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BRK-A > SEC Filings for BRK-A > Form 8-K on 10-Jan-2014All Recent SEC Filings

Show all filings for BERKSHIRE HATHAWAY INC

Form 8-K for BERKSHIRE HATHAWAY INC


10-Jan-2014

Other Events, Financial Statements and Exhibits


Item 8.01 Other Events.

On January 10, 2014, Berkshire Hathaway Finance Corporation ("BHFC") issued
(i) $650,000,000 aggregate principal amount of its Floating Rate Senior Notes due 2017 (the "Floating Rate Notes") and (ii) $100,000,000 aggregate principal amount of its 2.000% Senior Notes due 2018, (the "2.000% Notes," and together with the Floating Rate Notes collectively, the "Notes"), under a registration statement on Form S-3 under the Securities Act of 1933, as amended (the "Securities Act"), filed with the Securities and Exchange Commission (the "Commission") on January 28, 2013 (Registration No. 333-186257) (the "Registration Statement"). The Notes, which will be fully and unconditionally guaranteed by Berkshire Hathaway Inc. ("Berkshire"), were sold pursuant to an underwriting agreement (the "Underwriting Agreement") entered into on January 6, 2014, by and between (a) BHFC and Berkshire and (b) Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC (collectively, the "Underwriters"). The Notes are issued under an Indenture, dated as of February 1, 2010, by and among BHFC, as issuer, Berkshire, as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee (the "Indenture"), and officers' certificates dated as of August 15, 2013 with respect to the 2.000% Notes (the "2.000% Notes Officers' Certificate") and January 10, 2014 with respect to the Floating Rate Notes (the "Floating Rate Notes Officers' Certificate," and together with the 2.000% Notes Officers' Certificate collectively, the "Officers' Certificates").

The relevant terms of the Notes and the Indenture are further described under the caption "Description of the Notes and Guarantee" in the prospectus supplement, dated January 6, 2014, filed with the Commission by Berkshire on January 8, 2014, pursuant to Rule 424(b)(2) under the Securities Act of 1933, as amended, and in the section entitled "Description of the Debt Securities" in the base prospectus, dated January 28, 2013, included in the Registration Statement, which descriptions are incorporated herein by reference.

A copy of the Indenture is set forth in Exhibit 4.1 of Berkshire's registration statement on Form S-3 under the Securities Act filed with the Commission on February 1, 2010 (Registration No. 333-164611) and is incorporated herein by reference. A copy of the Floating Rate Notes Officers' Certificate (including the form of the Floating Rate Notes) is attached hereto as Exhibit 4.2 and is incorporated herein by reference. A copy of the 2.000% Notes Officers' Certificate (including the form of the 2.000% Notes) was attached as Exhibit 4.3 to the current report on Form 8-K filed with the Commission by Berkshire on August 15, 2013 and is incorporated herein by reference. The descriptions of the Indenture, the Officers' Certificates and the Notes in this report are summaries and are qualified in their entirety by the terms of the Indenture, the Officers' Certificates and the Notes, respectively.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

1.1 Underwriting Agreement, dated January 6, 2014, by and between (a) Berkshire Hathaway Finance Corporation and Berkshire Hathaway Inc. and
(b) Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC.

4.1 Indenture, 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 of Berkshire's Registration Statement on Form S-3 (Registration No. 333-164611) filed with the Commission on February 1, 2010).

4.2 Officers' Certificate of Berkshire Hathaway Finance Corporation, dated as of January 10, 2014, including the form of Berkshire Hathaway Finance Corporation's Floating Rate Senior Notes due 2017.

4.3 Officers' Certificate of Berkshire Hathaway Finance Corporation, dated as of August 15, 2013, including the form of Berkshire Hathaway Finance Corporation's 2.000% Senior Notes due 2018 (incorporated by reference to Exhibit 4.3 of Berkshire's Current Report on Form 8-K filed with the Commission on August 15, 2013).

5.1 Opinion of Munger, Tolles & Olson LLP, dated January 10, 2014.

23.1 Consent of Munger, Tolles & Olson LLP (included in Exhibit 5.1).


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