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Item 15. Exhibits and Financial Statement Schedules

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Item 15. Exhibits and Financial Statement Schedules

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(a)1. Financial Statements

The following Consolidated Financial Statements, as well as the Report of Independent Registered Public Accounting Firm, are included in Part II Item 8 of this report:

PAGE
Report of Independent Registered Public Accounting FirmK-61
Consolidated Balance Sheets— December 31, 2017 and December 31, 2016K-62
Consolidated Statements of Earnings— Years Ended December 31, 2017, December 31, 2016, and December 31, 2015K-64
Consolidated Statements of Comprehensive Income— Years Ended December 31, 2017, December 31, 2016, and December 31, 2015K-65
Consolidated Statements of Changes in Shareholders’ Equity— Years Ended December 31, 2017, December 31, 2016, and December 31, 2015K-65
Consolidated Statements of Cash Flows— Years Ended December 31, 2017, December 31, 2016, and December 31, 2015K-66
Notes to Consolidated Financial StatementsK-67
2. Financial Statement Schedule
Report of Independent Registered Public Accounting FirmK-105
Schedule I—Parent Company Condensed Financial Information
Balance Sheets as of December 31, 2017 and 2016, Statements of Earnings and Comprehensive Income and Cash Flows for the years ended December 31, 2017, December 31, 2016 and December 31, 2015 and Note to Condensed Financial InformationK-106
Other schedules are omitted because they are not required, information therein is not applicable, or is reflected in the Consolidated Financial Statements or notes thereto.

(b) Exhibits

See the “Exhibit Index” at page K-108.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of

Berkshire Hathaway Inc.

Omaha, Nebraska

We have audited the consolidated financial statements of Berkshire Hathaway Inc. and subsidiaries (the “Company”) as of December 31, 2017 and 2016, and for each of the three years in the period ended December 31, 2017, and the Company’s internal control over financial reporting as of December 31, 2017, and have issued our report thereon dated February 23, 2018; such consolidated financial statements and reports are included elsewhere in this Form 10-K. Our audits also included the financial statement schedule of the Company listed in the Index at Item 15. This financial statement schedule is the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements schedules based on our audits. In our opinion, such financial statement schedules, when considered in relation to the financial statements taken as a whole, present fairly, in all material respects, the information set forth therein.

/s/ Deloitte & Touche LLP

Omaha, Nebraska

February 23, 2018

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BERKSHIRE HATHAWAY INC.

(Parent Company)

Condensed Financial Information

(Dollars in millions)

Schedule I

Balance Sheets

December 31,
20172016
Assets:
Cash and cash equivalents$4,039$3,221
Short-term investments in U.S. Treasury Bills13,1328,220
Investments in fixed maturity and equity securities and other assets7959
Investments in and advances to/from consolidated subsidiaries335,668276,467
Investments in The Kraft Heinz Company17,63515,345
$370,553$303,312
Liabilities and Shareholders’ Equity:
Accounts payable, accrued interest and other liabilities$196$182
Income taxes, principally deferred3,2943,357
Notes payable and other borrowings18,76717,703
22,25721,242
Berkshire Hathaway shareholders’ equity348,296282,070
$370,553$303,312

Statements of Earnings and Comprehensive Income

Year ended December 31,
201720162015
Income items:
From consolidated subsidiaries:
Dividends$5,367$9,862$10,519
Undistributed earnings37,83213,2648,508
43,19923,12619,027
Investment gains/losses(1)70016
Investment holding gain in The Kraft Heinz Company——6,838
Equity in net earnings of The Kraft Heinz Company2,938923(122)
Other income350262963
46,48625,01126,722
Cost and expense items:
General and administrative1598073
Interest expense1,530208302
Income taxes(143)6492,264
1,5469372,639
Net earnings attributable to Berkshire Hathaway shareholders44,94024,07424,083
Other comprehensive income attributable to Berkshire Hathaway shareholders21,2733,316(8,750)
Comprehensive income attributable to Berkshire Hathaway shareholders$66,213$27,390$15,333

See Note to Condensed Financial Information

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BERKSHIRE HATHAWAY INC.

(Parent Company)

Condensed Financial Information

(Dollars in millions)

Schedule I (continued)

Statements of Cash Flows

Year ended December 31,
201720162015
Cash flows from operating activities:
Net earnings attributable to Berkshire Hathaway shareholders$44,940$24,074$24,083
Adjustments to reconcile net earnings to cash flows from operating activities:
Investment gains/losses1(700)(6,854)
Undistributed earnings of consolidated subsidiaries(37,832)(13,264)(8,508)
Non-cash dividends from consolidated subsidiaries——(3,938)
Income taxes payable(135)6292,227
Other(1,234)(161)222
Net cash flows from operating activities5,74010,5787,232
Cash flows from investing activities:
Redemption (purchase) of Kraft Heinz Company investments—8,320(5,258)
Investments in and advances to/repayments from consolidated subsidiaries, net(239)(26,398)(2,274)
Purchases of U.S. Treasury Bills(19,663)(9,350)—
Sales and maturities of U.S. Treasury Bills14,8471,145—
Net cash flows from investing activities(5,055)(26,283)(7,532)
Cash flows from financing activities:
Proceeds from borrowings1,2019,2783,165
Repayments of borrowings(1,145)(1,125)(1,775)
Other7716470
Net cash flows from financing activities1338,3171,460
Increase (decrease) in cash and cash equivalents818(7,388)1,160
Cash and cash equivalents at beginning of year3,22110,6099,449
Cash and cash equivalents at end of year$4,039$3,221$10,609
Other cash flow information:
Income taxes paid$2,076$3,583$3,180
Interest paid386307206
Non-cash investments in consolidated subsidiaries——3,938

Note to Condensed Financial Information

In December 2017, the Tax Cuts and Jobs Act of 2017 (“TCJA”) was enacted, which reduced the Parent Company’s income tax expense in 2017 by $550 million, primarily due to the reduction in deferred tax liabilities attributable to the lower U.S. statutory rate, partly offset by a one-time income tax expense on certain accumulated undistributed earnings of foreign subsidiaries. The effects of the TCJA on income tax expense of consolidated subsidiaries is included in undistributed earnings in consolidated subsidiaries.

In 2013, the Parent Company invested $12.25 billion in H.J. Heinz Holding Corporation (“Heinz Holding”), an entity formed to acquire H.J. Heinz Company, which included common stock and warrants and cumulative compounding preferred stock. After a series of transactions in 2015, Berkshire’s interests in Heinz Holding became a 26.8% ownership of outstanding common stock of The Kraft Heinz Company (“Kraft Heinz”) and is currently 26.7% of such shares. Reference is made to Note 5 to the Consolidated Financial Statements for additional information concerning Berkshire’s investments in Kraft Heinz.

In January 2017, Berkshire issued €1.1 billion in senior notes consisting of €550 million of 0.25% notes due in 2021 and €550 million of 0.625% notes due in 2023, which increased Euro denominated notes to €6.85 billion. In 2017, the carrying value of Berkshire’s Euro denominated senior notes increased $990 million due to changes in the Euro/U.S. Dollar exchange rates. This increase produced a corresponding charge to pre-tax earnings of $990 million in 2017. Parent Company debt maturities over the next five years are as follows: 2018—$1,550 million; 2019—$753 million; 2020—$1,203 million; 2021—$2,160 million and 2022—$613 million. Berkshire guarantees debt obligations of certain of its subsidiaries, which as of December 31, 2017, totaled approximately $14.8 billion. Such guarantees are an absolute, unconditional and irrevocable guarantee for the full and prompt payment when due of all present and future payment obligations. Berkshire also provides guarantees in connection with equity index put option contracts and certain retroactive reinsurance contracts of subsidiaries. The amounts of subsidiary payments under these contracts, if any, is contingent upon the outcome of future events.

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EXHIBIT INDEX

Exhibit No.
2(i)Agreement and Plan of Merger dated as of June 19, 1998 between Berkshire and General Re Corporation.
Incorporated by reference to Annex I to Registration Statement No. 333-61129 filed on Form S-4.
2(ii)Agreement and Plan of Merger dated as of November 2, 2009 by and among Berkshire, R Acquisition Company, LLC and BNSF. Incorporated by reference to Annex A to Registration Statement No. 333-163343 on Form S-4.
2(iii)Agreement and Plan of Merger dated August 8, 2015, by and among Berkshire, NW Merger Sub Inc. and Precision Castparts Corporation (“PCC”)
Incorporated by reference to Exhibit 2.1 to PCC’s Current Report on Form 8-K filed on August 10, 2015 (SEC File No. 001-10348)
3(i)Restated Certificate of Incorporation
Incorporated by reference to Exhibit 3(i) to Form 10-K filed on March 2, 2015.
3(ii)By-Laws
Incorporated by reference to Exhibit 3(ii) to Form 8-K filed on May 4, 2016.
4.1Indenture, dated as of December 22, 2003, between Berkshire Hathaway Finance Corporation, Berkshire Hathaway Inc. and The Bank of New York Mellon Trust Company, N.A. (as successor to J.P. Morgan Trust Company, National Association), as trustee.
Incorporated by reference to Exhibit 4.1 on Form S-4 of Berkshire Hathaway Finance Corporation and Berkshire Hathaway Inc. filed on February 4, 2004. SEC File No. 333-112486
4.2Indenture, dated as of February 1, 2010, among Berkshire Hathaway Inc., Berkshire Hathaway Finance Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee.
Incorporated by reference to Exhibit 4.1 to Berkshire’s Registration Statement on Form S-3 filed on February 1, 2010. SEC File No. 333-164111
4.3Indenture, dated as of January 26, 2016, by and among Berkshire Hathaway Inc., Berkshire Hathaway Finance Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee.
Incorporated by reference to Exhibit 4.1 to Berkshire’s Registration Statement on Form S-3 filed on January 26, 2016. SEC File No. 333-209122
4.4Indenture, dated as of December 1, 1995, between BNSF and The First National Bank of Chicago, as trustee.
Incorporated by reference to Exhibit 4 on Form S-3 of BNSF filed on February 8, 1999.
4.5Indenture, dated as of October 4, 2002, by and between MidAmerican Energy Holdings Company and The Bank of New York, Trustee.
Incorporated by reference to Exhibit 4.1 to the Berkshire Hathaway Energy Company Registration Statement No. 333-101699 dated December 6, 2002.
Other instruments defining the rights of holders of long-term debt of Registrant and its subsidiaries are not being filed since the total amount of securities authorized by all other such instruments does not exceed 10% of the total assets of the Registrant and its subsidiaries on a consolidated basis as of December 31, 2017. The Registrant hereby agrees to furnish to the Commission upon request a copy of any such debt instrument to which it is a party.
10.1Equity Commitment Letter of Berkshire Hathaway Inc. with Hawk Acquisition Holding Corporation dated February 13, 2013. Incorporated by reference to Exhibit 10.1 on Form 8-K of Berkshire Hathaway Inc. filed on February 14, 2013.
12Calculation of Ratio of Consolidated Earnings to Consolidated Fixed Charges
14Code of Ethics
Berkshire’s Code of Business Conduct and Ethics is posted on its Internet website at www.berkshirehathaway.com
18Letter re change in accounting principle
21Subsidiaries of Registrant
23Consent of Independent Registered Public Accounting Firm
31.1Rule 13a—14(a)/15d-14(a) Certification
31.2Rule 13a—14(a)/15d-14(a) Certification
32.1Section 1350 Certification
32.2Section 1350 Certification
95Mine Safety Disclosures
101The following financial information from Berkshire Hathaway Inc.’s Annual Report on Form 10-K for the year ended December 31, 2017, formatted in XBRL (Extensible Business Reporting Language) includes: (i) the Consolidated Balance Sheets as of December 31, 2017 and 2016, (ii) the Consolidated Statements of Earnings for each of the three years ended December 31, 2017, 2016 and 2015, (iii) Consolidated Statements of Comprehensive Income for each of the three years ended December 31, 2017, 2016 and 2015, (iv) the Consolidated Statements of Changes in Shareholders’ Equity for each of the three years ended December 31, 2017, 2016 and 2015, (v) the Consolidated Statements of Cash Flows for each of the three years ended December 31, 2017, 2016 and 2015 and (vi) the Notes to Consolidated Financial Statements and Schedule I, tagged in summary and detail.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.
Date: February 23, 2018/S/ MARC D. HAMBURG
Marc D. Hamburg Senior Vice President and Principal Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

/S/ WARREN E. BUFFETT Warren E. BuffettChairman of the Board of Directors—Chief Executive OfficerFebruary 23, 2018 Date
/S/ GREGORY E. ABEL Gregory E. AbelDirector—Vice Chairman—Non Insurance OperationsFebruary 23, 2018 Date
/S/ HOWARD G. BUFFETT Howard G. BuffettDirectorFebruary 23, 2018 Date
/S/ STEPHEN B. BURKE Stephen B. BurkeDirectorFebruary 23, 2018 Date
/S/ SUSAN L. DECKER Susan L. DeckerDirectorFebruary 23, 2018 Date
/S/ WILLIAM H. GATES III William H. Gates IIIDirectorFebruary 23, 2018 Date
/S/ DAVID S. GOTTESMAN David S. GottesmanDirectorFebruary 23, 2018 Date
/S/ CHARLOTTE GUYMAN Charlotte GuymanDirectorFebruary 23, 2018 Date
/S/ AJIT JAIN Ajit JainDirector—Vice Chairman—Insurance OperationsFebruary 23, 2018 Date
/S/ CHARLES T. MUNGER Charles T. MungerDirector—Vice ChairmanFebruary 23, 2018 Date
/S/ THOMAS S. MURPHY Thomas S. MurphyDirectorFebruary 23, 2018 Date
/S/ RONALD L. OLSON Ronald L. OlsonDirectorFebruary 23, 2018 Date
/S/ WALTER SCOTT, JR. Walter Scott, Jr.DirectorFebruary 23, 2018 Date
/S/ MERYL B. WITMER Meryl B. WitmerDirectorFebruary 23, 2018 Date
/S/ MARC D. HAMBURG Marc D. HamburgSenior Vice President—Principal Financial OfficerFebruary 23, 2018 Date
/S/ DANIEL J. JAKSICH Daniel J. JaksichVice President—Principal Accounting OfficerFebruary 23, 2018 Date

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