1985 年致股东信
巴菲特 1985 年致股东信中英对照整理稿,涵盖资本配置、保险行业趋势、纺织业务关闭及主要投资持仓。
You may remember the wildly upbeat message of last year's report: nothing much was in the works but our experience had been that something big popped up occasionally. This carefully-crafted corporate strategy paid off in 1985. Later sections of this report discuss (a) our purchase of a major position in Capital Cities/ABC, (b) our acquisition of Scott & Fetzer, (c) our entry into a large, extended term participation in the insurance business of Fireman's Fund, and (d) our sale of our stock in General Foods.
你可能还记得去年年报中极为乐观的信息:当时没有什么大动作,但我们的经验是,偶尔会有大事发生。这一精心设计的公司战略在 1985 年得到了回报。本报告后面的部分将讨论 (a) 我们购买了大都会/ABC 的主要头寸,(b) 我们收购了斯科特&费策公司,(c) 我们大规模、长期参与了消防员基金的保险业务,以及 (d) 我们出售了通用食品的股票。
Our gain in net worth during the year was $613.6 million, or 48.2%. It is fitting that the visit of Halley's Comet coincided with this percentage gain: neither will be seen again in my lifetime. Our gain in per-share book value over the last twenty-one years (that is, since present management took over) has been from $19.46 to $1643.71, or 23.2% compounded annually, another percentage that will not be repeated.
我们今年的净值增长为 6.136 亿美元,增幅 48.2%。哈雷彗星的造访恰逢这一百分比增长,这很合适:两者在我有生之年都不会再出现。在过去二十一年(即现任管理层接手以来),我们的每股账面价值从 19.46 美元增长到 1,643.71 美元,年复合增长率 23.2%,这也是一个不会重演的百分比。
Two factors make anything approaching this rate of gain unachievable in the future. One factor probably transitory - is a stock market that offers very little opportunity compared to the markets that prevailed throughout much of the 1964-1984 period. Today we cannot find significantly-undervalued equities to purchase for our insurance company portfolios. The current situation is 180 degrees removed from that existing about a decade ago, when the only question was which bargain to choose.
有两个因素使得未来无法实现任何接近这一增长率的水平。一个因素(可能是暂时的)是,与 1964-1984 年大部分时间盛行的市场相比,现在的股票市场提供的机会非常少。今天,我们无法为我们的保险公司投资组合找到被显著低估的股票。当前的情况与大约十年前完全相反,那时唯一的问题是选择哪个便宜货。
This change in the market also has negative implications for our present portfolio. In our 1974 annual report I could say: "We consider several of our major holdings to have great potential for significantly increased values in future years." I can't say that now. It's true that our insurance companies currently hold major positions in companies with exceptional underlying economics and outstanding managements, just as they did in 1974. But current market prices generously appraise these attributes, whereas they were ignored in 1974. Today's valuations mean that our insurance companies have no chance for future portfolio gains on the scale of those achieved in the past.
市场的这种变化也对我们目前的投资组合产生了负面影响。在 1974 年的年报中,我可以说:“我们认为我们的几项主要持仓在未来几年有大幅增值的巨大潜力。”我现在不能这么说。确实,我们的保险公司目前持有一些具有卓越基础经济和杰出管理层的公司的主要头寸,就像 1974 年一样。但当前的市场价格慷慨地评估了这些特质,而在 1974 年它们被忽视了。今天的估值意味着我们的保险公司未来不可能获得像过去那样规模的投资组合收益。
The second negative factor, far more telling, is our size. Our equity capital is more than twenty times what it was only ten years ago. And an iron law of business is that growth eventually dampens exceptional economics. Just look at the records of high-return companies once they have amassed even $1 billion of equity capital. None that I know of has managed subsequently, over a ten-year period, to keep on earning 20% or more on equity while reinvesting all or substantially all of its earnings. Instead, to sustain their high returns, such companies have needed to shed a lot of capital by way of either dividends or repurchases of stock. Their shareholders would have been far better off if all earnings could have been reinvested at the fat returns earned by these exceptional businesses. But the companies simply couldn't turn up enough high-return opportunities to make that possible.
第二个负面因素,更为重要,是我们的规模。我们的权益资本是仅仅十年前的五倍多。商业的一个铁律是,增长最终会抑制非凡的经济表现。看看那些高回报公司一旦积累了甚至 10 亿美元的权益资本后的记录。我不知道有哪一家公司随后能在十年期间,在再投资全部或绝大部分盈利的情况下,继续保持 20% 或更高的净资产收益率。相反,为了维持其高回报,这些公司需要通过分红或股票回购来剥离大量资本。如果所有盈利都能以这些非凡企业所获得的丰厚回报率进行再投资,他们的股东境况会好得多。但公司根本找不到足够多的高回报机会来实现这一点。
Their problem is our problem. Last year I told you that we needed profits of $3.9 billion over the ten years then coming up to earn 15% annually. The comparable figure for the ten years now ahead is $5.7 billion, a 48% increase that corresponds - as it must mathematically - to the growth in our capital base during 1985. (Here's a little perspective: leaving aside oil companies, only about 15 U.S. businesses have managed to earn over $5.7 billion during the past ten years.)
他们的问题就是我们的问题。去年我告诉过你们,我们需要在未来十年获得 39 亿美元的利润才能实现 15% 的年回报率。现在未来十年的可比数字是 57 亿美元,增长了 48%,这在数学上必然与 1985 年我们资本基数的增长相对应。(换个角度看:撇开石油公司,过去十年中只有大约 15 家美国企业成功赚取了超过 57 亿美元的利润。)
Charlie Munger, my partner in managing Berkshire, and I are reasonably optimistic about Berkshire's ability to earn returns superior to those earned by corporate America generally, and you will benefit from the company's retention of all earnings as long as those returns are forthcoming. We have several things going for us: (1) we don't have to worry about quarterly or annual figures but, instead, can focus on whatever actions will maximize long-term value; (2) we can expand the business into any areas that make sense - our scope is not circumscribed by history, structure, or concept; and (3) we love our work. All of these help. Even so, we will also need a full measure of good fortune to average our hoped-for 15% - far more good fortune than was required for our past 23.2%.
我的合伙人查理·芒格和我对伯克希尔能够获得超越美国企业平均水平的回报相当乐观,只要这些回报能够实现,你将从公司保留所有盈利中受益。我们有几个优势:(1) 我们不必担心季度或年度数据,而是可以专注于任何能最大化长期价值的行动;(2) 我们可以将业务扩展到任何合理的领域——我们的范围不受历史、结构或概念的限制;(3) 我们热爱我们的工作。所有这些都有帮助。即便如此,我们还需要十足的运气才能平均实现我们希望的 15%——这比我们过去实现 23.2% 所需的运气要多得多。
We need to mention one further item in the investment equation that could affect recent purchasers of our stock. Historically, Berkshire shares have sold modestly below intrinsic business value. With the price there, purchasers could be certain (as long as they did not experience a widening of this discount) that their personal investment experience would at least equal the financial experience of the business. But recently the discount has disappeared, and occasionally a modest premium has prevailed.
我们还需要提及投资等式中的一个因素,它可能会影响我们股票的近期购买者。从历史上看,伯克希尔的股价一直略低于内在商业价值。在这样的价格下,购买者可以确定(只要他们不经历折价扩大),他们个人的投资体验至少会等于企业的财务体验。但最近折价消失了,偶尔还出现了适度的溢价。
The elimination of the discount means that Berkshire's market value increased even faster than business value (which, itself, grew at a pleasing pace). That was good news for any owner holding while that move took place, but it is bad news for the new or prospective owner. If the financial experience of new owners of Berkshire is merely to match the future financial experience of the company, any premium of market value over intrinsic business value that they pay must be maintained.
折价的消失意味着伯克希尔的市值增长甚至快于商业价值(商业价值本身也以令人满意的速度增长)。对于在此期间持有的所有者来说是好消息,但对于新所有者或潜在所有者来说则是坏消息。如果伯克希尔新所有者的财务体验仅仅是要匹配公司未来的财务体验,那么他们所支付的任何高于内在商业价值的溢价都必须得以维持。
Management cannot determine market prices, although it can, by its disclosures and policies, encourage rational behavior by market participants. My own preference, as perhaps you'd guess, is for a market price that consistently approximates business value. Given that relationship, all owners prosper precisely as the business prospers during their period of ownership. Wild swings in market prices far above and below business value do not change the final gains for owners in aggregate; in the end, investor gains must equal business gains. But long periods of substantial undervaluation and/or overvaluation will cause the gains of the business to be inequitably distributed among various owners, with the investment result of any given owner largely depending upon how lucky, shrewd, or foolish he happens to be.
管理层无法决定市场价格,尽管可以通过信息披露和政策鼓励市场参与者的理性行为。你可能猜到了,我个人的偏好是市场价格始终接近商业价值。在这种关系下,所有所有者在其持有期间的繁荣程度与企业的繁荣程度完全一致。市场价格远高于或远低于商业价值的剧烈波动不会改变所有者的总最终收益;归根结底,投资者的收益必须等于企业的收益。但长期的大幅低估和/或高估将导致企业的收益在不同所有者之间不公平分配,任何特定所有者的投资结果在很大程度上取决于他有多幸运、多精明或多愚蠢。
Over the long term there has been a more consistent relationship between Berkshire's market value and business value than has existed for any other publicly-traded equity with which I am familiar. This is a tribute to you. Because you have been rational, interested, and investment-oriented, the market price for Berkshire stock has almost always been sensible. This unusual result has been achieved by a shareholder group with unusual demographics: virtually all of our shareholders are individuals, not institutions. No other public company our size can claim the same.
长期来看,伯克希尔的市场价值与商业价值之间的关系,比我熟悉的任何其他公开交易股票都更加一致。这是对你们的赞誉。因为你们一直理性、投入且以投资为导向,伯克希尔股票的市场价格几乎总是合理的。这一不同寻常的结果是由一个具有不同寻常人口特征的股东群体实现的:我们几乎所有的股东都是个人,而不是机构。没有其他我们这样规模的上市公司能这么说。
You might think that institutions, with their large staffs of highly-paid and experienced investment professionals, would be a force for stability and reason in financial markets. They are not: stocks heavily owned and constantly monitored by institutions have often been among the most inappropriately valued.
你可能会认为,机构拥有大量高薪且经验丰富的投资专业人士,会是金融市场稳定和理性的力量。但事实并非如此:机构大量持有并持续监控的股票往往是被错误定价最严重的股票之一。
Ben Graham told a story 40 years ago that illustrates why investment professionals behave as they do: An oil prospector, moving to his heavenly reward, was met by St. Peter with bad news. "You're qualified for residence", said St. Peter, "but, as you can see, the compound reserved for oil men is packed. There's no way to squeeze you in." After thinking a moment, the prospector asked if he might say just four words to the present occupants. That seemed harmless to St. Peter, so the prospector cupped his hands and yelled, "Oil discovered in hell." Immediately the gate to the compound opened and all of the oil men marched out to head for the nether regions. Impressed, St. Peter invited the prospector to move in and make himself comfortable. The prospector paused. "No," he said, "I think I'll go along with the rest of the boys. There might be some truth to that rumor after all."
本·格雷厄姆 40 年前讲过一个故事,说明了为什么投资专业人士会那样做:一位石油勘探员进入天堂后,圣彼得告诉他一个坏消息。“你有资格住在这里,”圣彼得说,“但你也看到了,留给石油商人的院子已经满了。实在挤不下你了。”勘探员想了一下,问他能否对目前的住户说四个字。圣彼得觉得这没什么坏处,于是勘探员双手合拢喊道:“地狱发现石油了!”院子的大门立刻打开,所有的石油商人都涌出来奔向地狱。圣彼得印象深刻,邀请勘探员搬进去随便住。勘探员却犹豫了。“不,”他说,“我想我还是跟那些家伙一起去吧。那个谣言说不定真有几分可信呢。”
Sources of Reported Earnings
The table on the next page shows the major sources of Berkshire's reported earnings. These numbers, along with far more detailed sub-segment numbers, are the ones that Charlie and I focus upon. We do not find consolidated figures an aid in either managing or evaluating Berkshire and, in fact, never prepare them for internal use.
报告盈利来源
下一页的表格显示了伯克希尔报告盈利的主要来源。这些数字,连同更为详细的子部门数字,是查理和我关注的焦点。我们不认为合并数据有助于管理或评估伯克希尔,事实上,我们从未为内部使用而编制过合并数据。
Segment information is equally essential for investors wanting to know what is going on in a multi-line business. Corporate managers always have insisted upon such information before making acquisition decisions but, until a few years ago, seldom made it available to investors faced with acquisition and disposition decisions of their own. Instead, when owners wishing to understand the economic realities of their business asked for data, managers usually gave them a we-can't-tell-you-what-is-going-on-because-it-would-hurt-the-company answer. Ultimately the SEC ordered disclosure of segment data and management began supplying real answers. The change in their behavior recalls an insight of Al Capone: "You can get much further with a kind word and a gun than you can with a kind word alone."
对于想要了解多元化业务公司情况的投资者而言,分部信息同样至关重要。公司管理层在做出收购决策前总是坚持要求提供此类信息,但直到几年前,他们很少向面临自身收购和处置决策的投资者提供这些信息。相反,当希望了解其业务经济现实的所有者要求提供数据时,管理层通常给出的答案是“我们不能告诉你发生了什么,因为那会伤害公司”。最终,美国证券交易委员会下令披露分部数据,管理层开始提供真实的答案。他们行为的改变让人想起阿尔·卡彭的洞见:“一句好话加一把枪,比单凭一句好话走得远。”
In the table, amortization of Goodwill is not charged against the specific businesses but, for reasons outlined in the Appendix to my letter in the 1983 annual report, is aggregated as a separate item. (A compendium of the 1977-1984 letters is available upon request.) In the Business Segment Data and Management's Discussion sections on pages 39-41 and 49-55, much additional information regarding our businesses is provided, including Goodwill and Goodwill Amortization figures for each of the segments. I urge you to read those sections as well as Charlie Munger's letter to Wesco shareholders, which starts on page 56.
在表格中,商誉摊销不直接抵扣具体业务,而是根据 1983 年年报中我信件的附录所述原因,作为一个单独项目汇总。(1977-1984 年信件的汇编可应要求提供。)在第 39-41 页和第 49-55 页的业务分部数据和管理层讨论部分,提供了关于我们业务的更多信息,包括每个分部的商誉和商誉摊销数字。我敦促你阅读这些部分,以及从第 56 页开始的查理·芒格致西科股东的信。
(000s omitted)
-----------------------------------------
Berkshire's Share
of Net Earnings
(after taxes and
Pre-Tax Earnings minority interests)
------------------- -------------------
1985 1984 1985 1984
-------- -------- -------- --------
Operating Earnings:
Insurance Group:
Underwriting ................ $(44,230) $(48,060) $(23,569) $(25,955)
Net Investment Income ....... 95,217 68,903 79,716 62,059
Associated Retail Stores ...... 270 (1,072) 134 (579)
Blue Chip Stamps .............. 5,763 (1,843) 2,813 (899)
Buffalo News .................. 29,921 27,328 14,580 13,317
Mutual Savings and Loan ....... 2,622 1,456 4,016 3,151
Nebraska Furniture Mart ....... 12,686 14,511 5,181 5,917
Precision Steel ............... 3,896 4,092 1,477 1,696
See’s Candies ................. 28,989 26,644 14,558 13,380
Textiles ...................... (2,395) 418 (1,324) 226
Wesco Financial ............... 9,500 9,777 4,191 4,828
Amortization of Goodwill ...... (1,475) (1,434) (1,475) (1,434)
Interest on Debt .............. (14,415) (14,734) (7,288) (7,452)
Shareholder-Designated
Contributions .............. (4,006) (3,179) (2,164) (1,716)
Other ......................... 3,106 4,932 2,102 3,475
-------- -------- -------- --------
Operating Earnings .............. 125,449 87,739 92,948 70,014
Special General Foods Distribution 4,127 8,111 3,779 7,294
Special Washington Post
Distribution ................. 14,877 --- 13,851 ---
Sales of Securities ............. 468,903 104,699 325,237 71,587
-------- -------- -------- --------
Total Earnings - all entities ... $613,356 $200,549 $435,815 $148,895
======== ======== ======== ======== (省略 000)
-----------------------------------------
伯克希尔应占
净收益
(税后及扣除
税前收益 少数股东权益后)
------------------- -------------------
1985 1984 1985 1984
-------- -------- -------- --------
经营收益:
保险集团:
承保 ....................... $(44,230) $(48,060) $(23,569) $(25,955)
净投资收入 ................. 95,217 68,903 79,716 62,059
联营零售商店 ................. 270 (1,072) 134 (579)
Blue Chip Stamps ............. 5,763 (1,843) 2,813 (899)
Buffalo News ................. 29,921 27,328 14,580 13,317
Mutual Savings and Loan ...... 2,622 1,456 4,016 3,151
Nebraska Furniture Mart ...... 12,686 14,511 5,181 5,917
Precision Steel .............. 3,896 4,092 1,477 1,696
See’s Candies ................ 28,989 26,644 14,558 13,380
纺织业务 ..................... (2,395) 418 (1,324) 226
Wesco Financial .............. 9,500 9,777 4,191 4,828
商誉摊销 ..................... (1,475) (1,434) (1,475) (1,434)
债务利息 ..................... (14,415) (14,734) (7,288) (7,452)
股东指定
捐款 ...................... (4,006) (3,179) (2,164) (1,716)
其他 ......................... 3,106 4,932 2,102 3,475
-------- -------- -------- --------
经营收益 ....................... 125,449 87,739 92,948 70,014
General Foods 特别分配 ......... 4,127 8,111 3,779 7,294
Washington Post
特别分配 .................... 14,877 --- 13,851 ---
证券销售 ....................... 468,903 104,699 325,237 71,587
-------- -------- -------- --------
所有实体总收益 ................. $613,356 $200,549 $435,815 $148,895
======== ======== ======== ========
Our 1985 results include unusually large earnings from the sale of securities. This fact, in itself, does not mean that we had a particularly good year (though, of course, we did). Security profits in a given year bear similarities to a college graduation ceremony in which the knowledge gained over four years is recognized on a day when nothing further is learned. We may hold a stock for a decade or more, and during that period it may grow quite consistently in both business and market value. In the year in which we finally sell it there may be no increase in value, or there may even be a decrease. But all growth in value since purchase will be reflected in the accounting earnings of the year of sale. (If the stock owned is in our insurance subsidiaries, however, any gain or loss in market value will be reflected in net worth annually.) Thus, reported capital gains or losses in any given year are meaningless as a measure of how well we have done in the current year.
我们 1985 年的业绩包括异常大的证券出售收益。这一事实本身并不意味着我们这一年过得特别好(尽管我们确实很好)。特定年份的证券利润与大学毕业典礼有相似之处,在毕业典礼上,四年中学到的知识在一个不再学习新东西的日子里得到认可。我们可能会持有某只股票十年或更长时间,在此期间,其业务和市值可能会持续增长。在我们最终卖出它的那一年,价值可能没有增加,甚至可能减少。但自购买以来的所有价值增长都将体现在出售当年的会计收益中。(但是,如果持有的股票属于我们的保险子公司,则市值的任何损益将每年反映在净值中。)因此,任何特定年份报告的实现资本利得或损失,作为衡量我们当年表现如何的指标是毫无意义的。
A large portion of the realized gain in 1985 ($338 million pre-tax out of a total of $488 million) came about through the sale of our General Foods shares. We held most of these shares since 1980, when we had purchased them at a price far below what we felt was their per/share business value. Year by year, the managerial efforts of Jim Ferguson and Phil Smith substantially increased General Foods' business value and, last fall, Philip Morris made an offer for the company that reflected the increase. We thus benefited from four factors: a bargain purchase price, a business with fine underlying economics, an able management concentrating on the interests of shareholders, and a buyer willing to pay full business value. While that last factor is the only one that produces reported earnings, we consider identification of the first three to be the key to building value for Berkshire shareholders. In selecting common stocks, we devote our attention to attractive purchases, not to the possibility of attractive sales.
1985 年已实现收益的很大一部分(4.88 亿美元税前总额中的 3.38 亿美元)来自我们出售通用食品的股票。自 1980 年以来,我们持有这些股票的大部分,当时我们购买的价格远低于我们认为的其每股商业价值。年复一年,吉姆·弗格森和菲尔·史密斯的管理努力大大增加了通用食品的商业价值,去年秋天,菲利普·莫里斯公司发出了反映这一增长的收购要约。我们因此受益于四个因素:便宜的交易价格、基础经济良好的业务、专注于股东利益的有能力的管理层,以及愿意支付全部商业价值的买家。虽然最后一个因素是唯一产生报告收益的因素,但我们认为识别前三个因素是伯克希尔股东价值创造的关键。在选择普通股时,我们关注的是有吸引力的购买,而不是有吸引力的出售的可能性。
We have again reported substantial income from special distributions, this year from Washington Post and General Foods. (The General Foods transactions obviously took place well before the Philip Morris offer.) Distributions of this kind occur when we sell a portion of our shares in a company back to it simultaneously with its purchase of shares from other shareholders. The number of shares we sell is contractually set so as to leave our percentage ownership in the company precisely the same after the sale as before. Such a transaction is quite properly regarded by the IRS as substantially equivalent to a dividend since we, as a shareholder, receive cash while maintaining an unchanged ownership interest. This tax treatment benefits us because corporate taxpayers, unlike individual taxpayers, incur much lower taxes on dividend income than on income from long-term capital gains. (This difference will be widened further if the House-passed tax bill becomes law: under its provisions, capital gains realized by corporations will be taxed at the same rate as ordinary income.) However, accounting rules are unclear as to proper treatment for shareholder reporting. To conform with last year's treatment, we have shown these transactions as capital gains.
我们再次报告了来自特别分配的大额收入,今年来自华盛顿邮报和通用食品。(通用食品的交易显然发生在菲利普·莫里斯公司要约之前很久。)当我们向公司出售其部分股份,同时公司从其他股东那里购买股份时,就会发生这类分配。我们出售的股份数量由合同规定,以便出售后我们在公司中的持股比例与出售前完全相同。美国国税局认为这类交易实质上等同于股息,因为作为股东,我们在收到现金的同时保持了不变的所有权权益。这种税务处理对我们有利,因为与个人纳税人不同,公司纳税人的股息收入税远低于长期资本利得税。(如果众议院通过的税收法案成为法律,这种差异将进一步扩大:根据其规定,公司实现的资本利得将按与普通收入相同的税率征税。)然而,会计规则对于股东报告中的适当处理并不明确。为了与去年的处理保持一致,我们将这些交易列为资本利得。
Though we have not sought out such transactions, we have agreed to them on several occasions when managements initiated the idea. In each case we have felt that non-selling shareholders (all of whom had an opportunity to sell at the same price we received) benefited because the companies made their repurchases at prices below intrinsic business value. The tax advantages we receive and our wish to cooperate with managements that are increasing values for all shareholders have sometimes led us to sell - but only to the extent that our proportional share of the business was undiminished.
虽然我们并未主动寻求此类交易,但每当管理层提出这个想法时,我们在几个场合都同意了。在每种情况下,我们都认为非出售股东(他们都有机会以我们收到的相同价格出售)受益,因为公司以低于内在商业价值的价格进行了回购。我们获得的税收优惠以及我们希望与为所有股东增加价值的管理层合作的愿望,有时导致我们出售——但仅限于我们在业务中的比例份额不受影响的程度。
At this point we usually turn to a discussion of some of our major business units. Before doing so, however, we should first look at a failure at one of our smaller businesses. Our Vice Chairman, Charlie Munger, has always emphasized the study of mistakes rather than successes, both in business and other aspects of life. He does so in the spirit of the man who said: "All I want to know is where I'm going to die so I'll never go there." You'll immediately see why we make a good team: Charlie likes to study errors and I have generated ample material for him, particularly in our textile and insurance businesses.
通常,我们现在会转向讨论我们的一些主要业务部门。但在此之前,我们应该先看看我们一个较小业务的失败。我们的副董事长查理·芒格一直强调研究错误而非成功,无论是在商业还是生活的其他方面。他这样做是本着那位说过的话的精神:“我只想知道我会死在哪里,这样我就永远不会去那里。”你马上就会明白为什么我们是一个好搭档:查理喜欢研究错误,而我为他提供了丰富的素材,尤其是在我们的纺织和保险业务上。
Shutdown of Textile Business
In July we decided to close our textile operation, and by yearend this unpleasant job was largely completed. The history of this business is instructive.
纺织业务的关闭
七月,我们决定关闭我们的纺织业务,到年底这项令人不快的任务已基本完成。这项业务的历史很有启发性。
When Buffett Partnership, Ltd., an investment partnership of which I was general partner, bought control of Berkshire Hathaway 21 years ago, it had an accounting net worth of $22 million, all devoted to the textile business. The company's intrinsic business value, however, was considerably less because the textile assets were unable to earn returns commensurate with their accounting value. Indeed, during the previous nine years (the period in which Berkshire and Hathaway operated as a merged company) aggregate sales of $530 million had produced an aggregate loss of $10 million. Profits had been reported from time to time but the net effect was always one step forward, two steps back.
21 年前,当我担任普通合伙人的巴菲特合伙基金买下伯克希尔·哈撒韦的控制权时,其会计净值为 2,200 万美元,全部投入纺织业务。然而,公司的内在商业价值要低得多,因为纺织资产无法赚取与其会计价值相称的回报。事实上,在之前的九年(伯克希尔和哈撒韦作为合并公司运营的时期),5.3 亿美元的总销售额产生了 1,000 万美元的总亏损。不时有利润报告,但净效果总是一步前进,两步后退。
At the time we made our purchase, southern textile plants - largely non-union - were believed to have an important competitive advantage. Most northern textile operations had closed and many people thought we would liquidate our business as well.
在我们进行收购时,南方的纺织厂(大多没有工会)被认为具有重要的竞争优势。大多数北方的纺织业务已经关闭,许多人认为我们也会清算我们的业务。
We felt, however, that the business would be run much better by a long-time employee whom we immediately selected to be president, Ken Chace. In this respect we were 100% correct: Ken and his recent successor, Garry Morrison, have been excellent managers, every bit the equal of managers at our more profitable businesses.
然而,我们觉得,由一位我们立即选为总裁的长期雇员肯·蔡斯来经营,业务会好得多。在这方面我们 100% 正确:肯和他后来的继任者加里·莫里森都是出色的经理人,完全不亚于我们更盈利业务的经理人。
In early 1967 cash generated by the textile operation was used to fund our entry into insurance via the purchase of National Indemnity Company. Some of the money came from earnings and some from reduced investment in textile inventories, receivables, and fixed assets. This pullback proved wise: although much improved by Ken's management, the textile business never became a good earner, not even in cyclical upturns.
1967 年初,纺织业务产生的现金被用于通过收购国民赔偿公司进入保险业。部分资金来自盈利,部分来自减少对纺织存货、应收账款和固定资产的投资。事实证明,这种收缩是明智的:尽管肯的管理大大改善了情况,但纺织业务从未成为一项好的盈利业务,即使在周期性上升期也是如此。
Further diversification for Berkshire followed, and gradually the textile operation's depressing effect on our overall return diminished as the business became a progressively smaller portion of the corporation. We remained in the business for reasons that I stated in the 1978 annual report (and summarized at other times also): "(1) our textile businesses are very important employers in their communities, (2) management has been straightforward in reporting on problems and energetic in attacking them, (3) labor has been cooperative and understanding in facing our common problems, and (4) the business should average modest cash returns relative to investment." I further said, "As long as these conditions prevail - and we expect that they will - we intend to continue to support our textile business despite more attractive alternative uses for capital."
随后伯克希尔进行了进一步的多元化,随着纺织业务占公司的比例越来越小,它对整体回报的负面影响逐渐减弱。我们继续保留这项业务的原因,我在 1978 年年报中陈述过(并在其他时候总结过):“(1) 我们的纺织业务是其社区非常重要的雇主,(2) 管理层在报告问题时坦诚直率,在解决问题时精力充沛,(3) 工人在面对我们的共同问题时合作且理解,(4) 相对于投资,该业务应能平均产生适度的现金回报。”我进一步说:“只要这些条件持续存在——我们预计它们会持续——我们打算继续支持我们的纺织业务,尽管有更具吸引力的资本替代用途。”
It turned out that I was very wrong about (4). Though 1979 was moderately profitable, the business thereafter consumed major amounts of cash. By mid-1985 it became clear, even to me, that this condition was almost sure to continue. Could we have found a buyer who would continue operations, I would have certainly preferred to sell the business rather than liquidate it, even if that meant somewhat lower proceeds for us. But the economics that were finally obvious to me were also obvious to others, and interest was nil.
结果证明,我在 (4) 上大错特错。尽管 1979 年略有盈利,但此后该业务消耗了大量现金。到 1985 年年中,即使是我,也清楚地认识到这种情况几乎肯定会持续下去。如果能找到一个愿意继续经营的买家,我肯定更愿意出售而不是清算,即使这意味着我们的收益会低一些。但最终我明白的经济状况,别人也明白,没有人感兴趣。
I won't close down businesses of sub-normal profitability merely to add a fraction of a point to our corporate rate of return. However, I also feel it inappropriate for even an exceptionally profitable company to fund an operation once it appears to have unending losses in prospect. Adam Smith would disagree with my first proposition, and Karl Marx would disagree with my second; the middle ground is the only position that leaves me comfortable.
我不会仅仅为了给我们的公司回报率增加零点几个百分点而关闭低于正常盈利水平的企业。但我也认为,即使是一家盈利异常丰厚的公司,一旦前景看起来有无穷无尽的亏损,再去资助一项业务也是不合适的。亚当·斯密会不同意我的第一个主张,卡尔·马克思会不同意我的第二个主张;折中立场是唯一让我感到舒服的。
I should reemphasize that Ken and Garry have been resourceful, energetic and imaginative in attempting to make our textile operation a success. Trying to achieve sustainable profitability, they reworked product lines, machinery configurations and distribution arrangements. We also made a major acquisition, Waumbec Mills, with the expectation of important synergy (a term widely used in business to explain an acquisition that otherwise makes no sense). But in the end nothing worked and I should be faulted for not quitting sooner. A recent Business Week article stated that 250 textile mills have closed since 1980. Their owners were not privy to any information that was unknown to me; they simply processed it more objectively. I ignored Comte's advice - "the intellect should be the servant of the heart, but not its slave" - and believed what I preferred to believe.
我应该再次强调,肯和加里在试图使我们的纺织业务成功方面足智多谋、精力充沛且富有想象力。为了实现可持续的盈利能力,他们改进了产品线、机器配置和分销安排。我们还进行了一次重大收购,万贝克纺织厂,期望产生重要的协同效应(一个在商业中广泛用于解释本来毫无意义的收购的术语)。但最终一切都没用,我应该因为没有早点退出而受到指责。最近一期《商业周刊》的文章指出,自 1980 年以来已有 250 家纺织厂关闭。它们的老板并不知道任何我不知道的信息;他们只是更客观地处理了信息。我无视了孔德的建议——“智力应是心灵的仆人,而不是奴隶”——相信了我愿意相信的东西。
The domestic textile industry operates in a commodity business, competing in a world market in which substantial excess capacity exists. Much of the trouble we experienced was attributable, both directly and indirectly, to competition from foreign countries whose workers are paid a small fraction of the U.S. minimum wage. But that in no way means that our labor force deserves any blame for our closing. In fact, in comparison with employees of American industry generally, our workers were poorly paid, as has been the case throughout the textile business. In contract negotiations, union leaders and members were sensitive to our disadvantageous cost position and did not push for unrealistic wage increases or unproductive work practices. To the contrary, they tried just as hard as we did to keep us competitive. Even during our liquidation period they performed superbly. (Ironically, we would have been better off financially if our union had behaved unreasonably some years ago; we then would have recognized the impossible future that we faced, promptly closed down, and avoided significant future losses.)
国内纺织业经营的是商品业务,在全球市场上竞争,存在大量过剩产能。我们遇到的许多问题,直接和间接地,都归因于来自外国工人的竞争,他们的工资仅为美国最低工资的一小部分。但这绝不意味着我们的劳动力应该为我们的关闭受到任何指责。事实上,与美国工业的普通员工相比,我们的工人工资很低,整个纺织业都是如此。在合同谈判中,工会领导人和成员对我们不利的成本状况很敏感,没有推动不切实际的工资增长或非生产性的工作实践。相反,他们和我们一样努力保持我们的竞争力。即使在清算期间,他们也表现出色。(具有讽刺意味的是,如果我们的工会几年前表现得不讲道理,我们的财务状况会更好;那样我们就会认识到所面临的无法实现的未来,迅速关闭,并避免未来的重大损失。)
Over the years, we had the option of making large capital expenditures in the textile operation that would have allowed us to somewhat reduce variable costs. Each proposal to do so looked like an immediate winner. Measured by standard return-on-investment tests, in fact, these proposals usually promised greater economic benefits than would have resulted from comparable expenditures in our highly-profitable candy and newspaper businesses.
多年来,我们本可以选择在纺织业务上进行大量资本支出,这可以让我们在一定程度上降低可变成本。每一个这样的提议看起来都像是即时的赢家。事实上,按标准的投资回报测试来衡量,这些提议通常承诺的经济效益,比在我们高度盈利的糖果和报纸业务中进行类似支出所带来的效益还要大。
But the promised benefits from these textile investments were illusory. Many of our competitors, both domestic and foreign, were stepping up to the same kind of expenditures and, once enough companies did so, their reduced costs became the baseline for reduced prices industrywide. Viewed individually, each company's capital investment decision appeared cost-effective and rational; viewed collectively, the decisions neutralized each other and were irrational (just as happens when each person watching a parade decides he can see a little better if he stands on tiptoes). After each round of investment, all the players had more money in the game and returns remained anemic.
但这些纺织投资所承诺的好处是虚幻的。我们的许多竞争对手,无论是国内还是国外,都在进行同样的支出,一旦有足够多的公司这样做,他们降低的成本就成为全行业降价的新基准。单独来看,每家公司的资本投资决策似乎都具有成本效益且合理;但从整体来看,这些决策相互抵消,是不合理的(就像观看游行时每个人都觉得踮起脚尖能看得更清楚一样)。每一轮投资之后,所有参与者都在这场游戏中投入了更多资金,而回报依然低迷。
Thus, we faced a miserable choice: huge capital investment would have helped to keep our textile business alive, but would have left us with terrible returns on ever-growing amounts of capital. After the investment, moreover, the foreign competition would still have retained a major, continuing advantage in labor costs. A refusal to invest, however, would make us increasingly non-competitive, even measured against domestic textile manufacturers. I always thought myself in the position described by Woody Allen in one of his movies: "More than any other time in history, mankind faces a crossroads. One path leads to despair and utter hopelessness, the other to total extinction. Let us pray we have the wisdom to choose correctly."
因此,我们面临一个悲惨的选择:巨额资本投资本可以帮助我们的纺织业务生存下去,但会让我们在不断增长的资本上获得糟糕的回报。而且,投资之后,外国竞争仍将在劳动力成本上保持主要的、持续的优势。然而,拒绝投资将使我们在竞争中越来越处于劣势,即使与国内纺织制造商相比也是如此。我总觉得自己处于伍迪·艾伦一部电影中描述的位置:“人类面临着一个十字路口,比历史上任何其他时候都更严峻。一条路通往绝望和彻底的绝望,另一条路通往彻底的灭绝。让我们祈祷我们有智慧做出正确的选择。”
For an understanding of how the to-invest-or-not-to-invest dilemma plays out in a commodity business, it is instructive to look at Burlington Industries, by far the largest U.S. textile company both 21 years ago and now. In 1964 Burlington had sales of $1.2 billion against our $50 million. It had strengths in both distribution and production that we could never hope to match and also, of course, had an earnings record far superior to ours. Its stock sold at 60 at the end of 1964; ours was 13.
为了理解在商品业务中“投资或不投资”的困境是如何上演的,看看伯灵顿工业公司会很有启发,它是 21 年前和现在美国最大的纺织公司。1964 年,伯灵顿的销售额为 12 亿美元,而我们只有 5,000 万美元。它在分销和生产方面都有我们无法企及的优势,当然,其盈利记录也远优于我们。其股票在 1964 年底售价为 60 美元;我们的是 13 美元。
Burlington made a decision to stick to the textile business, and in 1985 had sales of about $2.8 billion. During the 1964-85 period, the company made capital expenditures of about $3 billion, far more than any other U.S. textile company and more than $200-per-share on that $60 stock. A very large part of the expenditures, I am sure, was devoted to cost improvement and expansion. Given Burlington's basic commitment to stay in textiles, I would also surmise that the company's capital decisions were quite rational.
伯灵顿决定坚持纺织业务,1985 年的销售额约为 28 亿美元。在 1964-85 年期间,公司进行了约 30 亿美元的资本支出,远超美国任何其他纺织公司,相当于那只 60 美元股票每股超过 200 美元。我相信,这些支出中有很大一部分用于成本改进和扩张。考虑到伯灵顿留在纺织行业的基本承诺,我也可以推测,公司的资本决策是相当理性的。
Nevertheless, Burlington has lost sales volume in real dollars and has far lower returns on sales and equity now than 20 years ago. Split 2-for-1 in 1965, the stock now sells at 34 -- on an adjusted basis, just a little over its $60 price in 1964. Meanwhile, the CPI has more than tripled. Therefore, each share commands about one-third the purchasing power it did at the end of 1964. Regular dividends have been paid but they, too, have shrunk significantly in purchasing power.
尽管如此,伯灵顿的实际销售额已经下降,现在的销售回报率和股权回报率远低于 20 年前。1965 年进行 2 拆 1 后,该股现价为 34 美元——经调整后,仅略高于 1964 年的 60 美元。与此同时,CPI 上涨了超过三倍。因此,每股的购买力约为 1964 年底时的三分之一。定期支付了股息,但其购买力也大幅缩水。
This devastating outcome for the shareholders indicates what can happen when much brain power and energy are applied to a faulty premise. The situation is suggestive of Samuel Johnson's horse: "A horse that can count to ten is a remarkable horse - not a remarkable mathematician." Likewise, a textile company that allocates capital brilliantly within its industry is a remarkable textile company - but not a remarkable business.
这种对股东的毁灭性结果表明,当大量的脑力和精力应用于一个错误的前提时会发生什么。这种情况让人想起塞缪尔·约翰逊的马:“一匹能数到十的马是一匹了不起的马——而不是一位了不起的数学家。”同样,一家在其行业内出色地配置资本的纺织公司是一家了不起的纺织公司——但不是一项了不起的业务。
My conclusion from my own experiences and from much observation of other businesses is that a good managerial record (measured by economic returns) is far more a function of what business boat you get into than it is of how effectively you row (though intelligence and effort help considerably, of course, in any business, good or bad). Some years ago I wrote: "When a management with a reputation for brilliance tackles a business with a reputation for poor fundamental economics, it is the reputation of the business that remains intact." Nothing has since changed my point of view on that matter. Should you find yourself in a chronically-leaking boat, energy devoted to changing vessels is likely to be more productive than energy devoted to patching leaks.
我从自己的经验和对其他业务的广泛观察中得出的结论是,良好的管理记录(以经济回报衡量)更多地取决于你上的是哪条商业船,而不是你划船的效率如何(当然,在任何业务中,无论好坏,智慧和努力都有很大帮助)。几年前我曾写道:“当一个以才华著称的管理层接手一个以基础经济状况糟糕著称的业务时,保持不变的往往是业务的名声。”从那以后,没有任何事情改变我对这件事的看法。如果你发现自己在一艘常年漏水的船上,与其费劲去修补漏洞,不如把精力用于换艘新船。
There is an investment postscript in our textile saga. Some investors weight book value heavily in their stock-buying decisions (as I, in my early years, did myself). And some economists and academicians believe replacement values are of considerable importance in calculating an appropriate price level for the stock market as a whole. Those of both persuasions would have received an education at the auction we held in early 1986 to dispose of our textile machinery.
我们的纺织故事有一个投资后记。一些投资者在股票购买决策中非常看重账面价值(我早年也是如此)。一些经济学家和学者认为,重置价值在计算整个股市的合理价格水平时相当重要。这两种观点的人,如果参加我们 1986 年初为处置纺织机械而举行的拍卖,都会受到一次教育。
The equipment sold (including some disposed of in the few months prior to the auction) took up about 750,000 square feet of factory space in New Bedford and was eminently usable. It originally cost us about $13 million, including $2 million spent in 1980-84, and had a current book value of $866,000 (after accelerated depreciation). Though no sane management would have made the investment, the equipment could have been replaced new for perhaps $30-$50 million.
出售的设备(包括拍卖前几个月处理掉的一些)占地约 75 万平方英尺的厂房,且非常可用。其原始成本约为 1,300 万美元,包括 1980-84 年花费的 200 万美元,当前账面价值为 86.6 万美元(加速折旧后)。尽管没有哪个理智的管理层会进行这样的投资,但全新购买这些设备可能需要 3,000 万至 5,000 万美元。
Gross proceeds from our sale of this equipment came to $163,122. Allowing for necessary pre- and post-sale costs, our net was less than zero. Relatively modern looms that we bought for $5,000 apiece in 1981 found no takers at $50. We finally sold them for scrap at $26 each, a sum less than removal costs.
出售这些设备的总收入为 163,122 美元。扣除必要的售前和售后成本,我们的净收益低于零。我们在 1981 年以每台 5,000 美元购买的相对现代的织布机,在 50 美元的价格上也无人问津。我们最终以每台 26 美元的价格作为废品出售,这比拆除成本还低。
Ponder this: the economic goodwill attributable to two paper routes in Buffalo - or a single See's candy store - considerably exceeds the proceeds we received from this massive collection of tangible assets that not too many years ago, under different competitive conditions, was able to employ over 1,000 people.
想想看:布法罗的两条报纸投递线路——或者一家喜诗糖果店——所产生的经济商誉,远远超过了我们从这堆积如山的实物资产中获得的收益。就在几年前,在不同的竞争条件下,这些资产还能雇用 1,000 多人。
Three Very Good Businesses (and a Few Thoughts About Incentive Compensation)
When I was 12, I lived with my grandfather for about four months. A grocer by trade, he was also working on a book and each night he dictated a few pages to me. The title - brace yourself - was "How to Run a Grocery Store and a Few Things I Have Learned About Fishing". My grandfather was sure that interest in these two subjects was universal and that the world awaited his views. You may conclude from this section's title and contents that I was overexposed to Grandpa's literary style (and personality).
三个非常好的企业(以及关于激励性薪酬的几点思考)
我 12 岁时,和祖父一起住了大约四个月。他以开杂货店为生,同时还在写一本书,每晚向我口述几页。书名——做好准备——是“如何经营杂货店以及我学到的关于钓鱼的几件事”。我祖父确信,人们对这两个主题的兴趣是普遍的,世界都在等待他的观点。从本节的标题和内容,你可能会得出结论,我过多地接触了祖父的文学风格(和个性)。
I am merging the discussion of Nebraska Furniture Mart, See's Candy Shops, and Buffalo Evening News here because the economic strengths, weaknesses, and prospects of these businesses have changed little since I reported to you a year ago. The shortness of this discussion, however, is in no way meant to minimize the importance of these businesses to us: in 1985 they earned an aggregate of $72 million pre-tax. Fifteen years ago, before we had acquired any of them, their aggregate earnings were about $8 million pre-tax.
我在这里合并讨论内布拉斯加家具卖场、喜诗糖果店和布法罗晚报,因为自从一年前我向你们报告以来,这些业务的经济优势、劣势和前景几乎没有变化。然而,本次讨论的简短绝不意味着贬低这些业务对我们的重要性:1985 年,它们总共实现了 7,200 万美元的税前利润。十五年前,在我们收购它们之前,它们的总税前利润约为 800 万美元。
While an increase in earnings from $8 million to $72 million sounds terrific - and usually is - you should not automatically assume that to be the case. You must first make sure that earnings were not severely depressed in the base year. If they were instead substantial in relation to capital employed, an even more important point must be examined: how much additional capital was required to produce the additional earnings?
虽然盈利从 800 万美元增长到 7,200 万美元听起来很棒——通常也确实如此——但你不应自动认为这就是事实。你必须首先确定基准年的盈利是否严重低迷。如果相对于所用资本而言,盈利是相当可观的,那么必须检查一个更重要的问题:产生额外盈利需要多少额外资本?
In both respects, our group of three scores well. First, earnings 15 years ago were excellent compared to capital then employed in the businesses. Second, although annual earnings are now $64 million greater, the businesses require only about $40 million more in invested capital to operate than was the case then.
在这两个方面,我们这三家企业得分都很高。首先,15 年前的盈利与当时业务所用的资本相比非常出色。其次,虽然现在每年的盈利增加了 6,400 万美元,但这些业务运营所需的投资资本仅比那时多出约 4,000 万美元。
The dramatic growth in earning power of these three businesses, accompanied by their need for only minor amounts of capital, illustrates very well the power of economic goodwill during an inflationary period (a phenomenon explained in detail in the 1983 annual report). The financial characteristics of these businesses have allowed us to use a very large portion of the earnings they generate elsewhere. Corporate America, however, has had a different experience: in order to increase earnings significantly, most companies have needed to increase capital significantly also. The average American business has required about $5 of additional capital to generate an additional $1 of annual pre-tax earnings. That business, therefore, would have required over $300 million in additional capital from its owners in order to achieve an earnings performance equal to our group of three.
这三家企业盈利能力的显著增长,加上它们只需少量资本,很好地说明了通货膨胀时期经济商誉的力量(这一现象在 1983 年年报中有详细解释)。这些业务的财务特征使我们能够将所产生盈利的很大一部分用于别处。然而,美国企业界的普遍经验不同:为了显著增加盈利,大多数公司也需要显著增加资本。普通美国企业需要大约 5 美元的额外资本才能产生 1 美元的年度税前利润增长。因此,为了达到与我们这三家企业同等的盈利表现,那家企业需要从所有者那里获得超过 3 亿美元的额外资本。
When returns on capital are ordinary, an earn-more-by-putting-up-more record is no great managerial achievement. You can get the same result personally while operating from your rocking chair. Just quadruple the capital you commit to a savings account and you will quadruple your earnings. You would hardly expect hosannas for that particular accomplishment. Yet, retirement announcements regularly sing the praises of CEOs who have, say, quadrupled earnings of their widget company during their reign - with no one examining whether this gain was attributable simply to many years of retained earnings and the workings of compound interest.
当资本回报率普通时,“通过增加投入来赚更多钱”的记录算不上什么了不起的管理成就。你个人坐在摇椅上就能得到同样的结果。只需将你存入储蓄账户的资本增加三倍,你的收益就会增加三倍。你不会期望因这一特定成就而获得喝彩。然而,退休公告却经常赞美那些在任期内使公司盈利增长数倍的 CEO——却没有人审视这种增长是否仅仅归因于多年的留存收益和复利的作用。
If the widget company consistently earned a superior return on capital throughout the period, or if capital employed only doubled during the CEO's reign, the praise for him may be well deserved. But if return on capital was lackluster and capital employed increased in pace with earnings, applause should be withheld. A savings account in which interest was reinvested would achieve the same year-by-year increase in earnings - and, at only 8% interest, would quadruple its annual earnings in 18 years.
如果这家小零件公司在整个期间持续获得优越的资本回报率,或者如果在 CEO 任期内所用资本仅翻了一番,那么对他的赞扬可能是当之无愧的。但如果资本回报率平平,而所用资本与盈利同步增长,那就应该保留掌声。一个将利息再投资的储蓄账户也能实现同样的逐年盈利增长——而且,在仅 8% 的利率下,其年收益会在 18 年内增长三倍。
The power of this simple math is often ignored by companies to the detriment of their shareholders. Many corporate compensation plans reward managers handsomely for earnings increases produced solely, or in large part, by retained earnings - i.e., earnings withheld from owners. For example, ten-year, fixed-price stock options are granted routinely, often by companies whose dividends are only a small percentage of earnings.
这个简单数学的强大力量常常被公司忽视,从而损害了股东的利益。许多公司薪酬计划,仅仅因为盈利增长(全部或大部分由留存收益产生)就让经理人获得丰厚奖励。例如,通常会授予十年期固定价格股票期权,而授予这些期权的公司,其股息往往只占盈利的一小部分。
An example will illustrate the inequities possible under such circumstances. Let's suppose that you had a $100,000 savings account earning 8% interest and "managed" by a trustee who could decide each year what portion of the interest you were to be paid in cash. Interest not paid out would be "retained earnings" added to the savings account to compound. And let's suppose that your trustee, in his superior wisdom, set the "payout ratio" at one-quarter of the annual earnings.
一个例子可以说明在这种情况下可能出现的不公平。假设你有一个 10 万美元的储蓄账户,年利率 8%,由一位受托人“管理”,他可以每年决定你获得的利息中以现金支付的比例。未支付的利息将成为“留存收益”,加到储蓄账户中复利。再假设你的受托人凭借其卓越的智慧,将“派息率”设定为年收益的四分之一。
Under these assumptions, your account would be worth $179,084 at the end of ten years. Additionally, your annual earnings would have increased about 70% from $8,000 to $13,515 under this inspired management. And, finally, your "dividends" would have increased commensurately, rising regularly from $2,000 in the first year to $3,378 in the tenth year. Each year, when your manager's public relations firm prepared his annual report to you, all of the charts would have had lines marching skyward.
在这些假设下,你的账户在十年后将价值 179,084 美元。此外,在这种灵感迸发的管理下,你的年收益将从 8,000 美元增加到 13,515 美元,增幅约为 70%。最后,你的“股息”也将相应增加,从第一年的 2,000 美元稳步上升到第十年的 3,378 美元。每年,当你经理人的公关公司为你准备他的年度报告时,所有的图表线都会直冲云霄。
Now, just for fun, let's push our scenario one notch further and give your trustee-manager a ten-year fixed-price option on part of your "business" (i.e., your savings account) based on its fair value in the first year. With such an option, your manager would reap a substantial profit at your expense - just from having held on to most of your earnings. If he were both Machiavellian and a bit of a mathematician, your manager might also have cut the payout ratio once he was firmly entrenched.
现在,纯粹为了好玩,让我们把情景再推进一步,给你的受托人兼经理人一份基于第一年公允价值的十年期固定价格期权,期权标的为你“企业”(即你的储蓄账户)的一部分。有了这样的期权,你的经理人将(仅仅通过保留你的大部分收益)以你的代价获得可观的利润。如果他既马基雅维利又懂点数学,你的经理人可能还会在他站稳脚跟后降低派息率。
This scenario is not as farfetched as you might think. Many stock options in the corporate world have worked in exactly that fashion: they have gained in value simply because management retained earnings, not because it did well with the capital in its hands.
这种情况并不像你想象的那么牵强。企业界的许多股票期权正是以这种方式运作的:它们的价值增长仅仅是因为管理层保留了收益,而不是因为他们对掌握的资本运用得当。
Managers actually apply a double standard to options. Leaving aside warrants (which deliver the issuing corporation immediate and substantial compensation), I believe it is fair to say that nowhere in the business world are ten-year fixed-price options on all or a portion of a business granted to outsiders. Ten months, in fact, would be regarded as extreme. It would be particularly unthinkable for managers to grant a long-term option on a business that was regularly adding to its capital. Any outsider wanting to secure such an option would be required to pay fully for capital added during the option period.
对期权,经理人实际上采用了双重标准。撇开认股权证不谈(认股权证会给发行公司带来直接且可观的补偿),我相信可以公平地说,在商业世界中,没有将全部或部分业务的十年期固定价格期权授予外部人士的先例。事实上,即使是十个月也会被认为是极端的。经理人如果对一家定期增加资本的业务授予长期期权,那将是特别不可想象的。任何想要获得这样期权的外部人士,都将被要求为期权期内增加的资本全额支付对价。
The unwillingness of managers to do-unto-outsiders, however, is not matched by an unwillingness to do-unto-themselves. (Negotiating with one's self seldom produces a barroom brawl.) Managers regularly engineer ten-year, fixed-price options for themselves and associates that, first, totally ignore the fact that retained earnings automatically build value and, second, ignore the carrying cost of capital. As a result, these managers end up profiting much as they would have had they had an option on that savings account that was automatically building up in value.
然而,经理人不愿对外人做的事情,却对应地缺乏不愿对自己做的意愿。(与自己谈判很少会引发酒吧斗殴。)经理人经常为自己和同事设计十年期固定价格期权,这首先完全忽略了留存收益会自动创造价值的事实,其次忽略了资本的持有成本。结果,这些经理人最终获得的利润,就像他们拥有了那个自动增值的储蓄账户的期权一样。
Of course, stock options often go to talented, value-adding managers and sometimes deliver them rewards that are perfectly appropriate. (Indeed, managers who are really exceptional almost always get far less than they should.) But when the result is equitable, it is accidental. Once granted, the option is blind to individual performance. Because it is irrevocable and unconditional (so long as a manager stays in the company), the sluggard receives rewards from his options precisely as does the star. A managerial Rip Van Winkle, ready to doze for ten years, could not wish for a better "incentive" system.
当然,股票期权常常授予有才华、能创造价值的经理人,有时也确实带给他们完全合适的回报。(事实上,真正杰出的经理人几乎总是得到比他们应得的少得多的回报。)但当结果公平时,那是偶然的。一旦授予,期权就对个人表现视而不见。因为它是不可撤销且无条件的(只要经理人留在公司),懒汉从他的期权中获得的回报与明星完全一样。一个准备打盹十年的管理界瑞普·凡·温克尔,不可能希望有更好的“激励”制度。
(I can't resist commenting on one long-term option given an "outsider": that granted the U.S. Government on Chrysler shares as partial consideration for the government's guarantee of some lifesaving loans. When these options worked out well for the government, Chrysler sought to modify the payoff, arguing that the rewards to the government were both far greater than intended and outsize in relation to its contribution to Chrysler's recovery. The company's anguish over what it saw as an imbalance between payoff and performance made national news. That anguish may well be unique: to my knowledge, no managers - anywhere - have been similarly offended by unwarranted payoffs arising from options granted to themselves or their colleagues.)
(我忍不住要评论一下授予“外部人士”的一个长期期权:即美国政府获得的克莱斯勒股票期权,作为政府对一些挽救生命的贷款提供担保的部分对价。当这些期权为政府带来丰厚回报时,克莱斯勒试图修改支付条款,辩称政府的回报远远高于预期,并且相对于其对克莱斯勒复苏的贡献来说过于巨大。该公司对其认为的回报与贡献之间的不平衡所感到的痛苦成了全国新闻。这种痛苦可能是独一无二的:据我所知,在任何地方,没有任何经理人曾因授予自己或同事的期权所产生的过高回报而感到类似的愤慨。)
Ironically, the rhetoric about options frequently describes them as desirable because they put managers and owners in the same financial boat. In reality, the boats are far different. No owner has ever escaped the burden of capital costs, whereas a holder of a fixed-price option bears no capital costs at all. An owner must weigh upside potential against downside risk; an option holder has no downside. In fact, the business project in which you would wish to have an option frequently is a project in which you would reject ownership. (I'll be happy to accept a lottery ticket as a gift - but I'll never buy one.)
具有讽刺意味的是,关于期权的言论常常将其描述为可取的,因为它们使经理人和股东处于同一条财务船上。实际上,船大不相同。没有哪个股东能逃脱资本成本的重负,而固定价格期权的持有者则根本不用承担资本成本。股东必须权衡上行潜力与下行风险;期权持有者没有下行风险。事实上,你希望拥有期权的商业项目,往往是你拒绝拥有所有权的项目。(我很乐意接受一张彩票作为礼物——但我永远不会买一张。)
In dividend policy also, the option holders' interests are best served by a policy that may ill serve the owner. Think back to the savings account example. The trustee, holding his option, would benefit from a no-dividend policy. Conversely, the owner of the account should lean to a total payout so that he can prevent the option-holding manager from sharing in the account's retained earnings.
在股息政策上,期权持有者的利益也最符合一种可能损害股东利益的政策。回想一下储蓄账户的例子。持有期权的受托人将从不分红政策中受益。相反,账户的所有者应该倾向于全额分红,这样他才能阻止持有期权的经理人分享账户的留存收益。
Despite their shortcomings, options can be appropriate under some circumstances. My criticism relates to their indiscriminate use and, in that connection, I would like to emphasize three points:
尽管有缺点,但在某些情况下期权可能是合适的。我的批评针对的是它们的滥用,因此,我想强调三点:
First, stock options are inevitably tied to the overall performance of a corporation. Logically, therefore, they should be awarded only to those managers with overall responsibility. Managers with limited areas of responsibility should have incentives that pay off in relation to results under their control. The .350 hitter expects, and also deserves, a big payoff for his performance - even if he plays for a cellar-dwelling team. And the .150 hitter should get no reward - even if he plays for a pennant winner. Only those with overall responsibility for the team should have their rewards tied to its results.
第一,股票期权不可避免地与公司的整体表现挂钩。因此,从逻辑上讲,它们只应授予负有全面责任的经理人。职责范围有限的经理人,其激励应与他们可控范围内的结果挂钩。打击率 0.350 的击球手期望并且也应该因其表现获得高额回报——即使他为垫底的球队效力。而打击率 0.150 的击球手不应获得任何奖励——即使他效力于夺冠球队。只有那些对球队负全面责任的人,其回报才应与球队的成绩挂钩。
Second, options should be structured carefully. Absent special factors, they should have built into them a retained-earnings or carrying-cost factor. Equally important, they should be priced realistically. When managers are faced with offers for their companies, they unfailingly point out how unrealistic market prices can be as an index of real value. But why, then, should these same depressed prices be the valuations at which managers sell portions of their businesses to themselves? (They may go further: officers and directors sometimes consult the Tax Code to determine the lowest prices at which they can, in effect, sell part of the business to insiders. While they're at it, they often elect plans that produce the worst tax result for the company.) Except in highly unusual cases, owners are not well served by the sale of part of their business at a bargain price - whether the sale is to outsiders or to insiders. The obvious conclusion: options should be priced at true business value.
第二,期权的设计应该小心谨慎。除非有特殊情况,否则应在其中嵌入留存收益或持有成本因素。同样重要的是,它们应该被现实地定价。当经理人面对对其公司的收购要约时,他们总是指出市场价值作为真实价值指标是多么不现实。但为什么这些同样的廉价市场价值,会被用作经理人将部分业务卖给自己时的估值呢?(他们可能走得更远:高管和董事有时会查阅税法,以确定他们实际上能以多低的价格将部分业务卖给内部人士。在此过程中,他们往往选择对公司造成最坏税务后果的计划。)除了极不寻常的情况外,所有者不会从折价出售部分业务中受益——无论出售给外部人士还是内部人士。明显的结论是:期权应按真实的商业价值定价。
Third, I want to emphasize that some managers whom I admire enormously - and whose operating records are far better than mine - disagree with me regarding fixed-price options. They have built corporate cultures that work, and fixed-price options have been a tool that helped them. By their leadership and example, and by the use of options as incentives, these managers have taught their colleagues to think like owners. Such a culture is rare and when it exists should perhaps be left intact - despite inefficiencies and inequities that may infest the option program. "If it ain't broke, don't fix it" is preferable to "purity at any price".
第三,我想强调的是,我极为钦佩的一些经理人——其经营记录远在我之上——在固定价格期权问题上并不同意我的看法。他们建立了行之有效的企业文化,固定价格期权是帮助他们的工具。通过他们的领导力和榜样作用,以及使用期权作为激励,这些经理人教会了他们的同事像所有者一样思考。这样的文化是罕见的,一旦存在,或许应该保持原样——尽管期权计划中可能存在低效和不公。“没坏就别修”比“不惜任何代价追求纯粹”更可取。
At Berkshire, however, we use an incentive compensation system that rewards key managers for meeting targets in their own bailiwicks. If See's does well, that does not produce incentive compensation at the News - nor vice versa. Neither do we look at the price of Berkshire stock when we write bonus checks. We believe good unit performance should be rewarded whether Berkshire stock rises, falls, or stays even. Similarly, we think average performance should earn no special rewards even if our stock should soar. "Performance", furthermore, is defined in different ways depending upon the underlying economics of the business: in some our managers enjoy tailwinds not of their own making, in others they fight unavoidable headwinds.
然而,在伯克希尔,我们使用一种激励性薪酬制度,奖励那些在自己管辖范围内实现目标的关键经理人。如果喜诗做得好,这不会给新闻报带来激励薪酬——反之亦然。我们在写奖金支票时也不看伯克希尔的股价。我们相信,无论伯克希尔股价上涨、下跌还是持平,良好的部门表现都应得到奖励。同样,我们认为,平庸的表现不应获得特殊奖励,即使我们的股票飙升。此外,“表现”的定义根据业务的基础经济状况而有所不同:在某些业务中,我们的经理人享受着并非他们创造的顺风;在另一些业务中,他们则与不可避免的逆风作斗争。
The rewards that go with this system can be large. At our various business units, top managers sometimes receive incentive bonuses of five times their base salary, or more, and it would appear possible that one manager's bonus could top $2 million in 1986. (I hope so.) We do not put a cap on bonuses, and the potential for rewards is not hierarchical. The manager of a relatively small unit can earn far more than the manager of a larger unit if results indicate he should. We believe, further, that such factors as seniority and age should not affect incentive compensation (though they sometimes influence basic compensation). A 20-year-old who can hit .300 is as valuable to us as a 40-year-old performing as well.
这个制度带来的奖励可能很大。在我们的各个业务部门,高层经理有时会获得相当于其基本工资五倍甚至更多的激励奖金,而且似乎有可能某位经理的奖金在 1986 年超过 200 万美元。(我希望如此。)我们不设奖金上限,获得奖励的潜力也不是等级制的。如果一个相对较小部门的经理业绩表明他应该获得更多,他可以比一个较大部门的经理赚得多得多。我们进一步认为,资历和年龄等因素不应影响激励性薪酬(尽管它们有时会影响基本薪酬)。一个能打出 0.300 打击率的 20 岁年轻人,对我们来说与一个表现同样出色的 40 岁中年人有同等的价值。
Obviously, all Berkshire managers can use their bonus money (or other funds, including borrowed money) to buy our stock in the market. Many have done just that - and some now have large holdings. By accepting both the risks and the carrying costs that go with outright purchases, these managers truly walk in the shoes of owners.
显然,所有伯克希尔的经理人都可以用他们的奖金(或其他资金,包括借款)在市场上购买我们的股票。许多人已经这样做了——有些人现在持有大量股份。通过接受直接购买所带来的风险和持有成本,这些经理人真正站在了所有者的立场上。
Now let's get back - at long last - to our three businesses:
现在——终于——让我们回到我们的三项业务:
At Nebraska Furniture Mart our basic strength is an exceptionally low-cost operation that allows the business to regularly offer customers the best values available in home furnishings. NFM is the largest store of its kind in the country. Although the already-depressed farm economy worsened considerably in 1985, the store easily set a new sales record. I also am happy to report that NFM's Chairman, Rose Blumkin (the legendary "Mrs. B"), continues at age 92 to set a pace at the store that none of us can keep up with. She's there wheeling and dealing seven days a week, and I hope that any of you who visit Omaha will go out to the Mart and see her in action. It will inspire you, as it does me.
在内布拉斯加家具卖场,我们的基本优势是极低的运营成本,这使得该业务能够持续为客户提供家居用品领域的最佳价值。NFM 是全美同类商店中最大的。尽管已经萧条的中西部农业经济在 1985 年显著恶化,但该店轻松创下了新的销售纪录。我还很高兴地报告,NFM 的董事长罗斯·布鲁姆金(传奇的“B 夫人”),在 92 岁高龄时,依然在我们店里保持着无人能及的工作节奏。她每周七天都在店里做买卖,我希望你们中任何访问奥马哈的人都能去家具卖场看看她的风采。它会激励你,就像激励我一样。
At See's we continue to get store volumes that are far beyond those achieved by any competitor we know of. Despite the unmatched consumer acceptance we enjoy, industry trends are not good, and we continue to experience slippage in poundage sales on a same-store basis. This puts pressure on per-pound costs. We now are willing to increase prices only modestly and, unless we can stabilize per-shop poundage, profit margins will narrow.
在喜诗糖果,我们继续获得远超我们所知任何竞争对手的单店销量。尽管我们享有无与伦比的消费者接受度,但行业趋势并不乐观,我们继续经历着可比门店销量磅数的下滑。这给每磅成本带来了压力。我们现在只愿意适度提价,除非我们能够稳定每家店铺的销量磅数,否则利润率将会收窄。
At the News volume gains are also difficult to achieve. Though linage increased during 1985, the gain was more than accounted for by preprints. ROP linage (advertising printed on our own pages) declined. Preprints are far less profitable than ROP ads, and also more vulnerable to competition. In 1985, the News again controlled costs well and our household penetration continues to be exceptional.
在新闻报,广告量的增长也很难实现。尽管 1985 年广告总行数增加了,但增加的部分主要来自夹页广告。ROP 广告(印刷在我们自己版面上的广告)行数下降了。夹页广告的利润率远低于 ROP 广告,且更容易受到竞争的影响。1985 年,新闻报再次很好地控制了成本,我们的家庭渗透率依然出色。
One problem these three operations do not have is management. At See's we have Chuck Huggins, the man we put in charge the day we bought the business. Selecting him remains one of our best business decisions. At the News we have Stan Lipsey, a manager of equal caliber. Stan has been with us 17 years, and his unusual business talents have become more evident with every additional level of responsibility he has tackled. And, at the Mart, we have the amazing Blumkins - Mrs. B, Louie, Ron, Irv, and Steve - a three-generation miracle of management.
这三项业务没有的问题就是管理。在喜诗,我们有查克·哈金斯,我们收购业务当天就让他负责。选择他仍然是我们最明智的商业决策之一。在新闻报,我们有斯坦·利普西,一位同样水准的经理人。斯坦已经和我们在一起 17 年了,他所承担的每项额外责任,都使他非凡的商业才能愈发显现。在卖场,我们有神奇的布鲁姆金家族——B 夫人、路易、罗恩、厄夫和史蒂夫——一个三代同堂的管理奇迹。
I consider myself extraordinarily lucky to be able to work with managers such as these. I like them personally as much as I admire them professionally.
我认为自己能与此等经理人共事是极其幸运的。我个人喜欢他们,就像我钦佩他们的专业能力一样。
Insurance Operations
Shown below is an updated version of our usual table, listing two key figures for the insurance industry:
保险业务
下面是我们常用表格的更新版,列出了保险业的两个关键数据:
| Year | Yearly Change in Premiums Written (%) | Combined Ratio after Policyholder Dividends |
|---|---|---|
| 1972 | 10.2 | 96.2 |
| 1973 | 8.0 | 99.2 |
| 1974 | 6.2 | 105.4 |
| 1975 | 11.0 | 107.9 |
| 1976 | 21.9 | 102.4 |
| 1977 | 19.8 | 97.2 |
| 1978 | 12.8 | 97.5 |
| 1979 | 10.3 | 100.6 |
| 1980 | 6.0 | 103.1 |
| 1981 | 3.9 | 106.0 |
| 1982 | 4.4 | 109.7 |
| 1983 | 4.5 | 111.9 |
| 1984 (Revised) | 9.2 | 117.9 |
| 1985 (Estimated) | 20.9 | 118.0 |
Source: Best's Aggregates and Averages
| 年份 | 保费收入年变化率 (%) | 扣除保单持有人红利后的综合比率 |
|---|---|---|
| 1972 | 10.2 | 96.2 |
| 1973 | 8.0 | 99.2 |
| 1974 | 6.2 | 105.4 |
| 1975 | 11.0 | 107.9 |
| 1976 | 21.9 | 102.4 |
| 1977 | 19.8 | 97.2 |
| 1978 | 12.8 | 97.5 |
| 1979 | 10.3 | 100.6 |
| 1980 | 6.0 | 103.1 |
| 1981 | 3.9 | 106.0 |
| 1982 | 4.4 | 109.7 |
| 1983 | 4.5 | 111.9 |
| 1984 (修订) | 9.2 | 117.9 |
| 1985 (估计) | 20.9 | 118.0 |
来源:贝斯特汇总与平均值
The combined ratio represents total insurance costs (losses incurred plus expenses) compared to revenue from premiums: a ratio below 100 indicates an underwriting profit, and one above 100 indicates a loss.
综合比率代表保险总成本(已发生损失加费用)与保费收入的比较:比率低于 100 表示承保盈利,高于 100 表示亏损。
The industry's 1985 results were highly unusual. The revenue gain was exceptional, and had insured losses grown at their normal rate of most recent years - that is, a few points above the inflation rate - a significant drop in the combined ratio would have occurred. But losses in 1985 didn't cooperate, as they did not in 1984. Though inflation slowed considerably in these years, insured losses perversely accelerated, growing by 16% in 1984 and by an even more startling 17% in 1985. The year's growth in losses therefore exceeds the inflation rate by over 13 percentage points, a modern record.
保险业 1985 年的业绩极不寻常。收入增长非同寻常,如果承保损失以最近几年的正常速度增长——即比通胀率高出几个百分点——综合比率就会显著下降。但 1985 年的损失并未配合,1984 年也没有。尽管这些年通胀率显著放缓,但承保损失反而加速增长,1984 年增长了 16%,1985 年更惊人地增长了 17%。因此,当年的损失增长率超过通胀率逾 13 个百分点,创下了现代记录。
Catastrophes were not the culprit in this explosion of loss cost. True, there were an unusual number of hurricanes in 1985, but the aggregate damage caused by all catastrophes in 1984 and 1985 was about 2% of premium volume, a not unusual proportion. Nor was there any burst in the number of insured autos, houses, employers, or other kinds of "exposure units".
巨灾并非损失成本爆炸的罪魁祸首。诚然,1985 年飓风数量异乎寻常,但 1984 年和 1985 年所有巨灾造成的总损失约为保费量的 2%,这是一个并不罕见的比例。承保的汽车、房屋、雇主或其他类型的“风险暴露单位”数量也没有激增。
A partial explanation for the surge in the loss figures is all the additions to reserves that the industry made in 1985. As results for the year were reported, the scene resembled a revival meeting: shouting "I've sinned, I've sinned", insurance managers rushed forward to confess they had under reserved in earlier years. Their corrections significantly affected 1985 loss numbers.
损失数字激增的部分原因是行业在 1985 年增加了大量准备金。随着年度结果公布,场景类似一次奋兴会:保险经理们高喊着“我有罪,我有罪”,争先恐后地承认他们在前几年准备金不足。他们的纠正显著影响了 1985 年的损失数字。
A more disturbing ingredient in the loss surge is the acceleration in "social" or "judicial" inflation. The insurer's ability to pay has assumed overwhelming importance with juries and judges in the assessment of both liability and damages. More and more, "the deep pocket" is being sought and found, no matter what the policy wording, the facts, or the precedents.
损失激增中一个更令人不安的因素是“社会通胀”或“司法通胀”的加速。在陪审团和法官评估责任和损害赔偿时,保险公司的支付能力显得至关重要。越来越多的情况下,不管保单措辞、事实或先例如何,“深口袋”正被寻找并发现。
This judicial inflation represents a wild card in the industry's future, and makes forecasting difficult. Nevertheless, the short-term outlook is good. Premium growth improved as 1985 went along (quarterly gains were an estimated 15%, 19%, 24%, and 22%) and, barring a supercatastrophe, the industry's combined ratio should fall sharply in 1986.
这种司法通胀是行业未来中的一张“万能牌”,使得预测变得困难。尽管如此,短期前景良好。保费增长在 1985 年期间有所改善(季度增长率估计为 15%、19%、24% 和 22%),除非发生超级巨灾,否则行业的综合比率应在 1986 年急剧下降。
The profit improvement, however, is likely to be of short duration. Two economic principles will see to that. First, commodity businesses achieve good levels of profitability only when prices are fixed in some manner or when capacity is short. Second, managers quickly add to capacity when prospects start to improve and capital is available.
然而,利润的改善可能是短暂的。两个经济原则可以解释这一点。第一,商品型企业只有在价格以某种方式固定或产能短缺时才能实现良好的盈利水平。第二,当前景开始改善且资本可得时,经理人会迅速增加产能。
In my 1982 report to you, I discussed the commodity nature of the insurance industry extensively. The typical policyholder does not differentiate between products but concentrates instead on price. For many decades a cartel-like procedure kept prices up, but this arrangement has disappeared for good. The insurance product now is priced as any other commodity for which a free market exists: when capacity is tight, prices will be set remuneratively; otherwise, they will not be.
在 1982 年给你们的报告中,我广泛讨论了保险业的商品性质。典型的投保人不区分产品,而是关注价格。几十年来,一种类似卡特尔的方式维持了高价,但这种安排已经永远消失了。现在的保险产品定价就像任何其他存在自由市场的商品一样:当产能紧张时,价格会定在有利润的水平;否则就不会。
Capacity currently is tight in many lines of insurance - though in this industry, unlike most, capacity is an attitudinal concept, not a physical fact. Insurance managers can write whatever amount of business they feel comfortable writing, subject only to pressures applied by regulators and Best's, the industry's authoritative rating service. The comfort level of both managers and regulators is tied to capital. More capital means more comfort, which in turn means more capacity. In the typical commodity business, furthermore, such as aluminum or steel, a long gestation precedes the birth of additional capacity. In the insurance industry, capital can be secured instantly. Thus, any capacity shortage can be eliminated in short order.
目前,许多保险险种的产能紧张——尽管在这个行业,与大多数行业不同,产能是一个态度概念,而非物理事实。保险经理人可以承保任何他们感到舒服的业务量,只受监管机构和行业权威评级机构贝斯特的压力影响。经理人和监管者的舒适程度都与资本挂钩。更多的资本意味着更多的舒适,进而意味着更多的产能。此外,在典型的商品业务中,例如铝或钢铁,新增产能诞生前需要很长的孕育期。而在保险行业,资本可以瞬间获得。因此,任何产能短缺都可以在短时间内消除。
That's exactly what's going on right now. In 1985, about 15 insurers raised well over $3 billion, piling up capital so that they can write all the business possible at the better prices now available. The capital-raising trend has accelerated dramatically so far in 1986.
这正是现在正在发生的事情。1985 年,大约 15 家保险公司筹集了远超过 30 亿美元的资金,积累资本,以便它们能够以当前可得的更好价格承保尽可能多的业务。到 1986 年为止,资本筹集趋势已急剧加速。
If capacity additions continue at this rate, it won't be long before serious price-cutting appears and next a fall in profitability. When the fall comes, it will be the fault of the capital-raisers of 1985 and 1986, not the price-cutters of 198X. (Critics should be understanding, however: as was the case in our textile example, the dynamics of capitalism cause each insurer to make decisions that for itself appear sensible, but that collectively slash profitability.)
如果产能增加以这种速度继续下去,不久就会出现严重的价格削减,随后盈利能力下降。当下降到来时,它将归咎于 1985 年和 1986 年的资本筹集者,而不是 198X 年的价格削减者。(然而,批评者应该理解:正如我们纺织业务的例子,资本主义的动态导致每个保险公司做出对自身看似明智的决定,但这些决定共同大幅削减了行业的盈利能力。)
In past reports, I have told you that Berkshire's strong capital position - the best in the industry - should one day allow us to claim a distinct competitive advantage in the insurance market. With the tightening of the market, that day arrived. Our premium volume more than tripled last year, following a long period of stagnation. Berkshire's financial strength (and our record of maintaining unusual strength through thick and thin) is now a major asset for us in securing good business.
在过去的报告中,我曾告诉过你们,伯克希尔强大的资本地位——行业内最好的——终有一天能让我们在保险市场上拥有独特的竞争优势。随着市场的紧缩,那一天到来了。在经历了长期的停滞之后,我们的保费量去年增长了两倍多。伯克希尔的财务实力(以及我们在顺境和逆境中保持非凡实力的记录)现在是我们获得优质业务的一项主要资产。
We correctly foresaw a flight to quality by many large buyers of insurance and reinsurance who belatedly recognized that a policy is only an IOU - and who, in 1985, could not collect on many of their IOUs. These buyers today are attracted to Berkshire because of its strong capital position. But, in a development we did not foresee, we also are finding buyers drawn to us because our ability to insure substantial risks sets us apart from the crowd.
我们正确地预见到,许多保险和再保险的大买家会转向优质公司,他们迟迟才认识到保单只是一张借据——而在 1985 年,他们无法兑现许多借据。这些买家今天被伯克希尔吸引,是因为其强大的资本地位。但是,在一个我们未曾预见的发展中,我们也发现买家被我们吸引,因为我们承保重大风险的能力使我们与众不同。
To understand this point, you need a few background facts about large risks. Traditionally, many insurers have wanted to write this kind of business. However, their willingness to do so has been almost always based upon reinsurance arrangements that allow the insurer to keep just a small portion of the risk itself while passing on ("laying off") most of the risk to its reinsurers. Imagine, for example, a directors and officers ("D & O") liability policy providing $25 million of coverage. By various "excess-of-loss" reinsurance contracts, the company issuing that policy might keep the liability for only the first $1 million of any loss that occurs. The liability for any loss above that amount up to $24 million would be borne by the reinsurers of the issuing insurer. In trade parlance, a company that issues large policies but retains relatively little of the risk for its own account writes a large gross line but a small net line.
要理解这一点,你需要了解一些关于大额风险的背景知识。传统上,许多保险公司希望承保这类业务。然而,他们这样做的意愿几乎总是基于再保险安排,该安排允许保险公司自身只保留一小部分风险,同时将大部分风险转嫁给其再保险公司。例如,想象一份提供 2,500 万美元保额的董事及高级职员责任险保单。通过各种“超额损失”再保险合同,签发该保单的公司可能只保留任何发生损失的前 100 万美元的赔偿责任。超过该金额最高至 2,500 万美元的损失赔偿责任,将由签发保险公司的再保险公司承担。用行业术语来说,一家公司签发大额保单但为自己账户保留相对较少风险,称为承保大额毛风险但小额净风险。
In any reinsurance arrangement, a key question is how the premiums paid for the policy should be divided among the various "layers" of risk. In our D & O policy, for example. what part of the premium received should be kept by the issuing company to compensate it fairly for taking the first $1 million of risk and how much should be passed on to the reinsurers to compensate them fairly for taking the risk between $1 million and $25 million?
在任何再保险安排中,关键问题是保单的保费应如何在风险的各个“层级”之间分配。例如,在我们的 D&O 保单中,收到的保费中,多大比例应由签发公司保留,以公平补偿其承担前 100 万美元的风险;又有多少应转给再保险公司,以公平补偿其承担 100 万至 2,500 万美元之间的风险?
One way to solve this problem might be deemed the Patrick Henry approach: "I have but one lamp by which my feet are guided, and that is the lamp of experience." In other words, how much of the total premium would reinsurers have needed in the past to compensate them fairly for the losses they actually had to bear?
解决这个问题的一种方法可被视为帕特里克·亨利的方法:“我只有一盏引路的灯,那就是经验之灯。”换句话说,过去再保险公司需要多少总保费才能公平补偿他们实际必须承担的损失?
Unfortunately, the lamp of experience has always provided imperfect illumination for reinsurers because so much of their business is "long-tail", meaning it takes many years before they know what their losses are. Lately, however, the light has not only been dim but also grossly misleading in the images it has revealed. That is, the courts' tendency to grant awards that are both huge and lacking in precedent makes reinsurers' usual extrapolations or inferences from past data a formula for disaster. Out with Patrick Henry and in with Pogo: "The future ain't what it used to be."
不幸的是,经验之灯为再保险公司提供的照明总是不完美的,因为他们的大部分业务是“长尾”的,意味着要过很多年他们才知道自己的损失是多少。然而,近来灯光不仅昏暗,而且所呈现的景象也极具误导性。也就是说,法院倾向于做出既巨大又缺乏先例的判决,这使得再保险公司通常从过去数据进行的推断成为灾难的方程式。帕特里克·亨利出局,波戈登场:“未来不再是过去的样子。”
The burgeoning uncertainties of the business, coupled with the entry into reinsurance of many unsophisticated participants, worked in recent years in favor of issuing companies writing a small net line: they were able to keep a far greater percentage of the premiums than the risk. By doing so, the issuing companies sometimes made money on business that was distinctly unprofitable for the issuing and reinsuring companies combined. (This result was not necessarily by intent: issuing companies generally knew no more than reinsurers did about the ultimate costs that would be experienced at higher layers of risk.) Inequities of this sort have been particularly pronounced in lines of insurance in which much change was occurring and losses were soaring; e.g., professional malpractice, D & O, products liability, etc. Given these circumstances, it is not surprising that issuing companies remained enthusiastic about writing business long after premiums became woefully inadequate on a gross basis.
业务迅速增长的不确定性,加上许多不成熟的参与者进入再保险领域,近年来有利于承保小额净风险的签发公司:他们能够保留的保费比例远高于所承担的风险。通过这样做,签发公司有时在那些对签发公司和再保险公司合计而言明显无利可图的业务上赚到了钱。(这一结果未必是故意的:关于较高风险层级的最终成本,签发公司通常并不比再保险公司知道得更多。)这类不公平现象在那些变化剧烈、损失飙升的险种中尤为明显;例如,职业责任险、董事及高级职员责任险、产品责任险等。鉴于这些情况,签发公司长期在毛保费严重不足的情况下仍热衷于承保业务,就不足为奇了。
An example of just how disparate results have been for issuing companies versus their reinsurers is provided by the 1984 financials of one of the leaders in large and unusual risks. In that year the company wrote about $6 billion of business and kept around $2 1/2 billion of the premiums, or about 40%. It gave the remaining $3 1/2 billion to reinsurers. On the part of the business kept, the company's underwriting loss was less than $200 million - an excellent result in that year. Meanwhile, the part laid off produced a loss of over $1.5 billion for the reinsurers. Thus, the issuing company wrote at a combined ratio of well under 110 while its reinsurers, participating in precisely the same policies, came in considerably over 140. This result was not attributable to natural catastrophes; it came from run-of-the-mill insurance losses (occurring, however, in surprising frequency and size). The issuing company's 1985 report is not yet available, but I would predict it will show that dramatically unbalanced results continued.
1984 年一家大型和特殊风险领域的领先公司的财务数据,提供了一个关于签发公司与再保险公司之间结果差异有多大的例子。那一年,该公司承保了约 60 亿美元的业务,保留了大约 25 亿美元的保费,约占 40%。它将剩余的 35 亿美元给了再保险公司。在保留的业务部分,该公司的承保亏损不到 2 亿美元——这在当年是一个很好的结果。与此同时,分出的部分给再保险公司带来了超过 15 亿美元的损失。因此,签发公司的综合比率远低于 110,而其再保险公司参与完全相同的保单,综合比率却远高于 140。这一结果并非由自然灾害造成;它来自普通的保险损失(然而,这些损失发生的频率和规模令人惊讶)。该公司 1985 年的报告尚未公布,但我预测它将显示这种极不平衡的结果仍在继续。
A few years such as this, and even slow-witted reinsurers can lose interest, particularly in explosive lines where the proper split in premium between issuer and reinsurer remains impossible to even roughly estimate. The behavior of reinsurers finally becomes like that of Mark Twain's cat: having once sat on a hot stove, it never did so again - but it never again sat on a cold stove, either. Reinsurers have had so many unpleasant surprises in long-tail casualty lines that many have decided (probably correctly) to give up the game entirely, regardless of price inducements. Consequently, there has been a dramatic pull-back of reinsurance capacity in certain important lines.
经过这样的几年,即使是反应迟钝的再保险公司也会失去兴趣,尤其是在那些签发公司与再保险公司之间合理保费分配甚至连粗略估计都做不到的暴烈险种。再保险公司的行为最终变得像马克·吐温笔下的猫:它曾经坐在热炉子上,就再也不会这样做——但它也再也不会坐在冷炉子上了。再保险公司在长尾责任险方面经历了太多不愉快的意外,以至于许多公司决定(可能是正确的)完全放弃这个游戏,不管价格诱因如何。因此,某些重要险种的再保险能力急剧收缩。
This development has left many issuing companies under pressure. They can no longer commit their reinsurers, time after time, for tens of millions per policy as they so easily could do only a year or two ago, and they do not have the capital and/or appetite to take on large risks for their own account. For many issuing companies, gross capacity has shrunk much closer to net capacity - and that is often small, indeed.
这种发展使许多签发公司面临压力。他们不能再像一两年前那样轻而易举地一笔保单就让再保险公司承担数千万美元的风险,而且他们没有足够的资本和/或意愿为自己的账户承担大额风险。对许多签发公司而言,毛承保能力已缩小到更接近净承保能力的水平——而后者通常确实很小。
At Berkshire we have never played the lay-it-off-at-a-profit game and, until recently, that put us at a severe disadvantage in certain lines. Now the tables are turned: we have the underwriting capability whereas others do not. If we believe the price to be right, we are willing to write a net line larger than that of any but the largest insurers. For instance, we are perfectly willing to risk losing $10 million of our own money on a single event, as long as we believe that the price is right and that the risk of loss is not significantly correlated with other risks we are insuring. Very few insurers are willing to risk half that much on single events - although, just a short while ago, many were willing to lose five or ten times that amount as long as virtually all of the loss was for the account of their reinsurers.
在伯克希尔,我们从未玩过“盈利性地转嫁风险”的游戏,直到最近,这使我们在某些险种上处于严重劣势。现在情况逆转了:我们拥有承保能力,而其他人没有。如果我们认为价格合适,我们愿意承保比除最大保险公司外任何公司都大的净风险。例如,我们非常愿意在一次事件中冒着损失 1,000 万美元自有资金的风险,只要我们相信价格合适,并且损失风险与我们承保的其他风险没有显著相关性。很少有保险公司愿意在一次事件中冒这么大风险的一半——尽管就在不久前,许多人还愿意损失五倍或十倍于此的金额,只要几乎所有损失都由其再保险公司承担。
In mid-1985 our largest insurance company, National Indemnity Company, broadcast its willingness to underwrite large risks by running an ad in three issues of an insurance weekly. The ad solicited policies of only large size: those with a minimum premium of $1 million. This ad drew a remarkable 600 replies and ultimately produced premiums totaling about $50 million. (Hold the applause: it's all long-tail business and it will be at least five years before we know whether this marketing success was also an underwriting success.) Today, our insurance subsidiaries continue to be sought out by brokers searching for large net capacity.
1985 年年中,我们最大的保险公司国民赔偿公司在一份保险周报的三期上刊登了广告,表明其愿意承保大额风险。该广告只征集大额保单:最低保费为 100 万美元。这则广告引起了惊人的 600 个回复,最终产生了约 5,000 万美元的保费。(先别鼓掌:这都是长尾业务,至少需要五年时间我们才能知道这次营销成功是否也是承保成功。)如今,我们的保险子公司仍然被寻求大额净承保能力的经纪人所追捧。
As I have said, this period of tightness will pass; insurers and reinsurers will return to underpricing. But for a year or two we should do well in several segments of our insurance business. Mike Goldberg has made many important improvements in the operation (prior mismanagement by your Chairman having provided him ample opportunity to do so). He has been particularly successful recently in hiring young managers with excellent potential. They will have a chance to show their stuff in 1986.
正如我所说,这段紧缩期将会过去;保险公司和再保险公司将回到低价承保。但在一两年内,我们的保险业务在几个领域应该会表现良好。迈克·戈德伯格对该业务进行了许多重要改进(你们董事长先前的管理不善为他提供了充足的机会)。他最近在招聘具有优秀潜力的年轻经理人方面尤其成功。他们将在 1986 年有机会展示自己的能力。
Our combined ratio has improved - from 134 in 1984 to 111 in 1985 - but continues to reflect past misdeeds. Last year I told you of the major mistakes I had made in loss-reserving, and promised I would update you annually on loss-development figures. Naturally, I made this promise thinking my future record would be much improved. So far this has not been the case. Details on last year's loss development are on pages 50-52. They reveal significant underreserving at the end of 1984, as they did in the several years preceding.
我们的综合比率有所改善——从 1984 年的 134 降至 1985 年的 111——但仍反映了过去的错误。去年我告诉过你们我在损失准备金计提方面犯的重大错误,并承诺每年更新损失发展数据。当然,我做出这个承诺是以为我未来的记录会好得多。到目前为止,情况并非如此。去年损失发展的详细信息在第 50-52 页。它们揭示了 1984 年底存在严重的准备金不足,与前几年一样。
The only bright spot in this picture is that virtually all of the underreserving revealed in 1984 occurred in the reinsurance area - and there, in very large part, in a few contracts that were discontinued several years ago. This explanation, however, recalls all too well a story told me many years ago by the then Chairman of General Reinsurance Company. He said that every year his managers told him that "except for the Florida hurricane" or "except for Midwestern tornadoes", they would have had a terrific year. Finally he called the group together and suggested that they form a new operation - the Except-For Insurance Company - in which they would henceforth place all of the business that they later wouldn't want to count.
这种情况中唯一的亮点是,1984 年暴露的准备金不足几乎全部发生在再保险领域——而且其中很大部分发生在前几年就已停掉的几份合同上。然而,这种解释让我想起多年前通用再保险公司时任董事长给我讲的一个故事。他说,每年他的经理们都告诉他,“要不是佛罗里达的飓风”或“要不是中西部的龙卷风”,他们就会有一个很棒的年头。最后,他把大家召集起来,建议他们成立一家新公司——“要不是”保险公司,他们今后把所有后来不想计入的业务都放在那里。
In any business, insurance or otherwise, "except for" should be excised from the lexicon. If you are going to play the game, you must count the runs scored against you in all nine innings. Any manager who consistently says "except for" and then reports on the lessons he has learned from his mistakes may be missing the only important lesson - namely, that the real mistake is not the act, but the actor.
在任何业务中,无论保险还是其他,“要不是”这个词都应该从词典中删除。如果你要打比赛,就必须计算所有九局中对方得到的分数。任何经理人如果总是说“要不是”,然后报告他从错误中学到的教训,可能错过了唯一重要的教训——即,真正的错误不是那个行为,而是行为者。
Inevitably, of course, business errors will occur and the wise manager will try to find the proper lessons in them. But the trick is to learn most lessons from the experiences of others. Managers who have learned much from personal experience in the past usually are destined to learn much from personal experience in the future.
当然,商业错误不可避免,明智的经理人会努力从中找到恰当的教训。但诀窍是从他人的经验中学习大部分教训。那些过去从个人经验中学到很多的经理人,通常注定未来也要从个人经验中学到很多。
GEICO, 38%-owned by Berkshire, reported an excellent year in 1985 in premium growth and investment results, but a poor year - by its lofty standards - in underwriting. Private passenger auto and homeowners insurance were the only important lines in the industry whose results deteriorated significantly during the year. GEICO did not escape the trend, although its record was far better than that of virtually all its major competitors.
伯克希尔持股 38% 的 GEICO 公司,1985 年在保费增长和投资业绩方面表现出色,但以其高标准而言,承保业绩不佳。私营乘用车险和房主险是该行业中唯一业绩显著恶化的主要险种。GEICO 未能幸免于这一趋势,尽管其记录远优于几乎所有主要竞争对手。
Jack Byrne left GEICO at mid-year to head Fireman's Fund, leaving behind Bill Snyder as Chairman and Lou Simpson as Vice Chairman. Jack's performance in reviving GEICO from near-bankruptcy was truly extraordinary, and his work resulted in enormous gains for Berkshire. We owe him a great deal for that.
杰克·伯恩在年中离开 GEICO 去领导消防员基金,留下比尔·斯奈德担任董事长,卢·辛普森担任副董事长。杰克在将 GEICO 从濒临破产中复兴的表现确实非凡,他的工作为伯克希尔带来了巨大的收益。我们为此非常感激他。
We are equally indebted to Jack for an achievement that eludes most outstanding leaders: he found managers to succeed him who have talents as valuable as his own. By his skill in identifying, attracting and developing Bill and Lou, Jack extended the benefits of his managerial stewardship well beyond his tenure.
我们同样感激杰克的一项成就,这是大多数杰出领导者难以企及的:他找到了才能与他同样宝贵的继任经理人。凭借他识别、吸引和培养比尔和卢的技巧,杰克将其管理领导力的益处远远延伸到了他的任期之后。
Fireman's Fund Quota-Share Contract
Never one to let go of a meal ticket, we have followed Jack Byrne to Fireman's Fund ("FFIC") where he is Chairman and CEO of the holding company.
消防员基金比例再保险合同
我们从不放过任何机会,于是跟随杰克·伯恩来到了消防员基金,他是这家控股公司的董事长兼 CEO。
On September 1, 1985 we became a 7% participant in all of the business in force of the FFIC group, with the exception of reinsurance they write for unaffiliated companies. Our contract runs for four years, and provides that our losses and costs will be proportionate to theirs throughout the contract period. If there is no extension, we will thereafter have no participation in any ongoing business. However, for a great many years in the future, we will be reimbursing FFIC for our 7% of the losses that occurred in the September 1, 1985 - August 31, 1989 period.
1985 年 9 月 1 日,我们成为 FFIC 集团所有有效业务的 7% 参与者,但排除其为非关联公司承保的再保险。我们的合同为期四年,规定在合同期内我们的损失和成本将与他们的成比例。如果没有延期,此后我们将不再参与任何存续业务。然而,在未来许多年里,我们将向 FFIC 偿还我们在 1985 年 9 月 1 日至 1989 年 8 月 31 日期间发生的损失中占 7% 的份额。
Under the contract FFIC remits premiums to us promptly and we reimburse FFIC promptly for expenses and losses it has paid. Thus, funds generated by our share of the business are held by us for investment. As part of the deal, I'm available to FFIC for consultation about general investment strategy. I'm not involved, however, in specific investment decisions of FFIC, nor is Berkshire involved in any aspect of the company's underwriting activities.
根据合同,FFIC 立即将保费汇给我们,我们立即向 FFIC 偿还其已支付的费用和损失。因此,我们所占业务份额产生的资金由我们持有用于投资。作为交易的一部分,我可以为 FFIC 提供一般投资策略的咨询。然而,我不参与 FFIC 的具体投资决策,伯克希尔也不参与该公司承保活动的任何方面。
Currently FFIC is doing about $3 billion of business, and it will probably do more as rates rise. The company's September 1, 1985 unearned premium reserve was $1.324 billion, and it therefore transferred 7% of this, or $92.7 million, to us at initiation of the contract. We concurrently paid them $29.4 million representing the underwriting expenses that they had incurred on the transferred premium. All of the FFIC business is written by National Indemnity Company, but two-sevenths of it is passed along to Wesco-Financial Insurance Company ("Wes-FIC"), a new company organized by our 80%-owned subsidiary, Wesco Financial Corporation. Charlie Munger has some interesting comments about Wes-FIC and the reinsurance business on pages 60-62.
目前 FFIC 的业务量约为 30 亿美元,随着费率上升,可能会更多。该公司 1985 年 9 月 1 日的未赚保费准备金为 13.24 亿美元,因此它在合同开始时将其中的 7%,即 9,270 万美元,转移给了我们。我们同时向他们支付了 2,940 万美元,代表他们为所转移的保费已发生的承保费用。所有 FFIC 业务都由国民赔偿公司承保,但其七分之二转给了西科金融保险公司,这是一家由我们持股 80% 的子公司西科金融公司新组建的公司。查理·芒格在第 60-62 页对西科金融保险公司和再保险业务有一些有趣的评论。
To the Insurance Segment tables on page 41, we have added a new line, labeled Major Quota Share Contracts. The 1985 results of the FFIC contract are reported there, though the newness of the arrangement makes these results only very rough approximations.
在第 41 页的保险分部表格中,我们增加了一个新栏目,标记为“主要比例再保险合同”。FFIC 合同的 1985 年结果在那里报告,尽管该安排的新颖性使得这些结果只是非常粗略的近似值。
After the end of the year, we secured another quota-share contract, whose 1986 volume should be over $50 million. We hope to develop more of this business, and industry conditions suggest that we could: a significant number of companies are generating more business than they themselves can prudently handle. Our financial strength makes us an attractive partner for such companies.
年底之后,我们又获得了一份比例再保险合同,其 1986 年的业务量应超过 5,000 万美元。我们希望发展更多这类业务,行业状况表明我们可以做到:有相当多的公司正在产生超出其自身审慎处理能力的业务量。我们的财务实力使我们成为这类公司有吸引力的合作伙伴。
Marketable Securities
We show below our 1985 yearend net holdings in marketable equities. All positions with a market value over $25 million are listed, and the interests attributable to minority shareholders of Wesco and Nebraska Furniture Mart are excluded.
有价证券
下面列出我们 1985 年末有价证券的净持有量。所有市值超过 2,500 万美元的头寸均列出,西科金融公司和内布拉斯加家具卖场的少数股权权益被排除在外。
| No. of Shares | Cost | Market | |
|---|---|---|---|
| (000s omitted) | |||
| 1,036,461 | Affiliated Publications, Inc. | $3,516 | $55,710 |
| 900,800 | American Broadcasting Companies, Inc. | 54,435 | 108,997 |
| 2,350,922 | Beatrice Companies, Inc. | 106,811 | 108,142 |
| 6,850,000 | GEICO Corporation | 45,713 | 595,950 |
| 2,379,200 | Handy & Harman | 27,318 | 43,718 |
| 847,788 | Time, Inc. | 20,385 | 52,669 |
| 1,727,765 | The Washington Post Company | 9,731 | 205,172 |
| All Other Common Stockholdings | 7,201 | 27,963 | |
| Total Common Stocks | $275,110 | $1,198,321 |
| 股数 | 成本 | 市值 | |
|---|---|---|---|
| (单位:千美元) | |||
| 1,036,461 | 附属出版公司 | $3,516 | $55,710 |
| 900,800 | 美国广播公司 | 54,435 | 108,997 |
| 2,350,922 | 比阿特丽斯公司 | 106,811 | 108,142 |
| 6,850,000 | GEICO 公司 | 45,713 | 595,950 |
| 2,379,200 | 汉迪哈曼公司 | 27,318 | 43,718 |
| 847,788 | 时代公司 | 20,385 | 52,669 |
| 1,727,765 | 华盛顿邮报公司 | 9,731 | 205,172 |
| 所有其他普通股持有 | 7,201 | 27,963 | |
| 普通股总计 | $275,110 | $1,198,321 |
We mentioned earlier that in the past decade the investment environment has changed from one in which great businesses were totally unappreciated to one in which they are appropriately recognized. The Washington Post Company ("WPC") provides an excellent example.
我们之前提到,过去十年投资环境已经从伟大的企业完全不被赏识,转变为它们得到适当的认可。华盛顿邮报公司提供了一个极好的例子。
We bought all of our WPC holdings in mid-1973 at a price of not more than one-fourth of the then per-share business value of the enterprise. Calculating the price/value ratio required no unusual insights. Most security analysts, media brokers, and media executives would have estimated WPC's intrinsic business value at $400 to $500 million just as we did. And its $100 million stock market valuation was published daily for all to see. Our advantage, rather, was attitude: we had learned from Ben Graham that the key to successful investing was the purchase of shares in good businesses when market prices were at a large discount from underlying business values.
我们在 1973 年中期买入了所有 WPC 股票,价格不超过当时每股企业商业价值的四分之一。计算价格/价值比率并不需要非凡的洞察力。大多数证券分析师、媒体经纪人和媒体高管都会像我们一样,估计 WPC 的内在商业价值在 4 亿至 5 亿美元之间。其 1 亿美元的股市估值每天都公开可见。我们的优势在于态度:我们从本·格雷厄姆那里学到,成功投资的关键是在市场价格远低于基础商业价值时购买好企业的股票。
Most institutional investors in the early 1970s, on the other hand, regarded business value as of only minor relevance when they were deciding the prices at which they would buy or sell. This now seems hard to believe. However, these institutions were then under the spell of academics at prestigious business schools who were preaching a newly-fashioned theory: the stock market was totally efficient, and therefore calculations of business value - and even thought, itself - were of no importance in investment activities. (We are enormously indebted to those academics: what could be more advantageous in an intellectual contest - whether it be bridge, chess, or stock selection than to have opponents who have been taught that thinking is a waste of energy?)
另一方面,在 1970 年代初期,大多数机构投资者在决定买入或卖出的价格时,认为商业价值只有轻微的相关性。这现在似乎难以置信。然而,这些机构当时被著名商学院的学者们所迷惑,这些学者正在鼓吹一种新理论:股票市场是完全有效的,因此商业价值的计算——甚至思考本身——在投资活动中都无关紧要。(我们非常感激那些学者:在一场智力竞赛中——无论是桥牌、国际象棋还是选股——还有什么比让对手被灌输“思考是浪费精力”更有优势的呢?)
Through 1973 and 1974, WPC continued to do fine as a business, and intrinsic value grew. Nevertheless, by yearend 1974 our WPC holding showed a loss of about 25%, with market value at $8 million against our cost of $10.6 million. What we had thought ridiculously cheap a year earlier had become a good bit cheaper as the market, in its infinite wisdom, marked WPC stock down to well below 20 cents on the dollar of intrinsic value.
在 1973 年和 1974 年,WPC 作为一家企业继续表现良好,内在价值不断增长。然而,到 1974 年底,我们持有的 WPC 股票显示亏损约 25%,市值为 800 万美元,而我们的成本为 1,060 万美元。一年前我们还认为便宜得离谱的东西,在市场无穷的智慧下,变得更为便宜,WPC 的股价被压低到远低于其内在价值的 20 美分。
You know the happy outcome. Kay Graham, CEO of WPC, had the brains and courage to repurchase large quantities of stock for the company at those bargain prices, as well as the managerial skills necessary to dramatically increase business values. Meanwhile, investors began to recognize the exceptional economics of the business and the stock price moved closer to underlying value. Thus, we experienced a triple dip: the company's business value soared upward, per-share business value increased considerably faster because of stock repurchases and, with a narrowing of the discount, the stock price outpaced the gain in per-share business value.
你知道幸福的结局。WPC 的 CEO 凯·格雷厄姆拥有智慧和勇气,以这些便宜的价格为公司回购了大量股票,同时也拥有大幅提升商业价值所必需的管理技能。与此同时,投资者开始认识到该业务卓越的经济特性,股价向基础价值靠拢。因此,我们经历了三重利好:公司的商业价值飙升;由于股票回购,每股商业价值增长得更快;随着折价的收窄,股价的涨幅超过了每股商业价值的增长。
We hold all of the WPC shares we bought in 1973, except for those sold back to the company in 1985's proportionate redemption. Proceeds from the redemption plus yearend market value of our holdings total $221 million.
我们持有所有 1973 年购买的 WPC 股票,除了在 1985 年的按比例赎回中卖回给公司的部分。赎回所得加上我们持股的年末市值,总计 2.21 亿美元。
If we had invested our $10.6 million in any of a half-dozen media companies that were investment favorites in mid-1973, the value of our holdings at yearend would have been in the area of $40 - $60 million. Our gain would have far exceeded the gain in the general market, an outcome reflecting the exceptional economics of the media business. The extra $160 million or so we gained through ownership of WPC came, in very large part, from the superior nature of the managerial decisions made by Kay as compared to those made by managers of most media companies. Her stunning business success has in large part gone unreported but among Berkshire shareholders it should not go unappreciated.
如果我们把 1,060 万美元投资于 1973 年中期投资界偏爱的任何一家媒体公司,我们年末的持股市值将在 4,000 万至 6,000 万美元左右。我们的收益将远远超过大市的涨幅,这一结果反映了媒体业务卓越的经济特性。我们通过持有 WPC 获得的约 1.6 亿美元超额收益,很大部分来自于凯与大多数媒体公司经理人相比更卓越的管理决策。她惊人的商业成功在很大程度上未被报道,但在伯克希尔股东中不应不被赞赏。
Our Capital Cities purchase, described in the next section, required me to leave the WPC Board early in 1986. But we intend to hold indefinitely whatever WPC stock FCC rules allow us to. We expect WPC's business values to grow at a reasonable rate, and we know that management is both able and shareholder-oriented. However, the market now values the company at over $1.8 billion, and there is no way that the value can progress from that level at a rate anywhere close to the rate possible when the company's valuation was only $100 million. Because market prices have also been bid up for our other holdings, we face the same vastly-reduced potential throughout our portfolio.
我们购买大都会/ABC 的股票(下一节描述)要求我于 1986 年初离开 WPC 董事会。但我们打算无限期持有 FCC 规则允许我们持有的任何 WPC 股票。我们预计 WPC 的商业价值将以合理的速度增长,并且我们知道其管理层既有能力又注重股东利益。然而,市场现在对公司的估值超过 18 亿美元,其价值不可能以公司估值仅为 1 亿美元时可能的增长率增长。由于我们其他持股的市场价格也被抬高,我们整个投资组合都面临着同样大幅降低的潜力。
You will notice that we had a significant holding in Beatrice Companies at yearend. This is a short-term arbitrage holding - in effect, a parking place for money (though not a totally safe one, since deals sometimes fall through and create substantial losses). We sometimes enter the arbitrage field when we have more money than ideas, but only to participate in announced mergers and sales. We would be a lot happier if the funds currently employed on this short-term basis found a long-term home. At the moment, however, prospects are bleak.
你会注意到,年底我们持有比阿特丽斯公司的大量股份。这是一个短期套利头寸——实际上是资金的临时停放处(尽管不是完全安全的,因为交易有时会失败并造成重大损失)。当我们资金多于想法时,我们有时会进入套利领域,但仅限于参与已宣布的合并和出售。如果目前用于短期套利的资金能找到长期归宿,我们会高兴得多。然而,目前前景黯淡。
At yearend our insurance subsidiaries had about $400 million in tax-exempt bonds, of which $194 million at amortized cost were issues of Washington Public Power Supply System ("WPPSS") Projects 1, 2, and 3. I discussed this position fully last year, and explained why we would not disclose further purchases or sales until well after the fact (adhering to the policy we follow on stocks). Our unrealized gain on the WPPSS bonds at yearend was $62 million, perhaps one-third arising from the upward movement of bonds generally, and the remainder from a more positive investor view toward WPPSS 1, 2, and 3s. Annual tax-exempt income from our WPPSS issues is about $30 million.
年底时,我们的保险子公司持有约 4 亿美元的免税债券,其中摊余成本 1.94 亿美元是华盛顿公共电力供应系统 1、2 和 3 号项目的债券。去年我详细讨论过这个头寸,并解释了为什么我们在事后很久才会披露进一步的买卖(遵循我们对股票的政策)。年底时,我们在 WPPSS 债券上的未实现收益为 6,200 万美元,其中大约三分之一来自债券的整体上涨,其余部分来自投资者对 WPPSS 1、2、3 号债券更积极的看法。我们持有的 WPPSS 债券带来的年度免税收入约为 3,000 万美元。
Capital Cities/ABC, Inc.
Right after yearend, Berkshire purchased 3 million shares of Capital Cities/ABC, Inc. ("Cap Cities") at $172.50 per share, the market price of such shares at the time the commitment was made early in March, 1985. I've been on record for many years about the management of Cap Cities: I think it is the best of any publicly-owned company in the country. And Tom Murphy and Dan Burke are not only great managers, they are precisely the sort of fellows that you would want your daughter to marry. It is a privilege to be associated with them - and also a lot of fun, as any of you who know them will understand.
大都会/ABC 公司
刚过完年,伯克希尔以每股 172.50 美元的价格购买了 300 万股大都会/ABC 公司的股票,这是 1985 年 3 月初做出承诺时该股票的市场价格。多年来,我一直公开表示对大都会/ABC 管理层的看法:我认为它是全美上市公司中最好的。汤姆·墨菲和丹·伯克不仅是伟大的经理人,而且正是那种你希望把女儿嫁给他们的人。与他们交往是一种荣幸——而且也非常有趣,任何认识他们的人都会明白这一点。
Our purchase of stock helped Cap Cities finance the $3.5 billion acquisition of American Broadcasting Companies. For Cap Cities, ABC is a major undertaking whose economics are likely to be unexciting over the next few years. This bothers us not an iota; we can be very patient. (No matter how great the talent or effort, some things just take time: you can't produce a baby in one month by getting nine women pregnant.)
我们购买股票帮助大都会/ABC 融资了 35 亿美元收购美国广播公司。对大都会/ABC 来说,ABC 是一项重大工程,其经济效益在未来几年可能不会令人兴奋。这丝毫不会困扰我们;我们可以非常耐心。(无论多么伟大的才华或努力,有些事情就是需要时间:你不能让九个女人怀孕,就期望一个月内生出一个孩子。)
As evidence of our confidence, we have executed an unusual agreement: for an extended period Tom, as CEO (or Dan, should he be CEO) votes our stock. This arrangement was initiated by Charlie and me, not by Tom. We also have restricted ourselves in various ways regarding sale of our shares. The object of these restrictions is to make sure that our block does not get sold to anyone who is a large holder (or intends to become a large holder) without the approval of management, an arrangement similar to ones we initiated some years ago at GEICO and Washington Post.
作为我们信心的证明,我们签署了一项不同寻常的协议:在很长一段时间内,由身为 CEO 的汤姆(或如果丹是 CEO,则由丹)投票我们的股票。这个安排是由查理和我发起的,而不是汤姆。我们还在出售股份方面以各种方式自我限制。这些限制的目的是确保未经管理层批准,我们的股份不会被出售给任何大股东(或有意成为大股东的人),这一安排类似于我们几年前在 GEICO 和华盛顿邮报发起的安排。
Since large blocks frequently command premium prices, some might think we have injured Berkshire financially by creating such restrictions. Our view is just the opposite. We feel the long-term economic prospects for these businesses - and, thus, for ourselves as owners - are enhanced by the arrangements. With them in place, the first-class managers with whom we have aligned ourselves can focus their efforts entirely upon running the businesses and maximizing long-term values for owners. Certainly this is much better than having those managers distracted by "revolving-door capitalists" hoping to put the company "in play". (Of course, some managers place their own interests above those of the company and its owners and deserve to be shaken up - but, in making investments, we try to steer clear of this type.)
由于大宗股票常常能获得溢价,有些人可能认为我们通过设置这样的限制在财务上损害了伯克希尔。我们的看法正好相反。我们认为这些业务的长期经济前景——因此,作为所有者的我们自己的前景——通过这些安排得到了增强。有了这些安排,我们与之结盟的一流经理人可以完全专注于经营业务和为所有者最大化长期价值。这当然比让那些经理人被希望将公司“置于交易之中”的“旋转门资本家”分心要好得多。(当然,有些经理人将自己的利益置于公司及其所有者之上,应该被整顿——但在投资时,我们试图避开这种类型。)
Today, corporate instability is an inevitable consequence of widely-diffused ownership of voting stock. At any time a major holder can surface, usually mouthing reassuring rhetoric but frequently harboring uncivil intentions. By circumscribing our blocks of stock as we often do, we intend to promote stability where it otherwise might be lacking. That kind of certainty, combined with a good manager and a good business, provides excellent soil for a rich financial harvest. That's the economic case for our arrangements.
如今,有投票权股票的所有权广泛分散,企业不稳定是不可避免的结果。任何时候都可能出现一个大股东,通常说着令人安心的话语,但常常怀有不善的意图。通过像我们常做的那样限制我们的股份,我们旨在促进可能缺乏的稳定性。这种确定性,加上优秀的经理人和良好的业务,为丰厚的财务收成提供了极好的土壤。这就是我们安排的经济理由。
The human side is just as important. We don't want managers we like and admire - and who have welcomed a major financial commitment by us - to ever lose any sleep wondering whether surprises might occur because of our large ownership. I have told them there will be no surprises, and these agreements put Berkshire's signature where my mouth is. That signature also means the managers have a corporate commitment and therefore need not worry if my personal participation in Berkshire's affairs ends prematurely (a term I define as any age short of three digits).
人性的一面同样重要。我们不希望我们喜欢和钦佩的经理人——他们欢迎我们重大的财务承诺——因为担心我们的大额持股可能带来意外而失眠。我已经告诉他们不会有意外,这些协议让伯克希尔签下了我的承诺。这个签名也意味着经理人得到了公司的承诺,因此不必担心如果我在伯克希尔事务中的个人参与过早结束(我将其定义为低于三位数的任何年龄)。
Our Cap Cities purchase was made at a full price, reflecting the very considerable enthusiasm for both media stocks and media properties that has developed in recent years (and that, in the case of some property purchases, has approached a mania). It's no field for bargains. However, our Cap Cities investment allies us with an exceptional combination of properties and people - and we like the opportunity to participate in size.
我们购买大都会/ABC 股票的价格是全额价格,反映了近年来对媒体股和媒体资产产生的巨大热情(在某些资产购买中,这种热情已接近狂热)。这不是能买到便宜货的领域。然而,我们对大都会/ABC 的投资将我们与出色的资产和人才组合在了一起——并且我们喜欢大规模参与的机会。
Of course, some of you probably wonder why we are now buying Cap Cities at $172.50 per share given that your Chairman, in a characteristic burst of brilliance, sold Berkshire's holdings in the same company at $43 per share in 1978-80. Anticipating your question, I spent much of 1985 working on a snappy answer that would reconcile these acts.
当然,你们中的一些人可能会疑惑,为什么你们的主席在 1978-80 年以每股 43 美元的价格卖掉了伯克希尔持有的同一家公司的股票(展现出一贯的才华爆发)后,现在却以每股 172.50 美元的价格买入大都会/ABC。预料到你们的问题,我花了 1985 年的大部分时间想出一个巧妙的答案来调和这些行为。
A little more time, please.
请再多给一点时间。
Acquisition of Scott & Fetzer
Right after yearend we acquired The Scott & Fetzer Company ("Scott Fetzer") of Cleveland for about $320 million. (In addition, about $90 million of pre-existing Scott Fetzer debt remains in place.) In the next section of this report I describe the sort of businesses that we wish to buy for Berkshire. Scott Fetzer is a prototype - understandable, large, well-managed, a good earner.
收购斯科特&费策公司
刚过完年,我们以约 3.2 亿美元收购了克利夫兰的斯科特&费策公司。(此外,斯科特&费策原有的约 9,000 万美元债务继续保留。)在本报告的下一节中,我描述了我们希望为伯克希尔收购的业务类型。斯科特&费策是一个样板——可以理解、规模大、管理良好、盈利能力强。
The company has sales of about $700 million derived from 17 businesses, many leaders in their fields. Return on invested capital is good to excellent for most of these businesses. Some well-known products are Kirby home-care systems, Campbell Hausfeld air compressors, and Wayne burners and water pumps.
该公司拥有约 7 亿美元的销售额,来自 17 项业务,其中许多是各自领域的领导者。其中大多数业务的投资资本回报率从良好到优异不等。一些知名产品包括科比家居护理系统、坎贝尔·豪斯菲尔德空气压缩机和韦恩燃烧器及水泵。
World Book, Inc. - accounting for about 40% of Scott Fetzer's sales and a bit more of its income - is by far the company's largest operation. It also is by far the leader in its industry, selling more than twice as many encyclopedia sets annually as its nearest competitor. In fact, it sells more sets in the U.S. than its four biggest competitors combined.
世界图书公司——占斯科特&费策销售额约 40% 及收入略多——是该公司迄今为止最大的业务。它也是其行业的绝对领导者,每年的百科全书销量是其最接近竞争对手的两倍多。事实上,它在美国的销量比其四大竞争对手的总和还要多。
Charlie and I have a particular interest in the World Book operation because we regard its encyclopedia as something special. I've been a fan (and user) for 25 years, and now have grandchildren consulting the sets just as my children did. World Book is regularly rated the most useful encyclopedia by teachers, librarians and consumer buying guides. Yet it sells for less than any of its major competitors. Childcraft, another World Book, Inc. product, offers similar value. This combination of exceptional products and modest prices at World Book, Inc. helped make us willing to pay the price demanded for Scott Fetzer, despite declining results for many companies in the direct-selling industry.
查理和我在世界图书业务上有特别的兴趣,因为我们认为它的百科全书很特别。25 年来我一直是它的粉丝和用户,现在我的孙辈们就像我的孩子们当年一样查阅这套书。世界图书经常被教师、图书馆员和消费者购买指南评为最有用的百科全书。然而它的售价却低于任何主要竞争对手。Childcraft 是世界图书公司的另一款产品,提供类似的价值。这种非凡产品与适中价格的结合,使世界图书公司愿意支付斯科特&费策所要求的价格,尽管直销行业的许多公司业绩下滑。
An equal attraction at Scott Fetzer is Ralph Schey, its CEO for nine years. When Ralph took charge, the company had 31 businesses, the result of an acquisition spree in the 1960s. He disposed of many that did not fit or had limited profit potential, but his focus on rationalizing the original potpourri was not so intense that he passed by World Book when it became available for purchase in 1978. Ralph's operating and capital-allocation record is superb, and we are delighted to be associated with him.
斯科特&费策的另一个同样吸引人的地方是其担任了九年 CEO 的拉尔夫·谢伊。当拉尔夫接手时,公司有 31 项业务,这是 1960 年代收购狂潮的结果。他处置了许多不合适的或利润潜力有限的业务,但他对原业务组合进行合理化的关注并未强烈到让他错过 1978 年可以购买的世界图书。拉尔夫的经营和资本配置记录非常出色,我们很高兴与他合作。
The history of the Scott Fetzer acquisition is interesting, marked by some zigs and zags before we became involved. The company had been an announced candidate for purchase since early 1984. A major investment banking firm spent many months canvassing scores of prospects, evoking interest from several. Finally, in mid-1985 a plan of sale, featuring heavy participation by an ESOP (Employee Stock Ownership Plan), was approved by shareholders. However, as difficulty in closing followed, the plan was scuttled.
斯科特&费策的收购历史很有趣,在我们介入之前经历了一些曲折。自 1984 年初起,该公司就已成为公开的收购候选对象。一家主要投资银行花了数月时间与数十个潜在买家接洽,引起了几家的兴趣。最终,在 1985 年年中,一项以员工持股计划大量参与为特色的出售计划获得了股东批准。然而,由于随后出现交割困难,该计划被放弃。
I had followed this corporate odyssey through the newspapers. On October 10, well after the ESOP deal had fallen through, I wrote a short letter to Ralph, whom I did not know. I said we admired the company's record and asked if he might like to talk. Charlie and I met Ralph for dinner in Chicago on October 22 and signed an acquisition contract the following week.
我通过报纸关注了这家公司的历程。10 月 10 日,在员工持股计划交易失败后很久,我给不认识的拉尔夫写了一封短信。我说我们欣赏公司的记录,问他是否愿意谈谈。10 月 22 日,查理和我在芝加哥与拉尔夫共进晚餐,并在接下来的一周签署了收购合同。
The Scott Fetzer acquisition, plus major growth in our insurance business, should push revenues above $2 billion in 1986, more than double those of 1985.
斯科特&费策的收购,加上我们保险业务的大幅增长,应该会使 1986 年的收入突破 20 亿美元,是 1985 年的两倍多。
Miscellaneous
The Scott Fetzer purchase illustrates our somewhat haphazard approach to acquisitions. We have no master strategy, no corporate planners delivering us insights about socioeconomic trends, and no staff to investigate a multitude of ideas presented by promoters and intermediaries. Instead, we simply hope that something sensible comes along - and, when it does, we act.
杂项
斯科特&费策的收购说明了我们在收购方面有些随意的方法。我们没有总体战略,没有企业规划师为我们提供关于社会经济趋势的洞见,也没有员工去调查由推销商和中介提出的众多想法。相反,我们只是希望有明智的东西出现——当它出现时,我们就采取行动。
To give fate a helping hand, we again repeat our regular "business wanted" ad. The only change from last year's copy is in (1): because we continue to want any acquisition we make to have a measurable impact on Berkshire's financial results, we have raised our minimum profit requirement.
Here's what we're looking for:
(1) large purchases (at least $10 million of after-tax earnings),
(2) demonstrated consistent earning power (future projections are of little interest to us, nor are "turn-around" situations),
(3) businesses earning good returns on equity while employing little or no debt,
(4) management in place (we can't supply it),
(5) simple businesses (if there's lots of technology, we won't understand it),
(6) an offering price (we don't want to waste our time or that of the seller by talking, even preliminarily, about a transaction when price is unknown).
为了给命运助一臂之力,我们再次重复我们常规的“收购启事”。与去年文案唯一的变化在于 (1):因为我们继续希望我们进行的任何收购都能对伯克希尔的财务业绩产生可衡量的影响,所以我们提高了最低利润要求。
以下是我们寻找的目标:
(1) 大规模收购(至少 1,000 万美元的税后收益);
(2) 被证明具有持续的盈利能力(我们对未来预测不感兴趣,对“扭亏为盈”也不感兴趣);
(3) 在很少或没有债务的情况下获得良好净资产收益率的企业;
(4) 已有管理层到位(我们无法提供);
(5) 简单的业务(如果涉及大量技术,我们无法理解);
(6) 提供报价(我们不想在价格未知的情况下,即使是初步地讨论交易,浪费我们或卖方的时间)。
We will not engage in unfriendly takeovers. We can promise complete confidentiality and a very fast answer - customarily within five minutes - as to whether we're interested. We prefer to buy for cash, but will consider issuance of stock when we receive as much in intrinsic business value as we give. Indeed, following recent advances in the price of Berkshire stock, transactions involving stock issuance may be quite feasible. We invite potential sellers to check us out by contacting people with whom we have done business in the past. For the right business - and the right people - we can provide a good home.
我们不会进行敌意收购。我们可以承诺完全保密,并非常快速地给出答复——通常五分钟内——告知我们是否感兴趣。我们更倾向于用现金购买,但当我们获得的内在商业价值与付出的对价相等时,也会考虑发行股票。事实上,随着伯克希尔股票近期价格的上涨,涉及发行股票的交易可能会相当可行。我们邀请潜在的卖家通过联系我们过去有过业务往来的人来了解我们。对于合适的企业和合适的人,我们可以提供一个好的归宿。
On the other hand, we frequently get approached about acquisitions that don't come close to meeting our tests: new ventures, turnarounds, auction-like sales, and the ever-popular (among brokers) "I'm-sure-something-will-work-out-if-you-people-get-to-know-each-other". None of these attracts us in the least.
另一方面,我们经常接到一些远不符合我们标准的收购提议:新创企业、扭亏为盈、拍卖式销售,以及(在经纪人中)永远流行的“我相信如果你们彼此了解,事情总会解决的”。这些对我们毫无吸引力。
Besides being interested in the purchases of entire businesses as described above, we are also interested in the negotiated purchase of large, but not controlling, blocks of stock, as in our Cap Cities purchase. Such purchases appeal to us only when we are very comfortable with both the economics of the business and the ability and integrity of the people running the operation. We prefer large transactions: in the unusual case we might do something as small as $50 million (or even smaller), but our preference is for commitments many times that size.
除了对收购上述整个企业感兴趣外,我们也对通过谈判购买大量但不控股的股份感兴趣,就像我们购买大都会/ABC 那样。只有当我们对企业的经济状况以及经营者的能力和诚信感到非常满意时,这类购买才会吸引我们。我们偏爱大额交易:在特殊情况下,我们可能会做小至 5,000 万美元(甚至更小)的交易,但我们的偏好是进行数倍于此规模的投入。
About 96.8% of all eligible shares participated in Berkshire's 1985 shareholder-designated contributions program. Total contributions made through the program were $4 million, and 1,724 charities were recipients. We conducted a plebiscite last year in order to get your views about this program, as well as about our dividend policy. (Recognizing that it's possible to influence the answers to a question by the framing of it, we attempted to make the wording of ours as neutral as possible.) We present the ballot and the results in the Appendix on page 69. I think it's fair to summarize your response as highly supportive of present policies and your group preference - allowing for the tendency of people to vote for the status quo - to be for increasing the annual charitable commitment as our asset values build.
大约 96.8% 的合格股份参与了伯克希尔 1985 年的股东指定捐赠计划。通过该计划进行的捐赠总额为 400 万美元,有 1,724 家慈善机构受益。去年我们进行了一次公民投票,以了解你们对该计划以及我们的股息政策的看法。(认识到提问的方式可能会影响答案,我们尽量使措辞中立。)我们在第 69 页的附录中展示了选票和结果。我认为可以公平地总结你们的回应为:高度支持现行政策,以及你们群体的偏好——考虑到人们倾向于维持现状——是随着我们资产价值的增长而增加年度慈善捐款额。
We urge new shareholders to read the description of our shareholder-designated contributions program that appears on pages 66 and 67. If you wish to participate in future programs, we strongly urge that you immediately make sure that your shares are registered in the name of the actual owner, not in "street" name or nominee name. Shares not so registered on September 30, 1986 will be ineligible for the 1986 program.
我们敦促新股东阅读第 66 和 67 页上关于我们股东指定捐赠计划的描述。如果您希望参与未来的计划,我们强烈建议您立即确保您的股票以实际所有者的名义登记,而不是以“街头”名义或代名人名义。未在 1986 年 9 月 30 日如此登记的股票将没有资格参加 1986 年的计划。
Five years ago we were required by the Bank Holding Company Act of 1969 to dispose of our holdings in The Illinois National Bank and Trust Company of Rockford, Illinois. Our method of doing so was unusual: we announced an exchange ratio between stock of Rockford Bancorp Inc. (the Illinois National's holding company) and stock of Berkshire, and then let each of our shareholders - except me - make the decision as to whether to exchange all, part, or none of his Berkshire shares for Rockford shares. I took the Rockford stock that was left over and thus my own holding in Rockford was determined by your decisions. At the time I said, "This technique embodies the world's oldest and most elementary system of fairly dividing an object. Just as when you were a child and one person cut the cake and the other got first choice, I have tried to cut the company fairly, but you get first choice as to which piece you want."
五年前,根据 1969 年《银行控股公司法》的要求,我们必须处置我们在伊利诺伊州罗克福德市的伊利诺伊国家银行信托公司持有的股份。我们这样做的方法不同寻常:我们宣布了罗克福德银行公司(伊利诺伊国家银行的控股公司)股票与伯克希尔股票的交换比率,然后让我们的每位股东——除了我——自行决定是将其伯克希尔股份全部、部分还是全部不交换为罗克福德股份。我拿了剩下的罗克福德股票,因此我自己在罗克福德公司的持股是由你们的决定决定的。当时我说:“这种技术体现了世界上最古老、最基本的公平分割物品体系。就像当你还是个孩子时,一个人切蛋糕,另一个人先选,我试图公平地分割公司,但你可以先选你想要的那块。”
Last fall Illinois National was sold. When Rockford's liquidation is completed, its shareholders will have received per-share proceeds about equal to Berkshire's per-share intrinsic value at the time of the bank's sale. I'm pleased that this five-year result indicates that the division of the cake was reasonably equitable.
去年秋天,伊利诺伊国家银行被出售。当罗克福德公司清算完成时,其股东将获得每股约等于银行出售时伯克希尔每股内在价值的收益。我很高兴这个五年的结果表明蛋糕的分割是相当公平的。
Last year I put in a plug for our annual meeting, and you took me up on the invitation. Over 250 of our more than 3,000 registered shareholders showed up. Those attending behaved just as those present in previous years, asking the sort of questions you would expect from intelligent and interested owners. You can attend a great many annual meetings without running into a crowd like ours. (Lester Maddox, when Governor of Georgia, was criticized regarding the state's abysmal prison system. "The solution", he said, "is simple. All we need is a better class of prisoners." Upgrading annual meetings works the same way.)
去年我为我们的股东大会打了个广告,你们应邀而来。我们 3,000 多名注册股东中有超过 250 人出席。出席者的行为与前几年的人一样,提出了你期望从聪明和感兴趣的所有者那里听到的问题。你可以参加很多股东大会,但不会遇到像我们这样的群体。(莱斯特·马多克斯在担任佐治亚州州长时,因该州糟糕的监狱系统而受到批评。“解决办法,”他说,“很简单。我们只需要更优秀的囚犯。”提升股东大会的质量也是同样的道理。)
I hope you come to this year's meeting, which will be held on May 20 in Omaha. There will be only one change: after 48 years of allegiance to another soft drink, your Chairman, in an unprecedented display of behavioral flexibility, has converted to the new Cherry Coke. Henceforth, it will be the Official Drink of the Berkshire Hathaway Annual Meeting.
我希望你们能来参加今年的会议,会议将于 5 月 20 日在奥马哈举行。只有一个变化:在对另一种软饮料忠诚了 48 年之后,你们的主席以前所未有的行为灵活性,转向了新的樱桃可乐。从今以后,它将成为伯克希尔·哈撒韦年会的官方指定饮品。
And bring money: Mrs. B promises to have bargains galore if you will pay her a visit at The Nebraska Furniture Mart after the meeting.
还有,带上钱:B 夫人承诺,如果你在会后去内布拉斯加家具卖场看望她,那里将会有大量的便宜货。
Warren E. Buffett
Chairman of the Board
March 4, 1986
沃伦·E·巴菲特
董事长
1986 年 3 月 4 日