consultants and surgeons throughout the UK. Ms. Bentley will remain as president, and its employees and operations will continue as is, and PMP and BHIIL/MedPro will work together to ensure all customers continue to receive the best service and solutions.

“We are delighted to be able to work even more closely with PMP, and – with this acquisition – further highlight and strengthen the Group’s commitment to the UK medical malpractice market,” commented BHIIL/MedPro International Vice President John Bartlett. “The Group will be a great home for PMP and its dedicated employees.”

MedPro Group CEO Tim Kenesey added: “For over a century, MedPro has been the leading defender of the reputations and assets of USA healthcare providers. The collaboration with our BHIIL affiliate and others has resulted in new and improved insurance options for Europe’s healthcare providers. With PMP joining BHIIL/MedPro, we expect to grow our over $US 90 million international business and – most importantly – continue to expand our offerings and solutions to more healthcare providers.”

© 2017 David Mazor

Disclosure: David Mazor is a freelance writer focusing on Berkshire Hathaway. The author is long in Berkshire Hathaway, and this article is not a recommendation on whether to buy or sell the stock. The information contained in this article should not be construed as personalized or individualized investment advice. Past performance is no guarantee of future results.

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Acquisitions Warren Buffett

Berkshire Hathaway Takes Major Stake in Pilot Flying J Travel Centers

(BRK.A), (BRK.B)

Berkshire Hathaway has made a $2.76 billion investment in Pilot Travel Centers.

The Haslam family will continue to own a majority of Pilot Flying J and Jimmy Haslam will remain as chief executive officer. Pilot Flying J President Ken Parent and the Company’s management team will also remain in place. The Company will continue to be headquartered in Knoxville, Tennessee.

Under the terms of the agreement, Berkshire will become the majority owner in five years.

Pilot Flying J is the largest operator of travel centers in North America, with more than 27,000 team members, 750 locations across the U.S. and Canada, and more than $20 billion in revenues.

The investment will expand Pilot Flying J’s opportunities for growth, as the Company remains committed to delivering outstanding service for the trucking industry, professional drivers, local communities and interstate travelers across North America.

Berkshire will initially acquire a 38.6 percent equity stake in Pilot Flying J. The Haslam family will continue to hold a majority interest with 50.1 percent ownership in the Company and FJ Management, Inc., owned by the Maggelet family, will retain 11.3 percent ownership until 2023.

In 2023, Berkshire will become the majority shareholder by acquiring an additional 41.4 percent equity stake and the Haslam family will retain 20 percent ownership in the Company and remain involved with Pilot Flying J.

“Pilot Flying J is built on a longstanding tradition of excellence and an unrivaled commitment to serving North America’s drivers,” said Warren Buffett, chairman, president and CEO of Berkshire Hathaway. “Jimmy Haslam and his team have created an industry leader and a key enabler of the nation’s economy. The Company has a smart growth strategy in place and we look forward to a partnership that supports the trucking industry for years to come.”

“Given the impeccable reputation of Warren Buffett’s Berkshire Hathaway, and our shared vision and values, we decided this was an ideal opportunity,” said Jimmy Haslam, CEO of Pilot Flying J. “As a family business that has evolved and prospered over the last six decades, we knew that any potential partner would need to share our commitment and have a proven track record as a long-term investor. We have that in Berkshire Hathaway – they believe in our strategy, support our team and are excited to see Pilot Flying J grow. We are honored and humbled to partner with them.”

In an interview on CNBC, Jimmy Haslam cited Warren Buffett’s focus on being “long term investors,” and its “hands-off approach,” as the reason they were attracted to doing the deal with Berkshire.

© 2017 David Mazor

Disclosure: David Mazor is a freelance writer focusing on Berkshire Hathaway. The author is long in Berkshire Hathaway, and this article is not a recommendation on whether to buy or sell the stock. The information contained in this article should not be construed as personalized or individualized investment advice. Past performance is no guarantee of future results.

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Acquisitions HomeServices of America

HomeServices of America Acquires Largest Private Residential Real Estate Company in the United States

(BRK.A), (BRK.B)

Berkshire Hathaway’s HomeServices of America, Inc. has acquired The Long & Foster Companies, Inc., the largest private residential real estate company in the United States by sales volume.

The acquisition includes Long & Foster’s family of companies, including Long & Foster Real Estate and its market-leading affiliated business lines in mortgage, settlement services, insurance, and property management. Financial terms of the transaction were not disclosed.

In 2016, Long & Foster Real Estate had nearly $29 billion in sales volume and more than 81,000 home sale transactions; Prosperity Mortgage originated $3.3 billion in home loans, representing nearly 12,000 mortgages; Long & Foster’s settlement services companies closed over 20,000 title and escrow transactions; and Long & Foster Insurance issued approximately 8,300 property and casualty insurance policies.

Headquartered in Chantilly, Virginia, Long & Foster Real Estate is the largest independent residential real estate brand by volume and the second largest independent brand by units according to the 2017 REAL Trends 500 report.

The company has approximately 11,000 agents in over 230 offices serving buyers and sellers in major markets across the Mid-Atlantic and beyond, including Virginia, Maryland, the District of Columbia, West Virginia, North Carolina, Pennsylvania, Delaware, and New Jersey.

Founded in 1968 by Wes Foster and Henry Long, Long & Foster’s family of companies has grown to become one of the nation’s foremost real estate and financial services companies. The Long & Foster name is synonymous with providing clients the highest level of customer service, local expertise, and resources, all delivered by a team of knowledgeable agents using the firm’s renowned innovative technologies and data-driven insights.

Wes Foster will remain with the company as Chairman Emeritus. Jeff Detwiler, Long & Foster’s current president and chief operating officer, will assume the role of chief executive officer and, together with the existing team of enterprise and business line leaders, will oversee growth initiatives and continue to manage day-to-day operations.

© 2017 David Mazor

Disclosure: David Mazor is a freelance writer focusing on Berkshire Hathaway. The author is long in Berkshire Hathaway, and this article is not a recommendation on whether to buy or sell the stock. The information contained in this article should not be construed as personalized or individualized investment advice. Past performance is no guarantee of future results.

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Acquisitions Berkshire Hathaway Energy Commentary Warren Buffett

Commentary: It’s All in the Cards Monday for Berkshire’s Oncor Bid

(BRK.A), (BRK.B)

Monday’s hearing before Judge Christopher Sontchi in U.S. Bankruptcy Court in Delaware, could decide the fate of Berkshire Hathaway’s $9 billion bid for Oncor Electric Delivery. It’s the latest round of a high stakes poker game that has seen all the players trying to strengthen their hands.

For Berkshire, the key to whether it wins the right to acquire the utility may not just be whether Warren Buffett can prevail over Paul Singer’s Elliot Management, but also the judge’s response to a third bid offering $9.45 billion, which is said to be coming from Sempra Energy of San Diego.

Paul Singer and Elliot Management’s strong hand comes from its status as the largest owner of every class of impaired debt. The hedge fund recently purchased $60 million of leveraged buyout notes to cement that status. And, while Singer has talked of putting together a bid to top Buffett’s offer, he could just as well side with Sempra’s offer.

Another Player Comes to the Table

Sempra Energy could have a strong hand of its own, as it is a credible bidder. Sempra was created in 1998 by a merger of parent companies of two long-established, and highly respected, investor-owned utilities — Los Angeles-based Pacific Enterprises, the parent company of Southern California Gas Co., and Enova Corporation, the parent company of San Diego Gas & Electric by a merger of parent companies of two long-established, and highly respected, investor-owned utilities — Los Angeles-based Pacific Enterprises, the parent company of Southern California Gas Co., and Enova Corporation, the parent company of San Diego Gas & Electric. Today it has 16,000 employees and serves 32 million customers worldwide.

Is the Key the Support of the Stakeholders?

Berkshire’s aces come from an approach that has focused on lining up support from the stakeholders that receive power from Oncor. Five key Texas stakeholder groups have all endorsed Berkshire’s bid.

On Friday, Berkshire Hathaway Energy announced that the Staff of the Public Utility Commission of Texas, Office of Public Utility Counsel, Steering Committee of Cities Served by Oncor, the Texas Industrial Energy Consumers and the IBEW Local 69 have entered into a settlement agreement with Berkshire Hathaway Energy.

The agreement resolved all issues in Berkshire Hathaway Energy’s acquisition of Oncor.

By entering into the settlement, the parties agreed that the acquisition is in the public interest, meets the statutory standards and will bring substantial benefits to Oncor and its customers. The parties to the agreement ask the Public Utility Commission of Texas to approve the acquisition consistent with the enhanced commitments in the agreement.

Will Berkshire Raise its Offer?

Both Greg Abel, Berkshire Hathaway Energy chairman and CEO, and Warren Buffett, have stated the company will stand firm on its $9 billion offer to acquire 80% of Oncor and will not be increasing its offer. Berkshire will collect a $270 termination fee if its offer is rejected.

Berkshire is hoping that in the end Judge Sontchi is persuaded by the support of 12 key stakeholder groups across Texas for Berkshire’s bid.

“The strong coalition of stakeholders consistently express the appropriate concerns and necessary protections for Oncor and its customers,” said Abel. “We stand ready to deliver on and exceed the regulatory commitments

In any case, Monday is looking like the decisive day in the fate of Oncor. Like a poker game of Texas Hold ‘Em, all the cards will be on the table.

© 2017 David Mazor

Disclosure: David Mazor is a freelance writer focusing on Berkshire Hathaway. The author is long in Berkshire Hathaway, and this article is not a recommendation on whether to buy or sell the stock. The information contained in this article should not be construed as personalized or individualized investment advice. Past performance is no guarantee of future results.

Categories
Acquisitions Berkshire Hathaway Energy

Key Texas Regulators and Union Rule Berkshire’s Oncor Bid is in the Public Interest

(BRK.A), (BRK.B)

In advance of Monday’s hearing in U.S. Bankruptcy Court in Delaware, Berkshire Hathaway Energy has announced that the Staff of the Public Utility Commission of Texas, Office of Public Utility Counsel, Steering Committee of Cities Served by Oncor, the Texas Industrial Energy Consumers and the IBEW Local 69 have entered into a settlement agreement with Berkshire Hathaway Energy.

The agreement resolves all issues in Berkshire Hathaway Energy’s acquisition of Oncor.

“We are excited by this unprecedented agreement with these stakeholders, as they have committed their full support to our acquisition of Oncor. This show of support is extraordinary,” said Greg Abel, Berkshire Hathaway Energy chairman, president and CEO. “Our financial strength and commitment to invest in the business will serve Oncor and its customers well and we will exceed their expectations. Our deal offers a great outcome for Texas.”

By entering into the settlement, the parties have agreed that the acquisition is in the public interest, meets the statutory standards and will bring substantial benefits to Oncor and its customers. The parties to the agreement ask the Public Utility Commission of Texas to approve the acquisition consistent with the enhanced commitments in the agreement.

© 2017 David Mazor

Disclosure: David Mazor is a freelance writer focusing on Berkshire Hathaway. The author is long in Berkshire Hathaway, and this article is not a recommendation on whether to buy or sell the stock. The information contained in this article should not be construed as personalized or individualized investment advice. Past performance is no guarantee of future results.

Categories
Acquisitions Berkshire Hathaway Energy

Berkshire Refuses to Get Into a Bidding War Over Oncor

(BRK.A), (BRK.B)

Will Berkshire raise their $9 billion bid to acquire Oncor Electric Delivery Company if Elliot Management comes in with a higher offer? The answer is no.

Greg Abel, Berkshire Hathaway Energy chairman and CEO, and Warren Buffett, chairman and CEO of Berkshire Hathaway stated the company will stand firm on its $9 billion offer to acquire 80% of Oncor and will not be increasing its offer.

“We appreciate the continued opportunity to collaborate with many stakeholder groups in Texas and thank them for their outstanding support, which sets our offer apart from any other bid,” Abel said. “We’re committed to being an exceptional long-term partner in Texas and our simple, straightforward deal is good for Oncor, its customers and the state.”

Berkshire Hathaway Energy’s bid for Oncor includes 47 regulatory commitments that have the support of 12 key stakeholder groups across Texas. “The strong coalition of stakeholders consistently express the appropriate concerns and necessary protections for Oncor and its customers,” said Abel. “We stand ready to deliver on and exceed the regulatory commitments.”

“Oncor is a strong company with values, management and employees that will fit well with Berkshire Hathaway,” said Buffett. “We already have a number of excellent companies operating in Texas. It is a great place to do business, and we look forward to continuing to invest in the state.”

With new stakeholders signing on to support Berkshire’s bid every day, there is good reason to think that will win its Texas-sized prize. However, if the Oncor deal falls through, Berkshire will receive a $270 million termination fee.

© 2017 David Mazor

Disclosure: David Mazor is a freelance writer focusing on Berkshire Hathaway. The author is long in Berkshire Hathaway, and this article is not a recommendation on whether to buy or sell the stock. The information contained in this article should not be construed as personalized or individualized investment advice. Past performance is no guarantee of future results.

Categories
Acquisitions Berkshire Hathaway Energy

Stakeholders Continue to Line Up Behind Berkshire’s Oncor Bid

(BRK.A), (BRK.B)

Berkshire Hathaway Energy has announced that the Texas Cotton Ginners’ Association and CMC Steel have agreed to support its proposed acquisition of Oncor Electric Delivery Company LLC (Oncor). The growing number of commitments now includes 12 stakeholder groups, including several groups – like CMC Steel – that intervened during former proposed acquisitions of Oncor.

“As we work through the approval process, we’re encouraged that our meetings with stakeholders across Texas continue to confirm that the deal we are proposing is a good fit for Oncor’s customers and Texas,” said Greg Abel, Berkshire Hathaway Energy chairman, president and CEO. “We truly appreciate the support we’re receiving from many groups, and we’re looking forward to closing the deal and welcoming Oncor to the Berkshire Hathaway Energy family.”

Berkshire Hathaway Energy will leverage its financial strength to benefit Oncor customers and Texas. The all-cash deal includes 47 regulatory commitments and ring-fencing that ensures Oncor will continue as a strong electric transmission and distribution company.

The influential Texas stakeholder groups that support Berkshire Hathaway Energy’s proposed acquisition of Oncor include: Public Utility Commission Staff; Cities Served by Oncor; Texas Industrial Energy Consumers; Office of Public Utility Counsel; TXU Energy; NRG Energy; the Texas Energy Association for Marketers (TEAM); the Alliance for Retail Markets (ARM); IBEW Local 69; Targa Pipeline Mid-Continent WestTex LLC/Targa Midstream Services LLC; Texas Cotton Ginners’ Association; and CMC Steel. TXU Energy and NRG Energy represent two of the largest retail electric providers in Texas, with TEAM and ARM representing dozens of Texas electric market participants. ARM participating members include Champion Energy Services, LLC; Direct Energy, L.P.; NRG Retail Companies; and TXU Energy Retail Company LLC.

© 2017 David Mazor

Disclosure: David Mazor is a freelance writer focusing on Berkshire Hathaway. The author is long in Berkshire Hathaway, and this article is not a recommendation on whether to buy or sell the stock. The information contained in this article should not be construed as personalized or individualized investment advice. Past performance is no guarantee of future results.