Obligation Berkshire Hathaway Inc 2.9% ( US084664BZ33 ) en USD

Berkshire Hathaway Inc

100 % ▼

Etats-unis

US084664BZ33 ( en USD )

2.9% par an ( paiement semestriel )

14/10/2020 - Obligation échue

Prospectus brochure de l'obligation Berkshire Hathaway Inc US084664BZ33 en USD 2.9%, échue

2 000 USD

550 000 000 USD

084664BZ3

L'Obligation émise par Berkshire Hathaway Inc ( Etats-unis ) , en USD, avec le code ISIN US084664BZ33, paye un coupon de 2.9% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 14/10/2020

L'Obligation émise par Berkshire Hathaway Inc ( Etats-unis ) , en USD, avec le code ISIN US084664BZ33, a été notée NR par l'agence de notation Moody's.

L'Obligation émise par Berkshire Hathaway Inc ( Etats-unis ) , en USD, avec le code ISIN US084664BZ33, a été notée NR par l'agence de notation Standard & Poor's ( S&P ).

Final Prospectus Supplement
http://www.sec.gov/Archives/edgar/data/1067983/000119312513395359...
424B2 1 d610846d424b2.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-186257
Registration Statement No. 333-186257-01
Calculation of Registration Fee

Amount
Title of each class of
to be
Amount of
securities to be registered

registered
registration fee (1)
0.950% Senior Notes due 2016
$400,000,000
$51,520
2.900% Senior Notes due 2020
$550,000,000
$70,840
Guarantee of Berkshire Hathaway Inc. of 0.950% Senior Notes due 2016 and 2.900% Senior
Notes due 2020 (2)

N/A

--
TOTAL
$950,000,000 $122,360

(1) Calculated in accordance with Rule 457(r) of the Securities Act of 1933, as amended.
(2) Pursuant to Rule 457(n), no separate fee for the guarantee is payable.
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Prospectus Supplement to Prospectus dated January 28, 2013
$550,000,000 2.900% Senior Notes due 2020
$400,000,000 0.950% Senior Notes due 2016
Unconditionally and irrevocably guaranteed by

We are offering (i) $550,000,000 of our 2.900% Senior Notes due 2020 and (ii) $400,000,000 of our 0.950% Senior Notes due
2016 (together, the "notes"). The 0.950% Senior Notes due 2016 offered by this prospectus supplement constitute an additional
issuance of, and a single series with, our 0.950% Senior Notes due 2016 originally issued on August 15, 2013. On August 15, 2013
we issued $600,000,000 of our 0.950% Senior Notes due 2016.
Interest on the 2.900% Senior Notes due 2020 will accrue from the date of original issuance, expected to be October 15, 2013
and will be payable semi-annually in arrears on April 15 and October 15, commencing on April 15, 2014. Interest on the 0.950%
Senior Notes due 2016 will accrue from August 15, 2013 and will be payable semi-annually in arrears on February 15 and August
15, commencing on February 15, 2014.
The 2.900% Senior Notes due 2020 will mature on October 15, 2020 and the 0.950% Senior Notes due 2016 will mature on
August 15, 2016. All of Berkshire Hathaway Finance Corporation's obligations under the notes will be unconditionally and
irrevocably guaranteed by Berkshire Hathaway Inc.
We may redeem the notes, in whole or in part, at any time at the redemption prices as described under "Description of the Notes
and Guarantee--Optional Redemption."
The notes will be senior unsecured indebtedness of Berkshire Hathaway Finance Corporation and will rank equally with all of
its other existing and future senior unsecured indebtedness. The guarantees will be senior unsecured obligations of Berkshire
Hathaway Inc. and will rank equally with all of its other existing and future senior unsecured obligations.
The notes will not be listed on any securities exchange. Currently, there is no public market for the notes.

The risks involved in investing in our debt securities are described in the " Risk Factors " section on page S-6 of this
prospectus supplement.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the
notes or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense.

Per 2.900%
Per 0.950%
Senior Note
Senior Note

due 2020
due 2016
Total

Initial public offering price(1)

99.805%
99.810%
$948,167,500
Underwriting discount

0.375%
0.200%
$ 2,862,500
Proceeds, before expenses, to Berkshire Hathaway Finance Corporation

99.430%
99.610%
$945,305,000
(1) In the case of the 2.900% Senior Notes due 2020, plus accrued interest from October 15, 2013 until the date of delivery. In the
case of the 0.950% Senior Notes due 2016, plus accrued interest from August 15, 2013 until the date of delivery.

The underwriters expect to deliver the notes to purchasers through the book-entry delivery system of The Depository Trust
Company and its participants, including Euroclear Bank S.A./N.V. and Clearstream Banking, société anonyme, on or about October
15, 2013.
Joint Book-Running Managers

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Final Prospectus Supplement
http://www.sec.gov/Archives/edgar/data/1067983/000119312513395359...
BofA Merrill Lynch
Goldman, Sachs & Co.
J.P. Morgan

Wells Fargo Securities

Prospectus Supplement dated October 8, 2013
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Table of Contents
TABLE OF CONTENTS
Prospectus Supplement

Page
Forward-Looking Information
S-i

About This Prospectus Supplement
S-i

Summary
S-1

Risk Factors
S-6

Use of Proceeds
S-7

Description of the Notes and Guarantees
S-8

Material United States Federal Income and Estate Tax Considerations
S-14
Underwriting (Conflicts of Interest)
S-19
Legal Matters
S-23
Experts
S-23
Prospectus

Page
Forward-Looking Information

i

About This Prospectus

1

Where You Can Find More Information

1

Incorporation by Reference

2

Risk Factors

4

Use Of Proceeds

5

Description of the Debt Securities

6

Plan of Distribution

11
Legal Matters

12
Experts

12

You should read this prospectus supplement, the accompanying prospectus, and any related free writing prospectus we file with the
Securities and Exchange Commission (the "SEC") carefully before you invest in the notes. This document contains or incorporates by
reference important information you should consider before making your investment decision. You should rely only on the information
contained or incorporated by reference in this prospectus supplement, the accompanying prospectus, and any such free writing
prospectus. None of Berkshire Hathaway Finance Corporation ("BHFC"), Berkshire Hathaway Inc. ("Berkshire"), and the
underwriters has authorized anyone else to provide you with any different or additional information. You should not assume that the
information contained in this prospectus supplement, the accompanying prospectus (as updated by this prospectus supplement), or any
such free writing prospectus is accurate as of any date other than their respective dates, or that the information Berkshire previously
filed with the SEC and incorporated by reference in this prospectus supplement or the accompanying prospectus is accurate as of any
date other than the date of the document incorporated by reference. The business, financial condition, results of operations and
prospects of Berkshire and BHFC may have changed since those dates.
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FORWARD-LOOKING INFORMATION
Certain statements contained, or incorporated by reference, in this prospectus supplement are "forward-looking" statements
within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements that are
predictive in nature, that depend upon or refer to future events or conditions, that include words such as "expects," "anticipates,"
"intends," "plans," "believes," "estimates," or similar expressions. In addition, any statements concerning future financial
performance (including future revenues, earnings or growth rates), ongoing business strategies or prospects, and possible future
actions by BHFC or Berkshire, which may be provided by management are also forward-looking statements as defined by the Private
Securities Litigation Reform Act of 1995. Forward-looking statements are based on current expectations and projections about future
events and are subject to risks, uncertainties, and assumptions about BHFC and Berkshire, economic and market factors and the
industries in which they do business, among other things. These statements are not guarantees of future performance and neither BHFC
nor Berkshire has any specific intention to update these statements.
Actual events and results may differ materially from those expressed or forecasted in forward-looking statements due to a
number of factors. The principal important risk factors that could cause Berkshire's actual performance and future events and actions
to differ materially from such forward-looking statements, include, but are not limited to, continuing volatility in the capital or credit
markets and other changes in the securities and capital markets, changes in market prices of Berkshire's investments in fixed maturity
and equity securities, losses realized from derivative contracts, the occurrence of one or more catastrophic events, such as an
earthquake, hurricane, or act of terrorism that causes losses insured by Berkshire's insurance subsidiaries, changes in laws or
regulations, changes in federal income tax laws, and changes in general economic and market factors that affect the prices of
securities or the industries in which Berkshire and its affiliates do business.
Unless required by law, neither BHFC nor Berkshire undertakes any obligation to publicly update or revise any forward-looking
statements to reflect events or developments after the date of this prospectus supplement.
ABOUT THIS PROSPECTUS SUPPLEMENT
This document is in two parts. The first part is this prospectus supplement, which describes the terms of the offering of the notes
and also adds to and updates information contained in the accompanying prospectus and the documents incorporated by reference into
this prospectus supplement and the accompanying prospectus. The second part is the accompanying prospectus, which provides more
general information. To the extent there is a conflict between the information contained in this prospectus supplement, on the one hand,
and the information contained in the accompanying prospectus or any document incorporated herein and therein by reference, on the
other hand, you should rely on the information contained in this prospectus supplement.
The information in this prospectus supplement is not complete and may be changed. You should rely only on the information
provided in or incorporated by reference in this prospectus supplement, the accompanying prospectus, or documents to which BHFC
and Berkshire otherwise refer you. Neither BHFC nor Berkshire is making an offer of these securities in any jurisdiction where the
offer or sale is not permitted. You should assume that the information appearing in this prospectus supplement and the accompanying
prospectus, as well as information Berkshire has filed or will file with the SEC and incorporated by reference in this prospectus
supplement and accompanying prospectus, is accurate as of the date of the applicable document or other date referred to in that
document. The business, financial condition, and results of operations of BHFC and Berkshire may have changed since that date.

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In this prospectus supplement, unless otherwise specified or the context otherwise implies, references to "dollars" and "$" are
to U.S. dollars. Unless we indicate otherwise or unless the context requires otherwise, all references in this prospectus supplement to
"we," "us," "our," or similar references are references to either Berkshire or BHFC or both.
This prospectus supplement is based on information provided by us and by other sources that we believe are reliable. We cannot
assure you that this information is accurate or complete. This prospectus supplement summarizes certain documents and other
information and we refer you to them for a more complete understanding of what we discuss in this prospectus supplement.

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SUMMARY
The following summary is qualified in its entirety by the more detailed information included elsewhere in or
incorporated by reference into this prospectus supplement or the accompanying prospectus. Because this is a summary, it
does not contain all the information that may be important to you. You should carefully read the entire prospectus supplement
and the accompanying prospectus, together with documents incorporated by reference, in their entirety before making an
investment decision.
Berkshire Hathaway Inc.
Berkshire, a Delaware corporation, is a holding company owning subsidiaries that engage in a number of diverse business
activities including insurance and reinsurance, freight rail transportation, utilities and energy, finance, manufacturing, services and
retailing. Included in the group of subsidiaries that underwrite insurance and reinsurance is GEICO, the third largest private
passenger auto insurer in the United States and two of the largest reinsurers in the world, General Re and the Berkshire Hathaway
Reinsurance Group. Other subsidiaries that underwrite property and casualty insurance include National Indemnity Company,
Columbia Insurance Company, National Fire & Marine Insurance Company, National Liability and Fire Insurance Company,
Berkshire Hathaway Homestate Insurance Company, Medical Protective Company, Applied Underwriters, U.S. Liability
Insurance Company, Central States Indemnity Company, Kansas Bankers Surety, Cypress Insurance Company, Boat U.S. and the
GUARD Insurance Group.
Burlington Northern Santa Fe, LLC ("BNSF") is a holding company that, through its subsidiaries, is engaged primarily in the
freight rail transportation business. BNSF's rail operations make up one of the largest railroad systems in North America.
MidAmerican Energy Holdings Company ("MidAmerican") is an international energy holding company owning a wide variety of
operating companies engaged in the generation, transmission and distribution of energy. Among MidAmerican's operating energy
companies are Northern Powergrid; MidAmerican Energy Company; PacifiCorp Energy; Pacific Power and Rocky Mountain
Power; and Kern River Gas Transmission Company and Northern Natural Gas. In addition, MidAmerican owns HomeServices of
America, a real estate brokerage firm. Berkshire's finance and financial products businesses primarily engage in proprietary
investing strategies (BH Finance), consumer lending (Clayton Homes, Inc.) and transportation equipment and furniture leasing
(XTRA and CORT). McLane Company is a wholesale distributor of groceries and nonfood items to discount retailers,
convenience stores, quick service restaurants and others. The Marmon Group is an international association of approximately 150
manufacturing and service businesses that operate independently within diverse business sectors. The Lubrizol Corporation is a
specialty chemical company that produces and supplies chemical products for transportation, industrial and consumer markets.
Numerous business activities are conducted through Berkshire's other manufacturing, services and retailing subsidiaries.
Shaw Industries is the world's largest manufacturer of tufted broadloom carpet. Benjamin Moore is a formulator, manufacturer
and retailer of architectural and industrial coatings. Johns Manville is a leading manufacturer of insulation and building products.
Acme Building Brands is a manufacturer of face brick and concrete masonry products. MiTek Inc. produces steel connector
products and engineering software for the building components market. Fruit of the Loom, Russell Athletic, Vanity Fair, Garan,
Fechheimer, H.H. Brown Shoe Group, Justin Brands, and Brooks manufacture, license and distribute apparel and footwear under
a variety of brand names. FlightSafety International provides training to aircraft operators. NetJets provides fractional ownership
programs for general aviation aircraft. Nebraska Furniture Mart, R.C. Willey Home Furnishings, Star Furniture and Jordan's
Furniture are retailers of home furnishings. Borsheims, Helzberg Diamond Shops and Ben Bridge Jeweler are retailers of fine
jewelry.

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In addition, other manufacturing, service and retail businesses include: Buffalo News and the BH Media Group, publishers
of daily and Sunday newspapers; See's Candies, a manufacturer and seller of boxed chocolates and other confectionery products;
Scott Fetzer, a diversified manufacturer and distributor of commercial and industrial products; Larson-Juhl, a designer,
manufacturer and distributor of high-quality picture framing products; CTB International, a manufacturer of equipment for the
livestock and agricultural industries; International Dairy Queen, a licensor and service provider to about 6,200 stores that offer
prepared dairy treats and food; The Pampered Chef, the premier direct seller of kitchen tools in the United States; Forest River, a
leading manufacturer of leisure vehicles in the United States; Business Wire, the leading global distributor of corporate news,
multimedia and regulatory filings; Iscar Metalworking Companies, an industry leader in the metal cutting tools business; TTI, Inc.,
a leading distributor of electronic components; Richline Group, a leading jewelry manufacturer; and Oriental Trading Company, a
direct retailer of party supplies and novelties. On June 7, 2013, Berkshire acquired a 50% common ownership interest (along
with preferred stock and warrants) in H.J. Heinz Company, one of the world's leading marketers and producers of healthy,
convenient and affordable foods.
Operating decisions for Berkshire's various businesses are made by managers of the business units. Investment decisions
and all other capital allocation decisions are made for Berkshire and its subsidiaries by Warren E. Buffett, in consultation with
Charles T. Munger. Mr. Buffett is Chairman and Mr. Munger is Vice Chairman of Berkshire's Board of Directors. Berkshire's
businesses collectively employ approximately 288,000 people.
Berkshire's executive offices are located at 3555 Farnam Street, Omaha, Nebraska 68131, and its telephone number is
(402) 346-1400.
Berkshire Hathaway Finance Corporation
BHFC is a Delaware corporation that was created by Berkshire on August 4, 2003. Assets of BHFC consist of term loans to
Vanderbilt Mortgage and Finance, Inc. ("Vanderbilt"), a wholly owned subsidiary of Clayton Homes, Inc. and an indirect wholly
owned subsidiary of Berkshire. BHFC currently charges Vanderbilt interest at a rate which is either 50 or 100 basis points higher
than it pays on its related debt obligations.
BHFC's executive offices are located at 3555 Farnam Street, Omaha, Nebraska 68131, and its telephone number is
(402) 346-1400.

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The Offering

Issuer
Berkshire Hathaway Finance Corporation, a wholly owned finance subsidiary
of Berkshire Hathaway Inc.

Guarantor
Berkshire Hathaway Inc.

Securities Offered
$550,000,000 aggregate principal amount of 2.900% Senior Notes due 2020.

$400,000,000 aggregate principal amount of 0.950% Senior Notes due 2016.

Offering Price
99.805% in respect of the 2.900% Senior Notes due 2020 plus accrued interest
from October 15, 2013 until the date of delivery.

99.810% in respect of the 0.950% Senior Notes due 2016 plus accrued interest

from August 15, 2013 until the date of delivery.

Maturity Date
October 15, 2020 in respect of the 2.900% Senior Notes due 2020.

August 15, 2016 in respect of the 0.950% Senior Notes due 2016.

Interest
The 2.900% Senior Notes due 2020 will bear interest at a rate per annum equal
to 2.900%, payable semi-annually in arrears on April 15 and October 15,
commencing on April 15, 2014.

The 0.950% Senior Notes due 2016 will bear interest at a rate per annum equal

to 0.950%, payable semi-annually in arrears on February 15 and August 15,
commencing on February 15, 2014.

Guarantee
All of BHFC's obligations under the notes will be unconditionally and
irrevocably guaranteed by Berkshire.

Ranking
Each series of notes will be unsecured senior obligations of BHFC, will rank
pari passu in right of payment with all of BHFC's unsubordinated, unsecured
indebtedness and will be senior in right of payment to all of its subordinated
indebtedness. As of June 30, 2013, BHFC had no secured indebtedness and
$11.2 billion of indebtedness.

The guarantees will be unsecured senior obligations of Berkshire, will rank pari
passu with all of its unsubordinated, unsecured indebtedness and senior to all of
its subordinated indebtedness, and will be effectively subordinated to all of its
existing and future secured indebtedness to the extent of the assets securing such

indebtedness and structurally subordinated to all existing and future
indebtedness of its subsidiaries (secured or unsecured). As of June 30, 2013,
Berkshire had no secured indebtedness and $8.3 billion of indebtedness, and its
subsidiaries had $55.6 billion of indebtedness.

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Redemption
BHFC will have the option to redeem the notes, in whole or in part, at any time
at a redemption price equal to the greater of (A) 100% of the principal amount
of the notes to be redeemed or (B) as determined by the quotation agent and as
described herein under "Description of the Notes and Guarantee--Optional
Redemption," the sum of the present values of the remaining scheduled payments
of principal and interest on the notes to be redeemed, not including any portion
of such payments of interest accrued as of the date on which the notes are to be
redeemed, discounted to the date on which the notes are to be redeemed on a
semi-annual basis, assuming a 360-day year consisting of twelve 30-day months,
at the adjusted treasury rate described herein under "Description of the Notes
and Guarantee--Optional Redemption" plus 15 basis points with respect to the
2.900% Senior Notes due 2020 or 7.5 basis points with respect to the 0.950%
Senior Notes due 2016, in each case, plus accrued and unpaid interest to the
date on which the notes are to be redeemed.

Repayment
The notes will not be repayable at the option of the holder prior to maturity.

Sinking Fund
The notes are not subject to a sinking fund provision.

Form and Denomination
The Depository Trust Company ("DTC") will act as securities depositary for
the notes, which will be issued only as fully registered global securities
registered in the name of DTC or its nominee for credit to an account of a direct
or indirect participant in DTC, except in certain circumstances. One or more
fully registered global notes will be issued to DTC for each series of the notes.
The notes will be issued in minimum denominations of $2,000 and integral
multiples of $1,000 in excess thereof.

Use of Proceeds
We expect to use the net proceeds of this offering to pay at maturity our 4.625%
Senior Notes due 2013 and having an aggregate principal amount of
$950,000,000 at 100% of the principal amount thereof plus accrued and unpaid
interest thereon. Any remaining proceeds will be used for general corporate
purposes. See "Use of Proceeds" in this prospectus supplement.

Trustee
The Bank of New York Mellon Trust Company, N.A.

Governing Law
New York

Risk Factors
You should carefully consider the specific factors set forth under "Risk Factors"
on page S-6 of this prospectus supplement as well as the information and data
included elsewhere or incorporated by reference in this prospectus supplement
or the accompanying prospectus, before making an investment decision.

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