Berkshire Hathaway 10-Q 2023-03-31

Filed 2023-05-08. 8 sections, 221K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2023

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 001-14905

BERKSHIRE HATHAWAY INC**.**

(Exact name of registrant as specified in its charter)

Delaware47-0813844
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification Number)

3555 Farnam Street**,** 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)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolsName of each exchange on which registered
Class A Common Stock Class B Common Stock 1.300% Senior Notes due 2024 0.000% Senior Notes due 2025 1.125% Senior Notes due 2027 2.150% Senior Notes due 2028 1.500% Senior Notes due 2030 2.000% Senior Notes due 2034 1.625% Senior Notes due 2035 2.375% Senior Notes due 2039 0.500% Senior Notes due 2041 2.625% Senior Notes due 2059BRK.A BRK.B BRK24 BRK25 BRK27 BRK28 BRK30 BRK34 BRK35 BRK39 BRK41 BRK59New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange

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 (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

Number of shares of common stock outstanding as of April 25, 2023:

Class A —585,848
Class B —1,295,970,861

BERKSHIRE HATHAWAY INC.

Page No.
Part I – Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets—March 31, 2023 and December 31, 20222
Consolidated Statements of Earnings—First Quarter 2023 and 20224
Consolidated Statements of Comprehensive Income—First Quarter 2023 and 20225
Consolidated Statements of Changes in Shareholders’ Equity—First Quarter 2023 and 20225
Consolidated Statements of Cash Flows—First Quarter 2023 and 20226
Notes to Consolidated Financial Statements7
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations28
Item 3.Quantitative and Qualitative Disclosures About Market Risk47
Item 4.Controls and Procedures47
Part II – Other Information47
Item 1.Legal Proceedings47
Item 1A.Risk Factors47
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds and Issuer Repurchases of Equity Securities48
Item 3.Defaults Upon Senior Securities48
Item 4.Mine Safety Disclosures48
Item 5.Other Information48
Item 6.Exhibits50
Signature50

Part I Financia****l Information

Item 1. Financial Statements

BERKSHIRE HATHAWAY INC.

and Subsidiaries

CONSOLIDATED BA****LANCE SHEETS

(dollars in millions)

March 31, 2023December 31, 2022
(Unaudited)
ASSETS
Insurance and Other:
Cash and cash equivalents*$23,805$32,260
Short-term investments in U.S. Treasury Bills103,86992,774
Investments in fixed maturity securities22,56625,128
Investments in equity securities328,161308,793
Equity method investments26,40328,050
Loans and finance receivables23,14423,208
Other receivables45,67443,490
Inventories25,49925,366
Property, plant and equipment21,20821,113
Equipment held for lease15,67415,584
Goodwill50,99751,522
Other intangible assets30,00129,187
Deferred charges - retroactive reinsurance9,6999,870
Other19,72919,657
746,429726,002
Railroad, Utilities and Energy:
Cash and cash equivalents*2,9423,551
Receivables6,8144,795
Property, plant and equipment168,973160,268
Goodwill32,50526,597
Regulatory assets5,5575,062
Other33,85222,190
250,643222,463
$997,072$948,465

——————

*** *Includes U.S. Treasury Bills with maturities of three months or less when purchased of $*3.6 *billion at March 31, 2023 and $*2.6 billion at December 31, 2022.

See accompanying Notes to Consolidated Financial Statements

BERKSHIRE HATHAWAY INC.

and Subsidiaries

CON****SOLIDATED BALANCE SHEETS

(dollars in millions)

March 31, 2023December 31, 2022
(Unaudited)
LIABILITIES AND SHAREHOLDERS’ EQUITY
Insurance and Other:
Unpaid losses and loss adjustment expenses$107,957$107,472
Unpaid losses and loss adjustment expenses under retroactive reinsurance contracts35,06335,415
Unearned premiums30,35928,657
Life, annuity and health insurance benefits19,93719,753
Other policyholder liabilities11,23111,370
Accounts payable, accruals and other liabilities32,84233,201
Aircraft repurchase liabilities and unearned lease revenues7,0526,820
Notes payable and other borrowings41,43646,538
285,877289,226
Railroad, Utilities and Energy:
Accounts payable, accruals and other liabilities19,68316,615
Regulatory liabilities6,8587,369
Notes payable and other borrowings82,18876,206
108,729100,190
Income taxes, principally deferred86,20677,368
Total liabilities480,812466,784
Redeemable noncontrolling interests3,183—
Shareholders’ equity:
Common stock88
Capital in excess of par value35,15635,167
Accumulated other comprehensive income(4,976)(5,052)
Retained earnings546,631511,127
Treasury stock, at cost(72,265)(67,826)
Berkshire Hathaway shareholders’ equity504,554473,424
Noncontrolling interests8,5238,257
Total shareholders’ equity513,077481,681
$997,072$948,465

See accompanying Notes to Consolidated Financial Statements

BERKSHIRE HATHAWAY INC.

and Subsidiaries

CONSOLIDATED STATEM****ENTS OF EARNINGS

(dollars in millions except per share amounts)

(Unaudited)

First Quarter
20232022
Revenues:
Insurance and Other:
Insurance premiums earned$19,796$17,488
Sales and service revenues38,38837,862
Leasing revenues2,0441,672
Interest, dividend and other investment income3,2291,862
63,45758,884
Railroad, Utilities and Energy:
Freight rail transportation revenues6,0015,944
Utility and energy operating revenues14,9174,818
Service revenues and other income1,0181,197
21,93611,959
Total revenues85,39370,843
Investment and derivative contract gains (losses)34,758(1,978)
Costs and expenses:
Insurance and Other:
Insurance losses and loss adjustment expenses14,22113,332
Life, annuity and health insurance benefits7851,337
Insurance underwriting expenses3,5872,604
Cost of sales and services30,31929,785
Cost of leasing1,4771,232
Selling, general and administrative expenses5,6024,251
Interest expense328264
56,31952,805
Railroad, Utilities and Energy:
Freight rail transportation expenses4,1613,925
Utilities and energy cost of sales and other expenses13,8463,591
Other expenses8711,156
Interest expense890770
19,7689,442
Total costs and expenses76,08762,247
Earnings before income taxes and equity method earnings44,0646,618
Equity method earnings688339
Earnings before income taxes44,7526,957
Income tax expense8,9951,252
Net earnings35,7575,705
Earnings attributable to noncontrolling interests253125
Net earnings attributable to Berkshire Hathaway shareholders$35,504$5,580
Net earnings per average equivalent Class A share$24,377$3,784
Net earnings per average equivalent Class B share*$16.25$2.52
Average equivalent Class A shares outstanding1,456,4381,474,703
Average equivalent Class B shares outstanding2,184,657,1092,212,054,009

——————

*** Class B shares are economically equivalent to one-fifteen-hundredth of a Class A share. Accordingly, net earnings per average equivalent Class B share outstanding is equal to one-fifteen-hundredth of the equivalent Class A amount. See Note 19.

See accompanying Notes to Consolidated Financial Statements

BERKSHIRE HATHAWAY INC.

and Subsidiaries

**CONSOLIDATED STAT

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Insurance—Underwriting (Continued)

Berkshire Hathaway Primary Group (Continued)

A summary of BH Primary underwriting results follows (dollars in millions).

First Quarter
20232022
Amount%Amount%
Premiums written$4,158$3,392
Premiums earned$3,961100.0$3,118100.0
Losses and loss adjustment expenses2,65667.12,27472.9
Underwriting expenses1,03726.175224.1
Total losses and expenses3,69393.23,02697.0
Pre-tax underwriting earnings$268$92

Premiums written increased $766 million (22.6%) in the first quarter of 2023 compared to 2022. The increase was primarily due to the inclusion of Alleghany Insurance ($570 million), as well as increased volumes from BH Specialty, BH Direct and USLI.

Losses and loss adjustment expenses increased $382 million (16.8%) in the first quarter of 2023 compared to 2022, primarily due to the impact of Alleghany Insurance ($233 million). BH Primary’s loss ratio decreased 5.8 percentage points in the first quarter of 2023 compared to 2022, reflecting changes in business mix (including the impact of Alleghany Insurance), lower incurred losses from current year catastrophes and increased reductions in loss estimates for prior years’ events. Incurred losses from significant catastrophes during the first quarter were $37 million in 2023 and $75 million in 2022. Incurred losses and loss adjustment expenses reflected net reductions in estimated ultimate liabilities for prior years’ loss events of $41 million in the first quarter of 2023 and $22 million in the first quarter of 2022. BH Primary insurers write significant levels of workers’ compensation, commercial and professional liability insurance and the related claim costs may be subject to high severity and long claim-tails. Claims liabilities could be greater than anticipated due to a variety of factors.

Underwriting expenses increased $285 million (37.9%) in the first quarter of 2023 compared to 2022. Alleghany Insurance underwriting expenses for the first quarter of 2023 were $139 million. Underwriting expenses as percentages of premiums earned increased 2.0 percentage points in the first quarter of 2023 compared to 2022. The increase was primarily attributable to changes in business mix.

Berkshire Hathaway Reinsurance Group

The Berkshire Hathaway Reinsurance Group (“BHRG”) offers excess-of-loss and quota-share reinsurance coverages on property and casualty risks to insurers and reinsurers worldwide through several subsidiaries, led by National Indemnity Company (“NICO”), General Reinsurance Corporation, General Reinsurance AG and, beginning October 19, 2022, Alleghany’s Transatlantic Reinsurance Company and affiliates (“TransRe Group”). We also write life and health reinsurance coverages through General Re Life Corporation, General Reinsurance AG and Berkshire Hathaway Life Insurance Company of Nebraska (“BHLN”). We assume property and casualty risks under retroactive reinsurance contracts written through NICO and we write periodic payment annuity contracts through BHLN.

A summary of BHRG’s premiums and pre-tax underwriting results follows (in millions). Pre-tax underwriting losses in the first quarter of 2022 were increased $14 million for the life and health business and $16 million for the periodic payment annuity business, while earnings from the variable annuity business were increased $175 million from the previously reported amounts due to the retrospective adoption of ASU 2018-12.

First Quarter
Premiums earnedPre-tax underwriting earnings (loss)
2023202220232022
Property/casualty$5,149$3,399$390$405
Life/health1,0601,248137(26)
Retroactive reinsurance——(195)(190)
Periodic payment annuity—169(164)(119)
Variable annuity——63231
$6,209$4,816$231$301

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Insurance—Underwriting (Continued)

Berkshire Hathaway Reinsurance Group (Continued)

Property/casualty

A summary of property/casualty reinsurance underwriting results follows (dollars in millions).

First Quarter
20232022
Amount%Amount%
Premiums written$6,268$4,386
Premiums earned$5,149100.0$3,399100.0
Losses and loss adjustment expenses3,38765.82,30767.9
Underwriting expenses1,37226.668720.2
Total losses and expenses4,75992.42,99488.1
Pre-tax underwriting earnings$390$405

Premiums written in the first quarter of 2023 included $1.3 billion from the inclusion of TransRe Group. Otherwise, premiums written increased $542 million (12.4%) in the first quarter of 2023 compared to 2022, primarily due to net increases in new and renewal property business and higher rates, partially offset by unfavorable foreign currency translation effects.

Losses and loss adjustment expenses increased $1.1 billion (46.8%) in the first quarter of 2023 compared to 2022, primarily from the inclusion of TransRe Group ($700 million). The loss ratio decreased 2.1 percentage points in the first quarter of 2023 compared to 2022. Losses incurred from significant catastrophes during the first quarter were $407 million in 2023 and $315 million in 2022. Losses and loss adjustment expenses included reductions in estimated ultimate liabilities for prior years’ events of $361 million in the first quarter of 2023 and $137 million in the first quarter of 2022.

The expense ratio i

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

Reference is made to Berkshire’s Annual Report on Form 10-K for the year ended December 31, 2022 and in particular the “Market Risk Disclosures” included in “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” As of March 31, 2023, there were no material changes in the market risks described in Berkshire’s Annual Report.

Item 4. Controls and Procedures

As of the end of the period covered by this Quarterly Report on Form 10-Q, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Chairman (Chief Executive Officer) and the Senior Vice President (Chief Financial Officer), of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Exchange Act Rule 13a-15. Based upon that evaluation, the Chairman (Chief Executive Officer) and the Senior Vice President (Chief Financial Officer) concluded that the Company’s disclosure controls and procedures are effective in timely alerting them to material information relating to the Company (including its consolidated subsidiaries) required to be included in the Company’s periodic SEC filings. During the quarter, there have been no significant changes in the Company’s internal control over financial reporting or in other factors that could significantly affect internal control over financial reporting.

Part II Other Information

Item 1. Legal Proceedings

Berkshire and its subsidiaries are parties in a variety of legal actions that routinely arise out of the normal course of business, including legal actions seeking to establish liability directly through insurance contracts or indirectly through reinsurance contracts issued by Berkshire subsidiaries. Plaintiffs occasionally seek punitive or exemplary damages. We do not believe that such normal and routine litigation will have a material effect on our financial condition or results of operations. Berkshire and certain of its subsidiaries are also involved in other kinds of legal actions, some of which assert or may assert claims or seek to impose fines and penalties. We currently believe that any liability that may arise as a result of other pending legal actions will not have a material effect on our consolidated financial condition or results of operations.

Item 1A. Risk Factors

Our significant business risks are described in Item 1A to Form 10-K for the year ended December 31, 2022, to which reference is made herein. The risks and uncertainties we describe are not the only ones facing us. Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also impair our business or operations. Any adverse effect on our business, financial condition or operating results could result in a decline in the value of our securities and the loss of all or part of your investment.

Item 2. Unregistered Sales of Equity Securities and Use o****f Proceeds and Issuer Repurchases of Equity Securities

Berkshire’s common stock repurchase program permits Berkshire to repurchase its Class A and Class B shares any time that Warren Buffett, Berkshire’s Chairman of the Board and Chief Executive Officer, and Charlie Munger, Vice Chairman of the Board, believe that the repurchase price is below Berkshire’s intrinsic value, conservatively determined. Repurchases may be in the open market or through privately negotiated transactions. Information with respect to Berkshire’s Class A and Class B common stock repurchased during the first quarter of 2023 follows.

PeriodTotal number of shares purchasedAverage price paid per shareTotal number of shares purchased as part of publicly announced programMaximum number or value of shares that yet may be repurchased under the program
January
Class A common stock468$475,158.19468*
Class B common stock1,323,333$310.871,323,333*
February
Class A common stock249$464,461.13249*
Class B common stock892,938$304.58892,938*
March
Class A common stock4,386$465,791.014,386*
Class B common stock4,500,593$305.574,500,593*

** The program does not specify a maximum number of shares to be repurchased or obligate Berkshire to repurchase any specific dollar amount or number of Class A or Class B shares and there is no expiration date to the repurchase program. Berkshire will not repurchase its common stock if the repurchases reduce the total value of Berkshire’s consolidated cash, cash equivalents and U.S. Treasury Bills holdings to less than $30 billion.*

Item 3. Defaults Upo****n Senior Securities

None

Item 4. Mine Safe****ty Disclosures

Information regarding the Company’s mine safety violations and other legal matters disclosed in accordance with Section 1503(a) of the Dodd-Frank Reform Act is included in Exhibit 95 to this Form 10-Q.

Item 5. Other Information

As disclosed in Notes 2 and 16 to the accompanying Consolidated Financial Statements included in this Form 10-Q, we adopted ASU 2018-12 on January 1, 2023 on the modified retrospective basis beginning as of the January 1, 2021 transition date. Most significantly, ASU 2018-12 changed the measurement of our long duration life, annuity and health insurance benefit liabilities, primarily attributable to changes in discount rate assumptions used in measuring such liabilities. ASU 2018-12 also made relatively minor modifications to the accounting for deferred policy acquisition cost amortization and changed the classification and measurement of certain market risk benefit liabilities, such as those related to variable annuity contracts.

Item 5. Other Information (Continued)

A summary of the revisions to the affected balances included in our previously reported Consolidated Financial Statements for the years ended December 31, 2021 and 2022 and as of the January 1, 2021 transition date follows. Amounts are in millions, except per share amounts.

Dec. 31, 2020January 1, 2021December 31, 2021December 31, 2022
Previously reportedIncrease (decrease)As revisedPreviously reportedIncrease (decrease)As revisedPreviously reportedIncrease (decrease)As revised
Assets:
Other receivables$32,310$738$33,048$35,388$580$35,968$43,506$(16)$43,490
Other14,580—14,58015,8542415,87819,6282919,657
Total assets873,729$738874,467958,784$604959,388948,452$13948,465
Liabilities and shareholders’ equity:
Unearned premiums21,395$(56)21,33923,512$(56)23,45628,657$—28,657
Life, annuity and health insurance benefits21,6167,22028,83622,2825,01327,29522,421(2,668)19,753
Other policyholder liabilities8,6701,69710,3679,9011,48511,38610,1011,26911,370
Income taxes, principally deferred74,098(1,695)72,40390,243(1,207)89,03677,02034877,368
Total liabilities422,3937,166429,559443,8545,235449,089467,835(1,051)466,784
Accumulated other comprehensive income(4,243)(5,751)(9,994)(4,027)(4,096)(8,123)(6,591)1,539(5,052)
Retained earnings444,626(677)443,949534,421(535)533,886511,602(475)511,127
Berkshire Hathaway shareholders’ equity443,164(6,428)436,736506,199(4,631)501,568472,3601,064473,424
Total shareholders’ equity451,336(6,428)444,908514,930(4,631)510,299480,6171,064481,681
Total liabilities and shareholders’ equity873,729$738874,467958,784$604959,388948,452$13948,465
Year ended December 31, 2021Year ended December 31, 2022
Previously reportedIncrease (decrease)As revisedPreviously reportedIncrease (decrease)As revised
Revenues:
Insurance premiums earned$69,478$(18)$69,460$74,645$(69)$74,576
Cost and expenses:
Life, annuity and health insurance benefits6,007(183)5,8245,152915,243
Insurance underwriting expenses12,569(10)12,55911,942(236)11,706
Earnings (loss) before income taxes111,686175111,861(30,576)76(30,500)
Income tax expense (benefit)20,8793320,912(8,518)16(8,502)
Net earnings (loss)90,80714290,949(22,058)60(21,998)
Net earnings (loss) attributable to Berkshire Hathaway shareholders89,79514289,937(22,819)60(22,759)
Other comprehensive income:
Foreign currency translation(1,011)—(1,011)(2,136)(2)(2,138)
Long duration insurance contracts—2,1082,108—7,1777,177
Applicable income taxes—(453)(453)—(1,540)(1,540)
Other comprehensive income, net2341,6551,889(2,625)5,6353,010
Comprehensive income attributable to Berkshire Hathaway shareholders90,0111,79791,808(25,383)5,695(19,688)
Net earnings (loss) per average equivalent Class A share$59,460$94$59,554$(15,535)$41$(15,494)
Net earnings (loss) per average equivalent Class B share$39.64$0.06$39.70$(10.36)$0.03$(10.33)

Item 6. Exhibits

a. Exhibits
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, 2022.
31.1Rule 13a-14(a)/15d-14(a) Certifications
31.2Rule 13a-14(a)/15d-14(a) Certifications
32.1Section 1350 Certifications
32.2Section 1350 Certifications
95Mine Safety Disclosures
101The following financial information from Berkshire Hathaway Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, formatted in iXBRL (Inline Extensible Business Reporting Language) includes: (i) the Cover Page (ii) the Consolidated Balance Sheets, (iii) the Consolidated Statements of Earnings, (iv) the Consolidated Statements of Comprehensive Income, (v) the Consolidated Statements of Changes in Shareholders’ Equity, (vi) the Consolidated Statements of Cash Flows, and (vii) the Notes to Consolidated Financial Statements, tagged in summary and detail.
104Cover Page Interactive Data File (formatted as iXBRL and contained in Exhibit 101)

SIGNAT****URE

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 6, 2023/S/ MARC D. HAMBURG
(Signature)
Marc D. Hamburg,
Senior Vice President and
Principal Financial Officer