巴菲特 1995 年致股东信,介绍了伯克希尔净收益增长 45%,完成三项重要收购(Helzberg 钻石商店、R.C. Willey 家居、GEICO),并讨论了保险浮存金、股票投资和拟议的股票重分类。
BERKSHIRE HATHAWAY INC.
伯克希尔·哈撒韦公司
To the Shareholders of Berkshire Hathaway Inc.:
致伯克希尔·哈撒韦公司的股东:
Our gain in net worth during 1995 was $5.3 billion, or 45.0%. Per-share book value grew by a little less, 43.1%, because we paid stock for two acquisitions, increasing our shares outstanding by 1.3%. Over the last 31 years (that is, since present management took over) per-share book value has grown from $19 to $14,426, or at a rate of 23.6% compounded annually.
1995 年我们的净资产增加了 53 亿美元,增幅为 45.0%。每股账面价值增长略低,为 43.1%,这是因为我们通过发行股票完成了两项收购,使流通股增加了 1.3%。在过去 31 年(即现任管理层接手以来),每股账面价值从 19 美元增长到 14,426 美元,年复合增长率为 23.6%。
There's no reason to do handsprings over 1995's gains. This was a year in which any fool could make a bundle in the stock market. And we did. To paraphrase President Kennedy, a rising tide lifts all yachts.
对于 1995 年的收益,没有必要欢欣雀跃。这一年,任何傻瓜都能在股市中大赚一笔。我们也做到了。借用肯尼迪总统的话来说,水涨船高。
Putting aside the financial results, there was plenty of good news at Berkshire last year: We negotiated three acquisitions of exactly the type we desire. Two of these, Helzberg's Diamond Shops and R.C. Willey Home Furnishings, are included in our 1995 financial statements, while our largest transaction, the purchase of GEICO, closed immediately after the end of the year. (I'll tell you more about all three acquisitions later in the report.)
撇开财务结果不谈,去年伯克希尔还有许多好消息:我们谈成了三笔收购,正是我们想要的那种类型。其中两家——Helzberg 钻石商店和 R.C. Willey 家居用品——已纳入我们 1995 年的财务报表,而我们最大的一笔交易,即收购 GEICO,则在年底后立即完成。(我将在报告后面详细介绍这三笔收购。)
These new subsidiaries roughly double our revenues. Even so, the acquisitions neither materially increased our shares outstanding nor our debt. And, though these three operations employ over 11,000 people, our headquarters staff grew only from 11 to 12. (No sense going crazy.)
这些新子公司大致使我们的收入翻了一番。即便如此,这些收购既没有显著增加我们的流通股,也没有增加我们的债务。而且,尽管这三家企业雇佣了超过 11,000 名员工,我们总部的员工只从 11 人增加到 12 人。(没必要发疯。)
Charlie Munger, Berkshire's Vice Chairman and my partner, and I want to build a collection of companies - both wholly- and partly-owned - that have excellent economic characteristics and that are run by outstanding managers. Our favorite acquisition is the negotiated transaction that allows us to purchase 100% of such a business at a fair price. But we are almost as happy when the stock market offers us the chance to buy a modest percentage of an outstanding business at a pro-rata price well below what it would take to buy 100%. This double-barrelled approach - purchases of entire businesses through negotiation or purchases of part-interests through the stock market - gives us an important advantage over capital-allocators who stick to a single course. Woody Allen once explained why eclecticism works: "The real advantage of being bisexual is that it doubles your chances for a date on Saturday night."
伯克希尔副董事长兼我的合伙人查理·芒格和我,希望建立一个由全资和部分持有的公司组成的集合体,这些公司具有出色的经济特征,并由优秀的管理者经营。我们最喜欢的收购方式是协商交易,允许我们以公平的价格购买这类企业 100% 的股权。但股市给我们提供机会,以远低于购买 100% 股权所需的价格按比例买入一家优秀企业的少量股份时,我们同样高兴。这种双管齐下的方法——通过协商购买整个企业,或通过股市购买部分股权——让我们相对于固守单一途径的资本配置者拥有重要优势。伍迪·艾伦曾解释折衷主义为何有效:“双性恋的真正优势在于,周六晚上约会的机会翻倍。”
Over the years, we've been Woody-like in our thinking, attempting to increase our marketable investments in wonderful businesses, while simultaneously trying to buy similar businesses in their entirety. The following table illustrates our progress on both fronts. In the tabulation, we show the marketable securities owned per share of Berkshire at ten-year intervals. A second column lists our per-share operating earnings (before taxes and purchase-price adjustments but after interest and corporate overhead) from all other activities. In other words, the second column shows what we earned excluding the dividends, interest and capital gains that we realized from investments. Purchase-price accounting adjustments are ignored for reasons we have explained at length in previous reports and which, as an act of mercy, we won't repeat. (We'll be glad to send masochists the earlier explanations, however.)
多年来,我们的思维方式很像伍迪·艾伦,试图增加我们在优秀企业中的有价证券投资,同时尝试完整收购类似的企业。下表展示了我们在两方面的进展。表中列出了每十年间隔期内伯克希尔每股持有的有价证券。第二列是我们的每股营业收益(税前、未扣除购买价格调整,但扣除利息和公司管理费用),来自所有其他活动。换句话说,第二列显示的是我们除股息、利息和已实现投资资本利得以外的收益。购买价格会计调整被忽略,原因我们在之前的报告中已详细解释,出于仁慈,这里不再重复。(不过,我们很乐意将之前的解释寄给受虐狂。)
| Year | Marketable Securities Per Share | Pre-tax Earnings Per Share Excluding All Income from Investments |
|---|---|---|
| 1965 | $4 | $4.08 |
| 1975 | 159 | (6.48) |
| 1985 | 2,443 | 18.86 |
| 1995 | 22,088 | 258.20 |
| Yearly Growth Rate: 1965-95 | 33.4% | 14.7% |
| 年份 | 每股有价证券 | 每股税前收益(不含全部投资收入) |
|---|---|---|
| 1965 | $4 | $4.08 |
| 1975 | 159 | (6.48) |
| 1985 | 2,443 | 18.86 |
| 1995 | 22,088 | 258.20 |
| 年增长率:1965-95 | 33.4% | 14.7% |
These results have not sprung from some master plan that we concocted in 1965. In a general way, we knew then what we hoped to accomplish but had no idea what specific opportunities might make it possible. Today we remain similarly unstructured: Over time, we expect to improve the figures in both columns but have no road map to tell us how that will come about.
这些结果并非源于我们在 1965 年编造的某种总体规划。大体上,我们当时知道希望达成什么目标,但不知道具体哪些机会能使其成为可能。今天,我们仍然同样没有结构化的计划:随着时间的推移,我们期望提高两列中的数字,但没有路线图告诉我们如何实现。
We proceed with two advantages: First, our operating managers are outstanding and, in most cases, have an unusually strong attachment to Berkshire. Second, Charlie and I have had considerable experience in allocating capital and try to go at that job rationally and objectively. The giant disadvantage we face is size: In the early years, we needed only good ideas, but now we need good big ideas. Unfortunately, the difficulty of finding these grows in direct proportion to our financial success, a problem that increasingly erodes our strengths.
我们拥有两个优势:第一,我们的运营经理非常出色,而且在大多数情况下,他们对伯克希尔有着异常强烈的归属感。第二,查理和我在资本配置方面拥有丰富的经验,并努力理性、客观地对待这项工作。我们面临的巨大劣势是规模:早些年,我们只需要好主意,但现在我们需要好的大主意。不幸的是,寻找这些主意的难度与我们的财务成功成正比增长,这个问题正在逐渐削弱我们的优势。
I will have more to say about Berkshire's prospects later in this report, when I discuss our proposed recapitalization.
在本报告后面讨论拟议的资本重组时,我将对伯克希尔的前景做更多阐述。
Acquisitions
收购
It may seem strange that we exult over a year in which we made three acquisitions, given that we have regularly used these pages to question the acquisition activities of most managers. Rest assured, Charlie and I haven't lost our skepticism: We believe most deals do damage to the shareholders of the acquiring company. Too often, the words from HMS Pinafore apply: "Things are seldom what they seem, skim milk masquerades as cream." Specifically, sellers and their representatives invariably present financial projections having more entertainment value than educational value. In the production of rosy scenarios, Wall Street can hold its own against Washington.
我们为一年内完成三笔收购而欢欣鼓舞,这似乎有些奇怪,因为我们经常在年报中质疑大多数管理者的收购行为。请放心,查理和我并未失去怀疑精神:我们认为大多数交易会损害收购方股东的利益。《皮纳福号军舰》中的台词经常适用:“事情很少像它们看上去那样,脱脂牛奶冒充奶油。”具体而言,卖方及其代表总是提供财务预测,其娱乐价值大于教育价值。在制造美好前景方面,华尔街可与华盛顿媲美。
In any case, why potential buyers even look at projections prepared by sellers baffles me. Charlie and I never give them a glance, but instead keep in mind the story of the man with an ailing horse. Visiting the vet, he said: "Can you help me? Sometimes my horse walks just fine and sometimes he limps." The vet's reply was pointed: "No problem - when he's walking fine, sell him." In the world of mergers and acquisitions, that horse would be peddled as Secretariat.
无论如何,潜在买家为何要看卖方准备的预测,这让我困惑。查理和我从不看一眼,而是牢记一个故事:一个人有一匹病马。他去看兽医,问道:“你能帮我吗?有时我的马走得很好,有时它一瘸一拐。”兽医的回答很犀利:“没问题——当它走得好的时候,卖掉它。”在并购的世界里,那匹马会被当作“秘书处”(著名赛马)来兜售。
At Berkshire, we have all the difficulties in perceiving the future that other acquisition-minded companies do. Like they also, we face the inherent problem that the seller of a business practically always knows far more about it than the buyer and also picks the time of sale - a time when the business is likely to be walking "just fine."
在伯克希尔,我们和其他有收购意向的公司一样,在洞察未来方面面临所有困难。与它们一样,我们也面临一个固有问题:企业卖方几乎总是比买方更了解企业,并且会选择出售时机——一个企业很可能“走得正好”的时机。
Even so, we do have a few advantages, perhaps the greatest being that we don't have a strategic plan. Thus we feel no need to proceed in an ordained direction (a course leading almost invariably to silly purchase prices) but can instead simply decide what makes sense for our owners. In doing that, we always mentally compare any move we are contemplating with dozens of other opportunities open to us, including the purchase of small pieces of the best businesses in the world via the stock market. Our practice of making this comparison - acquisitions against passive investments - is a discipline that managers focused simply on expansion seldom use.
即便如此,我们确实有一些优势,其中最大的优势可能是我们没有战略计划。因此,我们觉得没有必要沿着既定的方向前进(这条道路几乎总是导致愚蠢的收购价格),而是可以简单地决定什么对股东最有利。在这样做时,我们总是在心里将任何正在考虑的行动与数十个其他机会进行比较,包括通过股市购买世界上最好企业的一小部分。我们这种比较——收购与被动投资——是只专注于扩张的管理者很少使用的纪律。
Talking to Time Magazine a few years back, Peter Drucker got to the heart of things: "I will tell you a secret: Dealmaking beats working. Dealmaking is exciting and fun, and working is grubby. Running anything is primarily an enormous amount of grubby detail work . . . dealmaking is romantic, sexy. That's why you have deals that make no sense."
几年前,彼得·德鲁克在接受《时代》杂志采访时说到了核心:“我告诉你一个秘密:做交易胜过工作。做交易令人兴奋和有趣,而工作则是肮脏的。管理任何东西主要都是大量肮脏的细节工作……做交易是浪漫的、性感的。这就是为什么你会看到毫无意义的交易。”
In making acquisitions, we have a further advantage: As payment, we can offer sellers a stock backed by an extraordinary collection of outstanding businesses. An individual or a family wishing to dispose of a single fine business, but also wishing to defer personal taxes indefinitely, is apt to find Berkshire stock a particularly comfortable holding. I believe, in fact, that this calculus played an important part in the two acquisitions for which we paid shares in 1995.
在进行收购时,我们还有一个优势:作为支付对价,我们可以向卖方提供一种股票,其背后是一组非凡的优秀企业。希望出售一家优秀企业、同时又希望无限期递延个人税负的个人或家族,可能会发现伯克希尔的股票是非常舒适的持有物。事实上,我相信这种考量在我们 1995 年通过支付股份完成的两笔收购中起到了重要作用。
Beyond that, sellers sometimes care about placing their companies in a corporate home that will both endure and provide pleasant, productive working conditions for their managers. Here again, Berkshire offers something special. Our managers operate with extraordinary autonomy. Additionally, our ownership structure enables sellers to know that when I say we are buying to keep, the promise means something. For our part, we like dealing with owners who care what happens to their companies and people. A buyer is likely to find fewer unpleasant surprises dealing with that type of seller than with one simply auctioning off his business.
除此之外,卖方有时会关心将其公司安置在一个既持久又能为管理者提供愉快、富有成效工作环境的企业之家。在这方面,伯克希尔再次提供了特别之处。我们的管理者享有非凡的自主权。此外,我们的所有权结构让卖方知道,当我说我们买入是为了持有,这个承诺是算数的。就我们而言,我们喜欢与关心自己公司和员工命运的老板打交道。与这类卖方打交道,买方可能比与单纯拍卖自己企业的人打交道更少有令人不快的意外。
In addition to the foregoing being an explanation of our acquisition style, it is, of course, a not-so-subtle sales pitch. If you own or represent a business earning $25 million or more before tax, and it fits the criteria listed on page 23, just give me a call. Our discussion will be confidential. And if you aren't interested now, file our proposition in the back of your mind: We are never going to lose our appetite for buying companies with good economics and excellent management.
前面这些内容既是对我们收购方式的解释,当然也是一则不太隐晦的推销。如果你拥有或代表一家税前盈利 2500 万美元或以上的企业,且符合第 23 页列出的标准,请给我打电话。我们的讨论将是保密的。如果你现在不感兴趣,请将我们的提议记在脑海深处:我们永远不会失去收购经济状况良好且管理卓越的公司的兴趣。
Concluding this little dissertation on acquisitions, I can't resist repeating a tale told me last year by a corporate executive. The business he grew up in was a fine one, with a long-time record of leadership in its industry. Its main product, however, was distressingly glamorless. So several decades ago, the company hired a management consultant who - naturally - advised diversification, the then-current fad. ("Focus" was not yet in style.) Before long, the company acquired a number of businesses, each after the consulting firm had gone through a long - and expensive - acquisition study. And the outcome? Said the executive sadly, "When we started, we were getting 100% of our earnings from the original business. After ten years, we were getting 150%."
在结束这篇关于收购的小论文时,我忍不住重复一个去年一位公司高管告诉我的故事。他成长的那家企业本来很不错,在业内长期保持领先地位。然而,其主要产品却令人沮丧地缺乏魅力。于是,几十年前,公司聘请了一位管理顾问——他自然建议多元化,那是当时的时尚。(“聚焦”当时还不流行。)不久,公司收购了一批企业,每一项收购都是在咨询公司进行了漫长且昂贵的收购研究之后。结果如何?这位高管悲伤地说:“我们刚开始时,100%的利润来自原来的业务。十年后,我们得到了150%。”
Helzberg's Diamond Shops
Helzberg 钻石商店
A few years back, management consultants popularized a technique called "management by walking around" (MBWA). At Berkshire, we've instituted ABWA (acquisitions by walking around).
几年前,管理顾问推广了一种称为“走动式管理”(MBWA)的技巧。在伯克希尔,我们设立了 ABWA(走动式收购)。
In May 1994, a week or so after the Annual Meeting, I was crossing the street at 58th and Fifth Avenue in New York, when a woman called out my name. I listened as she told me she'd been to, and had enjoyed, the Annual Meeting. A few seconds later, a man who'd heard the woman stop me did so as well. He turned out to be Barnett Helzberg, Jr., who owned four shares of Berkshire and had also been at our meeting.
1994 年 5 月,年会结束后一周左右,我正在纽约第五大道和 58 街交叉口过马路,一位女士喊出了我的名字。我听了她说,她参加了年会并很享受。几秒钟后,一个听到那位女士叫住我的男子也停了下来。他原来是小巴尼特·赫尔茨贝格,持有四股伯克希尔股票,也参加了我们的年会。
In our few minutes of conversation, Barnett said he had a business we might be interested in. When people say that, it usually turns out they have a lemonade stand - with potential, of course, to quickly grow into the next Microsoft. So I simply asked Barnett to send me particulars. That, I thought to myself. will be the end of that.
在我们短暂的交谈中,巴尼特说他有一家企业我们可能感兴趣。当人们这么说时,通常结果是一个柠檬水摊位——当然有潜力迅速成长为下一个微软。所以我只是让巴尼特把详细资料寄给我。我心里想,这事就这么结束了。
Not long after, Barnett sent me the financial statements of Helzberg's Diamond Shops. The company had been started by his grandfather in 1915 from a single store in Kansas City and had developed by the time we met into a group with 134 stores in 23 states. Sales had grown from $10 million in 1974 to $53 million in 1984 and $282 million in 1994. We weren't talking lemonade stands.
不久之后,巴尼特寄来了 Helzberg 钻石商店的财务报表。这家公司由他的祖父于 1915 年在堪萨斯城从一家店起步,到我们见面时已发展成在 23 个州拥有 134 家门店的集团。销售额从 1974 年的 1000 万美元增长到 1984 年的 5300 万美元,再到 1994 年的 2.82 亿美元。我们说的可不是柠檬水摊位。
Barnett, then 60, loved the business but also wanted to feel free of it. In 1988, as a step in that direction, he had brought in Jeff Comment, formerly President of Wanamaker's, to help him run things. The hiring of Jeff turned out to be a homerun, but Barnett still found that he couldn't shake a feeling of ultimate responsibility. Additionally, he owned a valuable asset that was subject to the vagaries of a single, very competitive industry, and he thought it prudent to diversify his family's holdings.
当时 60 岁的巴尼特热爱这家企业,但也希望从中解脱出来。1988 年,作为朝这个方向迈出的一步,他请来了前 Wanamaker 总裁杰夫·科门特来帮助管理。聘请杰夫被证明是一记全垒打,但巴尼特仍然无法摆脱最终责任的感觉。此外,他拥有一项宝贵资产,受制于一个竞争激烈的行业的变幻莫测,他认为分散家族财产是明智之举。
Berkshire was made to order for him. It took us awhile to get together on price, but there was never any question in my mind that, first, Helzberg's was the kind of business that we wanted to own and, second, Jeff was our kind of manager. In fact, we would not have bought the business if Jeff had not been there to run it. Buying a retailer without good management is like buying the Eiffel Tower without an elevator.
伯克希尔正是为他量身定做的。我们在价格上花了一些时间才达成一致,但我心中从未有过疑问:第一,Helzberg 是我们想要拥有的那种企业;第二,杰夫是我们想要的那种管理者。事实上,如果没有杰夫在那里经营,我们不会买下这家企业。买一家没有优秀管理的零售商,就像买没有电梯的埃菲尔铁塔。
We completed the Helzberg purchase in 1995 by means of a tax-free exchange of stock, the only kind of transaction that interested Barnett. Though he was certainly under no obligation to do so, Barnett shared a meaningful part of his proceeds from the sale with a large number of his associates. When someone behaves that generously, you know you are going to be treated right as a buyer.
我们于 1995 年通过免税换股方式完成了 Helzberg 的收购,这是巴尼特唯一感兴趣的交易类型。尽管他当然没有义务这样做,但巴尼特将出售所得的一大部分与他的许多同事分享。当有人表现得如此慷慨时,你就知道作为买家,你会受到公平对待。
The average Helzberg's store has annual sales of about $2 million, far more than competitors operating similarly-sized stores achieve. This superior per-store productivity is the key to Helzberg's excellent profits. If the company continues its first-rate performance - and we believe it will - it could grow rather quickly to several times its present size.
Helzberg 的平均单店年销售额约为 200 万美元,远高于经营类似规模门店的竞争对手。这种卓越的单店生产率是 Helzberg 优异利润的关键。如果公司继续保持一流的表现——我们相信它会——它可能会相当快地增长到目前规模的数倍。
Helzberg's, it should be added, is an entirely different sort of operation from Borsheim's, our Omaha jewelry business, and the two companies will operate independently of each other. Borsheim's had an excellent year in 1995, with sales up 11.7%. Susan Jacques, its 36-year-old CEO, had an even better year, giving birth to her second son at the start of the Christmas season. Susan has proved to be a terrific leader in the two years since her promotion.
应该补充的是,Helzberg 与我们奥马哈的珠宝业务 Borsheim 是完全不同类型的业务,两家公司将独立运营。Borsheim 在 1995 年表现出色,销售额增长 11.7%。其 36 岁的首席执行官苏珊·雅克度过了更出色的一年,在圣诞季开始时生下了她的第二个儿子。苏珊在升职后的两年里已证明是一位出色的领导者。
R.C. Willey Home Furnishings
R.C. Willey 家居用品
It was Nebraska Furniture Mart's Irv Blumkin who did the walking around in the case of R.C. Willey, long the leading home furnishings business in Utah. Over the years, Irv had told me about the strengths of that company. And he had also told Bill Child, CEO of R.C. Willey, how pleased the Blumkin family had been with its Berkshire relationship. So in early 1995, Bill mentioned to Irv that for estate tax and diversification reasons, he and the other owners of R.C. Willey might be interested in selling.
在 R.C. Willey 一案中,是内布拉斯加家具店的伊夫·布朗金进行了“走动”。R.C. Willey 长期以来一直是犹他州领先的家居用品企业。多年来,伊夫告诉我那家公司的优势。他还告诉 R.C. Willey 的首席执行官比尔·查尔德,布朗金家族对与伯克希尔的关系非常满意。因此,在 1995 年初,比尔向伊夫提到,出于遗产税和分散投资的原因,他和其他 R.C. Willey 的所有者可能有兴趣出售。
From that point forward, things could not have been simpler. Bill sent me some figures, and I wrote him a letter indicating my idea of value. We quickly agreed on a number, and found our personal chemistry to be perfect. By mid-year, the merger was completed.
从那时起,事情变得不能再简单了。比尔寄给我一些数字,我给他写了一封信,表明我对价值的看法。我们很快就一个数字达成一致,并发现我们个人之间非常投缘。到年中,合并完成了。
R.C. Willey is an amazing story. Bill took over the business from his father-in-law in 1954 when sales were about $250,000. From this tiny base, Bill employed Mae West's philosophy: "It's not what you've got - it's what you do with what you've got." Aided by his brother, Sheldon, Bill has built the company to its 1995 sales volume of $257 million, and it now accounts for over 50% of the furniture business in Utah. Like Nebraska Furniture Mart, R.C. Willey sells appliances, electronics, computers and carpets in addition to furniture. Both companies have about the same sales volume, but NFM gets all of its business from one complex in Omaha, whereas R.C. Willey will open its sixth major store in the next few months.
R.C. Willey 是一个了不起的故事。比尔于 1954 年从岳父手中接管了这家企业,当时销售额约为 25 万美元。从这个微小的基础出发,比尔运用了梅·韦斯特的哲学:“重要的不是你拥有什么,而是你如何运用你拥有的。”在他兄弟谢尔顿的帮助下,比尔将公司发展到 1995 年销售额 2.57 亿美元,现在占据犹他州家具业务 50% 以上。和内布拉斯加家具店一样,R.C. Willey 除了家具外还销售电器、电子产品、电脑和地毯。两家公司的销售额大致相当,但 NFM 的所有业务都来自奥马哈的一个综合商场,而 R.C. Willey 将在未来几个月内开设第六家大型门店。
Retailing is a tough business. During my investment career, I have watched a large number of retailers enjoy terrific growth and superb returns on equity for a period, and then suddenly nosedive, often all the way into bankruptcy. This shooting-star phenomenon is far more common in retailing than it is in manufacturing or service businesses. In part, this is because a retailer must stay smart, day after day. Your competitor is always copying and then topping whatever you do. Shoppers are meanwhile beckoned in every conceivable way to try a stream of new merchants. In retailing, to coast is to fail.
零售业是一项艰难的行业。在我的投资生涯中,我看到大量零售商在一段时间内享有惊人的增长和卓越的股本回报率,然后突然暴跌,常常一路跌到破产。这种流星现象在零售业远比制造业或服务业更为常见。部分原因是零售商必须日复一日地保持聪明。你的竞争对手总是在模仿然后超越你所做的一切。同时,购物者被各种可能的方式吸引去尝试层出不穷的新商家。在零售业,止步不前就意味着失败。
In contrast to this have-to-be-smart-every-day business, there is what I call the have-to-be-smart-once business. For example, if you were smart enough to buy a network TV station very early in the game, you could put in a shiftless and backward nephew to run things, and the business would still do well for decades. You'd do far better, of course, if you put in Tom Murphy, but you could stay comfortably in the black without him. For a retailer, hiring that nephew would be an express ticket to bankruptcy.
与这种必须每天都聪明的业务相反,还有一种我称之为只需聪明一次的业务。例如,如果你足够聪明,在早期买下一家网络电视台,你可以让一个懒惰又迟钝的侄子来经营,这家业务仍然会几十年都经营得很好。当然,如果你让汤姆·墨菲来经营,你会做得好得多,但没有他,你也能轻松保持盈利。而对于零售商来说,雇佣那样的侄子就是通往破产的快车票。
The two retailing businesses we purchased this year are blessed with terrific managers who love to compete and have done so successfully for decades. Like the CEOs of our other operating units, they will operate autonomously: We want them to feel that the businesses they run are theirs. This means no second-guessing by Charlie and me. We avoid the attitude of the alumnus whose message to the football coach is "I'm 100% with you - win or tie." Our basic goal as an owner is to behave with our managers as we like our owners to behave with us.
我们今年收购的两家零售企业都拥有出色的管理者,他们热爱竞争,并且几十年来一直成功竞争。就像我们其他运营单位的 CEO 一样,他们将自主运营:我们希望他们觉得自己经营的企业是自己的。这意味着查理和我不会事后批评。我们避免那种校友对橄榄球教练说“我 100% 支持你——赢或平局”的态度。作为所有者,我们的基本目标是对待管理者就像我们希望所有者对待我们一样。
As we add more operations, I'm sometimes asked how many people I can handle reporting to me. My answer to that is simple: If I have one person reporting to me and he is a lemon, that's one too many, and if I have managers like those we now have, the number can be almost unlimited. We are lucky to have Bill and Sheldon associated with us, and we hope that we can acquire other businesses that bring with them managers of similar caliber.
随着我们增加更多业务,有时会有人问我,我能处理多少向我汇报的人。我的答案很简单:如果向我汇报的人有一个是废物,那一个就太多了;如果拥有像我们现在这样的管理者,那数字几乎可以无限。我们很幸运有比尔和谢尔顿与我们合作,我们希望我们能收购其他带来类似水准管理者的企业。
GEICO Corporation
GEICO 公司
Right after yearend, we completed the purchase of 100% of GEICO, the seventh largest auto insurer in the United States, with about 3.7 million cars insured. I've had a 45-year association with GEICO, and though the story has been told before, it's worth a short recap here.
年底刚过,我们就完成了对 GEICO 100% 股权的收购。GEICO 是美国第七大汽车保险公司,承保约 370 万辆汽车。我与 GEICO 已有 45 年的渊源,虽然这个故事以前讲过,但这里值得简短回顾一下。
I attended Columbia University's business school in 1950-51, not because I cared about the degree it offered, but because I wanted to study under Ben Graham, then teaching there. The time I spent in Ben's classes was a personal high, and quickly induced me to learn all I could about my hero. I turned first to Who's Who in America, finding there, among other things, that Ben was Chairman of Government Employees Insurance Company, to me an unknown company in an unfamiliar industry.
1950-51 年,我进入哥伦比亚大学商学院,不是因为我在乎它提供的学位,而是因为我想师从当时在那里任教的本·格雷厄姆。在本的课堂上度过的时光是我个人的高光时刻,并迅速促使我尽我所能了解我的英雄。我首先查阅了《美国名人录》,发现本担任政府雇员保险公司(Government Employees Insurance Company)的董事长,对我来说,这是一家陌生行业中的陌生公司。
A librarian next referred me to Best's Fire and Casualty insurance manual, where I learned that GEICO was based in Washington, DC. So on a Saturday in January, 1951, I took the train to Washington and headed for GEICO's downtown headquarters. To my dismay, the building was closed, but I pounded on the door until a custodian appeared. I asked this puzzled fellow if there was anyone in the office I could talk to, and he said he'd seen one man working on the sixth floor.
接下来,一位图书管理员让我查阅贝氏火灾与意外险手册,从中我得知 GEICO 的总部在华盛顿特区。于是,在 1951 年 1 月的一个星期六,我乘火车前往华盛顿,直奔 GEICO 的市中心总部。令我沮丧的是,大楼关着门,但我使劲敲门,直到一名看门人出现。我问这个困惑的家伙办公室里有没有人可以交谈,他说他看到六楼有一个人在办公。
And thus I met Lorimer Davidson, Assistant to the President, who was later to become CEO. Though my only credentials were that I was a student of Graham's, "Davy" graciously spent four hours or so showering me with both kindness and instruction. No one has ever received a better half-day course in how the insurance industry functions nor in the factors that enable one company to excel over others. As Davy made clear, GEICO's method of selling - direct marketing - gave it an enormous cost advantage over competitors that sold through agents, a form of distribution so ingrained in the business of these insurers that it was impossible for them to give it up. After my session with Davy, I was more excited about GEICO than I have ever been about a stock.
就这样,我遇到了总裁助理洛里默·戴维森,他后来成为了 CEO。尽管我唯一的资历是格雷厄姆的学生,但“戴维”慷慨地花了大约四个小时,对我充满了善意和指导。没有人曾接受过更好的半日课程,讲解保险行业如何运作,以及是什么因素让一家公司能够超越其他公司。戴维清楚地指出,GEICO 的销售方式——直接营销——使其比通过代理人销售的竞争对手拥有巨大的成本优势,这种分销方式在这些保险公司的业务中根深蒂固,以至于他们不可能放弃。在与戴维会面后,我对 GEICO 的兴奋程度超过了以往对任何一只股票。
When I finished at Columbia some months later and returned to Omaha to sell securities, I naturally focused almost exclusively on GEICO. My first sales call - on my Aunt Alice, who always supported me 100% - was successful. But I was then a skinny, unpolished 20-year-old who looked about 17, and my pitch usually failed. Undaunted, I wrote a short report late in 1951 about GEICO for "The Security I Like Best" column in The Commercial and Financial Chronicle, a leading financial publication of the time. More important, I bought stock for my own account.
几个月后我从哥伦比亚毕业,回到奥马哈销售证券,自然几乎完全专注于 GEICO。我的第一次销售拜访——对我的爱丽丝姨妈,她总是 100% 支持我——成功了。但那时我是一个瘦削、不成熟的 20 岁青年,看起来像 17 岁,我的推销通常失败。但我不气馁,于 1951 年底为当时领先的金融刊物《商业和金融纪事报》的“我最喜爱的证券”专栏写了一篇关于 GEICO 的简短报告。更重要的是,我用自己的账户买了股票。
You may think this odd, but I have kept copies of every tax return I filed, starting with the return for 1944. Checking back, I find that I purchased GEICO shares on four occasions during 1951, the last purchase being made on September 26. This pattern of persistence suggests to me that my tendency toward self-intoxication was developed early. I probably came back on that September day from unsuccessfully trying to sell some prospect and decided - despite my already having more than 50% of my net worth in GEICO - to load up further. In any event, I accumulated 350 shares of GEICO during the year, at a cost of $10,282. At yearend, this holding was worth $13,125, more than 65% of my net worth.
你可能觉得奇怪,但我保留了从 1944 年开始的每一份纳税申报表副本。回头查证,我发现我在 1951 年分四次购买了 GEICO 股票,最后一次购买是在 9 月 26 日。这种坚持的模式让我觉得,我自我陶醉的倾向很早就形成了。很可能在那个九月的日子里,我尝试推销给某个潜在客户失败后回来,决定——尽管我已经将超过 50% 的净资产投入 GEICO——继续加仓。无论如何,那一年我累积了 350 股 GEICO,成本 10,282 美元。年底时,这些持股价值 13,125 美元,占我净资产的 65% 以上。
You can see why GEICO was my first business love. Furthermore, just to complete this stroll down memory lane, I should add that I earned most of the funds I used to buy GEICO shares by delivering The Washington Post, the chief product of a company that much later made it possible for Berkshire to turn $10 million into $500 million.
你可以理解为什么 GEICO 是我的初恋企业。此外,为了完成这次回忆之旅,我应该补充一点,我购买 GEICO 股票所用的大部分资金是通过投递《华盛顿邮报》赚来的,这家公司的主要产品后来使伯克希尔有可能将 1000 万美元变成 5 亿美元。
Alas, I sold my entire GEICO position in 1952 for $15,259, primarily to switch into Western Insurance Securities. This act of infidelity can partially be excused by the fact that Western was selling for slightly more than one times its current earnings, a p/e ratio that for some reason caught my eye. But in the next 20 years, the GEICO stock I sold grew in value to about $1.3 million, which taught me a lesson about the inadvisability of selling a stake in an identifiably-wonderful company.
唉,我在 1952 年以 15,259 美元卖掉了全部 GEICO 头寸,主要是为了换入西方保险证券。这种不忠行为可以部分原谅,因为西方保险的售价略高于其当前盈利的一倍,这个市盈率不知为何吸引了我。但在接下来的 20 年里,我卖掉的 GEICO 股票价值增长到约 130 万美元,这给了我一个教训:出售一家明显优秀公司的股份是不可取的。
In the early 1970's, after Davy retired, the executives running GEICO made some serious errors in estimating their claims costs, a mistake that led the company to underprice its policies - and that almost caused it to go bankrupt. The company was saved only because Jack Byrne came in as CEO in 1976 and took drastic remedial measures.
20 世纪 70 年代初,在戴维退休后,经营 GEICO 的高管在估算理赔成本时犯了一些严重错误,导致公司保单定价过低——几乎使公司破产。公司之所以得救,仅仅是因为杰克·伯恩在 1976 年出任 CEO 并采取了严厉的补救措施。
Because I believed both in Jack and in GEICO's fundamental competitive strength, Berkshire purchased a large interest in the company during the second half of 1976, and also made smaller purchases later. By yearend 1980, we had put $45.7 million into GEICO and owned 33.3% of its shares. During the next 15 years, we did not make further purchases. Our interest in the company, nonetheless, grew to about 50% because it was a big repurchaser of its own shares.
因为我既相信杰克,也相信 GEICO 的基本竞争力,伯克希尔在 1976 年下半年购买了该公司的大量股权,后来又进行了较小的购买。到 1980 年底,我们已向 GEICO 投入 4570 万美元,持有其 33.3% 的股份。在接下来的 15 年里,我们没有进一步购买。尽管如此,由于该公司大量回购自己的股票,我们在该公司的权益增长到约 50%。
Then, in 1995, we agreed to pay $2.3 billion for the half of the company we didn't own. That is a steep price. But it gives us full ownership of a growing enterprise whose business remains exceptional for precisely the same reasons that prevailed in 1951. In addition, GEICO has two extraordinary managers: Tony Nicely, who runs the insurance side of the operation, and Lou Simpson, who runs investments.
然后,在 1995 年,我们同意支付 23 亿美元购买我们尚未持有的另一半公司。这是一个高昂的价格。但它让我们完全拥有一家成长中的企业,其业务之所以仍然卓越,原因与 1951 年时完全相同。此外,GEICO 拥有两位非凡的管理者:负责保险业务的托尼·奈斯利,和负责投资的卢·辛普森。
Tony, 52, has been with GEICO for 34 years. There's no one I would rather have managing GEICO's insurance operation. He has brains, energy, integrity and focus. If we're lucky, he'll stay another 34 years.
托尼 52 岁,已在 GEICO 工作 34 年。没有人比他更适合管理 GEICO 的保险业务。他聪明、精力充沛、正直且专注。如果我们幸运的话,他会再干 34 年。
Lou runs investments just as ably. Between 1980 and 1995, the equities under Lou's management returned an average of 22.8% annually vs. 15.7% for the S&P. Lou takes the same conservative, concentrated approach to investments that we do at Berkshire, and it is an enormous plus for us to have him on board. One point that goes beyond Lou's GEICO work: His presence on the scene assures us that Berkshire would have an extraordinary professional immediately available to handle its investments if something were to happen to Charlie and me.
卢管理投资同样出色。1980 年至 1995 年间,卢管理的股票年平均回报率为 22.8%,而标普 500 指数为 15.7%。卢采取与我们在伯克希尔相同的保守、集中的投资方法,有他在对我们来说是巨大的加分。超越卢在 GEICO 工作的一点是:他的存在确保,如果查理和我出了什么事,伯克希尔会立即有一位非凡的专业人士来处理投资。
GEICO, of course, must continue both to attract good policyholders and keep them happy. It must also reserve and price properly. But the ultimate key to the company's success is its rock-bottom operating costs, which virtually no competitor can match. In 1995, moreover, Tony and his management team pushed underwriting and loss adjustment expenses down further to 23.6% of premiums, nearly one percentage point below 1994's ratio. In business, I look for economic castles protected by unbreachable "moats." Thanks to Tony and his management team, GEICO's moat widened in 1995.
当然,GEICO 必须继续吸引优质保单持有人并让他们满意。它还必须正确计提准备金和定价。但公司成功的最终关键是其极低的运营成本,几乎没有任何竞争对手能匹敌。此外,在 1995 年,托尼和他的管理团队将承保和理赔调整费用进一步降至保费的 23.6%,比 1994 年的比率低了近一个百分点。在商业中,我寻找的是由不可逾越的“护城河”保护的经济城堡。多亏托尼和他的管理团队,GEICO 的护城河在 1995 年拓宽了。
Finally, let me bring you up to date on Davy. He's now 93 and remains my friend and teacher. He continues to pay close attention to GEICO and has always been there when the company's CEOs - Jack Byrne, Bill Snyder and Tony - have needed him. Our acquisition of 100% of GEICO caused Davy to incur a large tax. Characteristically, he still warmly supported the transaction.
最后,让我更新一下戴维的近况。他现在 93 岁,仍然是我的朋友和老师。他继续密切关注 GEICO,并且在公司的 CEO——杰克·伯恩、比尔·斯奈德和托尼——需要他时,他总是出现。我们收购 GEICO 100% 股权导致戴维承担了一大笔税负。他一如既往地仍然热情支持这笔交易。
Davy has been one of my heroes for the 45 years I've known him, and he's never let me down. You should understand that Berkshire would not be where it is today if Davy had not been so generous with his time on a cold Saturday in 1951. I've often thanked him privately, but it is fitting that I use this report to thank him on behalf of Berkshire's shareholders.
在我认识戴维的 45 年里,他一直是我心中的英雄之一,他从未让我失望。你们应该明白,如果不是戴维在 1951 年那个寒冷的星期六如此慷慨地付出时间,伯克希尔就不会有今天的成就。我经常私下感谢他,但用这份报告代表伯克希尔的股东感谢他,是再合适不过的。
Insurance Operations
保险业务
In addition to acquiring GEICO, we enjoyed other favorable developments in insurance during 1995.
除了收购 GEICO,我们在 1995 年的保险业务中还享受了其他有利的发展。
As we've explained in past reports, what counts in our insurance business is, first, the amount of "float" we generate and, second, its cost to us. Float is money we hold but don't own. In an insurance operation, float arises because most policies require that premiums be prepaid and, more importantly, because it usually takes time for an insurer to hear about and resolve loss claims.
正如我们在过去报告中解释的,保险业务中重要的是:第一,我们产生的“浮存金”数量;第二,它的成本。浮存金是我们持有但不拥有的资金。在保险业务中,浮存金产生的原因包括:大多数保单要求预付保费;更重要的是,保险公司通常需要时间了解和处理理赔。
Typically, the premiums that an insurer takes in do not cover the losses and expenses it must pay. That leaves it running an "underwriting loss" - and that loss is the cost of float. An insurance business is profitable over time if its cost of float is less than the cost the company would otherwise incur to obtain funds. But the business has a negative value if the cost of its float is higher than market rates for money.
通常,保险公司收取的保费不足以覆盖其必须支付的损失和费用。这就产生了“承保损失”——而该损失就是浮存金的成本。如果浮存金的成本低于公司通过其他方式获取资金的成本,那么保险业务长期就是盈利的。但如果浮存金成本高于市场利率,那么该业务就有负价值。
As the numbers in the following table show, Berkshire's insurance business has been a huge winner. For the table, we have calculated our float - which we generate in exceptional amounts relative to our premium volume - by adding loss reserves, loss adjustment reserves, funds held under reinsurance assumed and unearned premium reserves, and then subtracting agents' balances, prepaid acquisition costs, prepaid taxes and deferred charges applicable to assumed reinsurance. Our cost of float is determined by our underwriting loss or profit. In those years when we have had an underwriting profit, such as the last three, our cost of float has been negative, which means we have calculated our insurance earnings by adding underwriting profit to float income.
如下表数字所示,伯克希尔的保险业务一直是巨大的赢家。在表中,我们通过加总损失准备金、理赔费用准备金、分保业务持有的资金和未到期保费准备金,再减去代理人余额、预付收购成本、预付税款和分保业务相关的递延费用,计算了我们的浮存金(相对于保费收入,我们产生的浮存金数额异常大)。浮存金的成本由我们的承保损失或利润决定。在我们有承保利润的年份(如过去三年),浮存金成本为负,这意味着我们通过将承保利润加到浮存金收入上来计算保险收益。
| Year | Underwriting Loss | Average Float | Cost of Funds | Yearend Yield on Long-Term Govt. Bonds |
|---|---|---|---|---|
| 1967 | profit | 17.3 | less than zero | 5.50% |
| 1968 | profit | 19.9 | less than zero | 5.90% |
| 1969 | profit | 23.4 | less than zero | 6.79% |
| 1970 | 0.37 | 32.4 | 1.14% | 6.25% |
| 1971 | profit | 52.5 | less than zero | 5.81% |
| 1972 | profit | 69.5 | less than zero | 5.82% |
| 1973 | profit | 73.3 | less than zero | 7.27% |
| 1974 | 7.36 | 79.1 | 9.30% | 8.13% |
| 1975 | 11.35 | 87.6 | 12.96% | 8.03% |
| 1976 | profit | 102.6 | less than zero | 7.30% |
| 1977 | profit | 139.0 | less than zero | 7.97% |
| 1978 | profit | 190.4 | less than zero | 8.93% |
| 1979 | profit | 227.3 | less than zero | 10.08% |
| 1980 | profit | 237.0 | less than zero | 11.94% |
| 1981 | profit | 228.4 | less than zero | 13.61% |
| 1982 | 21.56 | 220.6 | 9.77% | 10.64% |
| 1983 | 33.87 | 231.3 | 14.64% | 11.84% |
| 1984 | 48.06 | 253.2 | 18.98% | 11.58% |
| 1985 | 44.23 | 390.2 | 11.34% | 9.34% |
| 1986 | 55.84 | 797.5 | 7.00% | 7.60% |
| 1987 | 55.43 | 1,266.7 | 4.38% | 8.95% |
| 1988 | 11.08 | 1,497.7 | 0.74% | 9.00% |
| 1989 | 24.40 | 1,541.3 | 1.58% | 7.97% |
| 1990 | 26.65 | 1,637.3 | 1.63% | 8.24% |
| 1991 | 119.59 | 1,895.0 | 6.31% | 7.40% |
| 1992 | 108.96 | 2,290.4 | 4.76% | 7.39% |
| 1993 | profit | 2,624.7 | less than zero | 6.35% |
| 1994 | profit | 3,056.6 | less than zero | 7.88% |
| 1995 | profit | 3,607.2 | less than zero | 5.95% |
| 年份 | 承保损失 | 平均浮存金 | 资金成本 | 年末长期政府债券收益率 |
|---|---|---|---|---|
| 1967 | 盈利 | 17.3 | 低于零 | 5.50% |
| 1968 | 盈利 | 19.9 | 低于零 | 5.90% |
| 1969 | 盈利 | 23.4 | 低于零 | 6.79% |
| 1970 | 0.37 | 32.4 | 1.14% | 6.25% |
| 1971 | 盈利 | 52.5 | 低于零 | 5.81% |
| 1972 | 盈利 | 69.5 | 低于零 | 5.82% |
| 1973 | 盈利 | 73.3 | 低于零 | 7.27% |
| 1974 | 7.36 | 79.1 | 9.30% | 8.13% |
| 1975 | 11.35 | 87.6 | 12.96% | 8.03% |
| 1976 | 盈利 | 102.6 | 低于零 | 7.30% |
| 1977 | 盈利 | 139.0 | 低于零 | 7.97% |
| 1978 | 盈利 | 190.4 | 低于零 | 8.93% |
| 1979 | 盈利 | 227.3 | 低于零 | 10.08% |
| 1980 | 盈利 | 237.0 | 低于零 | 11.94% |
| 1981 | 盈利 | 228.4 | 低于零 | 13.61% |
| 1982 | 21.56 | 220.6 | 9.77% | 10.64% |
| 1983 | 33.87 | 231.3 | 14.64% | 11.84% |
| 1984 | 48.06 | 253.2 | 18.98% | 11.58% |
| 1985 | 44.23 | 390.2 | 11.34% | 9.34% |
| 1986 | 55.84 | 797.5 | 7.00% | 7.60% |
| 1987 | 55.43 | 1,266.7 | 4.38% | 8.95% |
| 1988 | 11.08 | 1,497.7 | 0.74% | 9.00% |
| 1989 | 24.40 | 1,541.3 | 1.58% | 7.97% |
| 1990 | 26.65 | 1,637.3 | 1.63% | 8.24% |
| 1991 | 119.59 | 1,895.0 | 6.31% | 7.40% |
| 1992 | 108.96 | 2,290.4 | 4.76% | 7.39% |
| 1993 | 盈利 | 2,624.7 | 低于零 | 6.35% |
| 1994 | 盈利 | 3,056.6 | 低于零 | 7.88% |
| 1995 | 盈利 | 3,607.2 | 低于零 | 5.95% |
Since 1967, when we entered the insurance business, our float has grown at an annual compounded rate of 20.7%. In more years than not, our cost of funds has been less than nothing. This access to "free" money has boosted Berkshire's performance in a major way.
自 1967 年我们进入保险业以来,浮存金以年复合增长率 20.7% 增长。在大多数年份里,我们的资金成本低于零。这种获得“免费”资金的途径极大地提升了伯克希尔的业绩。
Any company's level of profitability is determined by three items: (1) what its assets earn; (2) what its liabilities cost; and (3) its utilization of "leverage" - that is, the degree to which its assets are funded by liabilities rather than by equity. Over the years, we have done well on Point 1, having produced high returns on our assets. But we have also benefitted greatly - to a degree that is not generally well-understood - because our liabilities have cost us very little. An important reason for this low cost is that we have obtained float on very advantageous terms. The same cannot be said by many other property and casualty insurers, who may generate plenty of float, but at a cost that exceeds what the funds are worth to them. In those circumstances, leverage becomes a disadvantage.
任何公司的盈利能力由三个因素决定:(1)其资产的收益;(2)其负债的成本;(3)其“杠杆”的利用程度——即资产由负债而非股权提供资金的比例。多年来,我们在第一点上做得很好,资产回报率很高。但我们也受益巨大——其程度未被普遍理解——因为我们的负债成本非常低。低成本的一个重要原因是我们以非常有利的条件获得了浮存金。许多其他财产和意外保险公司则不然,它们可能产生大量浮存金,但成本超过了这些资金对它们的价值。在这种情况下,杠杆就成了劣势。
Since our float has cost us virtually nothing over the years, it has in effect served as equity. Of course, it differs from true equity in that it doesn't belong to us. Nevertheless, let's assume that instead of our having $3.4 billion of float at the end of 1994, we had replaced it with $3.4 billion of equity. Under this scenario, we would have owned no more assets than we did during 1995. We would, however, have had somewhat lower earnings because the cost of float was negative last year. That is, our float threw off profits. And, of course, to obtain the replacement equity, we would have needed to sell many new shares of Berkshire. The net result - more shares, equal assets and lower earnings - would have materially reduced the value of our stock. So you can understand why float wonderfully benefits a business - if it is obtained at a low cost.
由于多年来我们的浮存金成本几乎为零,它实际上起到了股权的作用。当然,它与真正的股权不同,因为它不属于我们。尽管如此,让我们假设,1994 年底我们没有 34 亿美元的浮存金,而是用 34 亿美元的股权取而代之。在这种情况下,我们在 1995 年拥有的资产不会更多。然而,我们的收益会稍低,因为去年浮存金成本为负。也就是说,我们的浮存金产生了利润。当然,要获得替代股权,我们需要出售许多伯克希尔的新股。净结果——更多股份、相同资产、更低收益——会显著降低我们股票的价值。所以你能理解为什么浮存金对业务有奇效——如果以低成本获得。
Our acquisition of GEICO will immediately increase our float by nearly $3 billion, with additional growth almost certain. We also expect GEICO to operate at a decent underwriting profit in most years, a fact that will increase the probability that our total float will cost us nothing. Of course, we paid a very substantial price for the GEICO float, whereas virtually all of the gains in float depicted in the table were developed internally.
我们收购 GEICO 将立即增加近 30 亿美元的浮存金,而且几乎肯定会进一步增长。我们还预计 GEICO 在大多数年份能实现可观的承保利润,这将增加我们总浮存金成本为零的可能性。当然,我们为 GEICO 的浮存金支付了非常高的价格,而表中描述的大部分浮存金增长都是内部发展起来的。
Our enthusiasm over 1995's insurance results must be tempered once again because we had our third straight year of good fortune in the super-cat business. In this operation, we sell policies that insurance and reinsurance companies buy to protect themselves from the effects of mega-catastrophes. Since truly major catastrophes occur infrequently, our super-cat business can be expected to show large profits in most years but occasionally to record a huge loss. In other words, the attractiveness of our super-cat business will take many years to measure. We know that the results of years like the past three will be at least partially offset by some truly terrible year in the future. We just hope that "partially" turns out to be the proper adverb.
我们对 1995 年保险业绩的热情必须再次降温,因为我们在超级巨灾业务中连续第三年好运。在这项业务中,我们向保险公司和再保险公司出售保单,以保护它们免受特大灾害的影响。由于真正的大灾不常发生,我们的超级巨灾业务预计在大多数年份会显示大额利润,但偶尔会记录巨额亏损。换句话说,我们超级巨灾业务的吸引力需要很多年才能衡量。我们知道,过去三年这样的业绩至少会被未来某个真正糟糕的年份部分抵消。我们只希望“部分”这个副词是恰当的。
There were plenty of catastrophes last year, but no super-cats of the insured variety. The Southeast had a close call when Opal, sporting winds of 150 miles per hour, hovered off Florida. However, the storm abated before hitting land, and so a second Andrew was dodged. For insurers, the Kobe earthquake was another close call: The economic damage was huge - perhaps even a record - but only a tiny portion of it was insured. The insurance industry won't always be that lucky.
去年发生了许多灾难,但没有保险意义上的超级巨灾。东南部有一次惊险时刻,风速每小时 150 英里的奥帕尔风暴在佛罗里达外海徘徊。不过,风暴在登陆前减弱了,因此躲过了第二次安德鲁。对保险公司来说,神户地震是另一次惊险时刻:经济损失巨大——甚至可能创纪录——但只有一小部分被保险。保险业不会总是那么幸运。
Ajit Jain is the guiding genius of our super-cat business and writes important non-cat business as well. In insurance, the term "catastrophe" is applied to an event, such as a hurricane or earthquake, that causes a great many insured losses. The other deals Ajit enters into usually cover only a single large loss. A simplified description of three transactions from last year will illustrate both what I mean and Ajit's versatility. We insured: (1) The life of Mike Tyson for a sum that is large initially and that, fight-by-fight, gradually declines to zero over the next few years; (2) Lloyd's against more than 225 of its "names" dying during the year; and (3) The launch, and a year of orbit, of two Chinese satellites. Happily, both satellites are orbiting, the Lloyd's folk avoided abnormal mortality, and if Mike Tyson looked any healthier, no one would get in the ring with him.
阿吉特·贾恩是我们超级巨灾业务的天才指导者,同时也承保重要的非巨灾业务。在保险业,“巨灾”一词指代导致大量保险损失的事件,如飓风或地震。阿吉特参与的其他交易通常只覆盖单一的大额损失。去年三笔交易的简化描述将说明我的意思和阿吉特的多才多艺。我们承保了:(1)迈克·泰森的生命,起初保额很大,然后随着一场场比赛在未来几年逐渐降至零;(2)劳合社,防止其超过 225 名成员在年内死亡;(3)两颗中国卫星的发射和一年的在轨运行。幸运的是,两颗卫星都在轨运行,劳合社人员避免了异常死亡,而如果迈克·泰森看起来更健康,就没人愿意和他同台竞技了。
Berkshire is sought out for many kinds of insurance, both super-cat and large single-risk, because: (1) our financial strength is unmatched, and insureds know we can and will pay our losses under the most adverse of circumstances; (2) we can supply a quote faster than anyone in the business; and (3) we will issue policies with limits larger than anyone else is prepared to write. Most of our competitors have extensive reinsurance treaties and lay off much of their business. While this helps them avoid shock losses, it also hurts their flexibility and reaction time. As you know, Berkshire moves quickly to seize investment and acquisition opportunities; in insurance we respond with the same exceptional speed. In another important point, large coverages don't frighten us but, on the contrary, intensify our interest. We have offered a policy under which we could have lost $1 billion; the largest coverage that a client accepted was $400 million.
伯克希尔被众多保险需求所青睐,无论是超级巨灾还是大型单一风险,因为:(1)我们的财务实力无与伦比,被保险人知道我们在最不利的情况下能够并且愿意赔付;(2)我们能比业内任何人都更快提供报价;(3)我们愿意承保的限额比任何其他公司都高。我们的大多数竞争对手都有广泛的再保险条约,将大部分业务分保出去。虽然这有助于他们避免冲击性损失,但也损害了他们的灵活性和反应时间。如你所知,伯克希尔行动迅速,抓住投资和收购机会;在保险业务中,我们同样以非凡的速度响应。另一个重要点是,大额承保并不会吓倒我们,反而会增强我们的兴趣。我们曾提供一份可能导致我们损失 10 亿美元的保单;客户接受的最大承保额是 4 亿美元。
We will get hit from time to time with large losses. Charlie and I, however, are quite willing to accept relatively volatile results in exchange for better long-term earnings than we would otherwise have had. In other words, we prefer a lumpy 15% to a smooth 12%. Since most managers opt for smoothness, we are left with a competitive advantage that we try to maximize. We do, though, monitor our aggregate exposure in order to keep our "worst case" at a level that leaves us comfortable.
我们会时不时遭受大额损失。但查理和我非常愿意接受相对波动的业绩,以换取比否则会更高的长期收益。换句话说,我们宁愿要起伏不定的 15%,也不要平滑的 12%。由于大多数管理者选择平滑,我们留下了一个竞争性优势,并努力最大化它。不过,我们确实会监控总风险敞口,以使我们的“最坏情况”保持在让我们安心的水平。
Indeed, our worst case from a "once-in-a-century" super-cat is far less severe - relative to net worth - than that faced by many well-known primary companies writing great numbers of property policies. These insurers don't issue single huge-limit policies as we do, but their small policies, in aggregate, can create a risk of staggering size. The "big one" would blow right through the reinsurance covers of some of these insurers, exposing them to uncapped losses that could threaten their survival. In our case, losses would be large, but capped at levels we could easily handle.
事实上,相对于净资产而言,我们在“百年一遇”超级巨灾中的最坏情况远没有许多承保大量财产保单的知名原保险公司严重。这些保险公司不像我们那样签发单张大限额保单,但它们的众多小保单合计起来可能造成规模惊人的风险。“大灾”会直接击穿其中一些保险公司的再保险保障,使其面临可能威胁生存的无限损失。而在我们这里,损失会很大,但上限在我们能够轻松处理的水平。
Prices are weakening in the super-cat field. That is understandable considering the influx of capital into the reinsurance business a few years ago and the natural desire of those holding the capital to employ it. No matter what others may do, we will not knowingly write business at inadequate rates. We unwittingly did this in the early 1970's and, after more than 20 years, regularly receive significant bills stemming from the mistakes of that era. My guess is that we will still be getting surprises from that business 20 years from now. A bad reinsurance contract is like hell: easy to enter and impossible to exit.
超级巨灾领域的费率正在走弱。考虑到几年前资本涌入再保险业务,以及持有资本者自然希望将其投入使用,这是可以理解的。无论别人怎么做,我们不会明知费率不足还去承保业务。我们在 20 世纪 70 年代初无意中这样做了,20 多年后,我们仍定期收到那个时代错误带来的大额账单。我猜,20 年后我们仍会从那项业务中收到惊喜。一份糟糕的再保险合同就像地狱:进去容易,出来不可能。
I actively participated in those early reinsurance decisions, and Berkshire paid a heavy tuition for my education in the business. Unfortunately, reinsurance students can't attend school on scholarship. GEICO, incidentally, suffered a similar, disastrous experience in the early 1980's, when it plunged enthusiastically into the writing of reinsurance and large risks. GEICO's folly was brief, but it will be cleaning things up for at least another decade. The well-publicized problems at Lloyd's further illustrate the perils of reinsurance and also underscore how vital it is that the interests of the people who write insurance business be aligned - on the downside as well as the upside - with those of the people putting up the capital. When that kind of symmetry is missing, insurers almost invariably run into trouble, though its existence may remain hidden for some time.
我积极参与了那些早期的再保险决策,伯克希尔为我在这个行业的“教育”支付了高昂的学费。不幸的是,再保险学生无法获得奖学金上学。顺便提一下,GEICO 在 20 世纪 80 年代初也遭遇了类似的灾难性经历,当时它热衷于承保再保险和大额风险。GEICO 的愚蠢行为很短暂,但它至少还需要十年时间来清理。劳合社广为人知的问题进一步说明了再保险的危险,也强调了承保保险业务的人的利益——无论是下行还是上行——必须与提供资本的人的利益保持一致,这一点至关重要。当这种对称性缺失时,保险公司几乎总会陷入麻烦,尽管问题可能会隐藏一段时间。
A small, apocryphal story about an insurance CEO who was visited by an analyst tells a lot about this industry. To the analyst's questions about his business, the CEO had nothing but gloomy answers: Rates were ridiculously low; the reserves on his balance sheet weren't adequate for ordinary claims, much less those likely to arise from asbestos and environmental problems; most of his reinsurers had long since gone broke, leaving him holding the sack. But then the CEO brightened: "Still, things could be a lot worse," he said. "It could be my money." At Berkshire, it's our money.
一个关于保险 CEO 被分析师拜访的小虚构故事很好地说明了这个行业。面对分析师关于其业务的问题,CEO 只有悲观的回答:费率低得离谱;资产负债表上的准备金不足以应对普通理赔,更不用说石棉和环境问题可能引起的理赔;他的大多数再保险公司早已破产,让他独自承担后果。但随后 CEO 高兴起来:“不过,情况可能更糟,”他说,“这笔钱可能是我的。”在伯克希尔,这笔钱是我们的。
Berkshire's other insurance operations, though relatively small, performed magnificently in 1995. National Indemnity's traditional business had a combined ratio of 84.2 and developed, as usual, a large amount of float compared to premium volume. Over the last three years, this segment of our business, run by Don Wurster, has had an average combined ratio of 85.6. Our homestate operation, managed by Rod Eldred, grew at a good rate in 1995 and achieved a combined ratio of 81.4. Its three-year combined ratio is an amazing 82.4. Berkshire's California workers' compensation business, run by Brad Kinstler, faced fierce price-cutting in 1995 and lost a great many renewals when we refused to accept inadequate rates. Though this operation's volume dropped materially, it produced an excellent underwriting profit. Finally, John Kizer, at Central States Indemnity, continues to do an extraordinary job. His premium volume was up 23% in 1995, and underwriting profit grew by 59%. Ajit, Don, Rod, Brad and John are all under 45, an embarrassing fact demolishing my theory that managers only hit their stride after they reach 70.
伯克希尔的其他保险业务虽然相对较小,但在 1995 年表现出色。National Indemnity 的传统业务综合成本率为 84.2,并且一如既往地相对于保费产生了大量浮存金。在过去三年中,由唐·沃斯特管理的这部分业务平均综合成本率为 85.6。由罗德·埃尔德里德管理的本州业务在 1995 年增长良好,综合成本率达到 81.4。其三年综合成本率为惊人的 82.4。由布拉德·金斯勒管理的伯克希尔加州工人赔偿业务在 1995 年面临激烈的降价竞争,当我们拒绝接受不充分的费率时,失去了大量续保。尽管该业务量大幅下降,但仍产生了出色的承保利润。最后,Central States Indemnity 的约翰·凯泽继续做着非凡的工作。他的保费在 1995 年增长了 23%,承保利润增长了 59%。阿吉特、唐、罗德、布拉德和约翰都不到 45 岁,这个令人尴尬的事实推翻了我的理论——管理者只有在 70 岁之后才能进入最佳状态。
To sum up, we entered 1995 with an exceptional insurance operation of moderate size. By adding GEICO, we entered 1996 with a business still better in quality, much improved in its growth prospects, and doubled in size. More than ever, insurance is our core strength.
总而言之,我们在 1995 年初拥有一项规模适中但出色的保险业务。通过增加 GEICO,我们进入 1996 年时,业务质量更好,增长前景大幅改善,规模翻了一番。保险比以往任何时候都更成为我们的核心优势。
Sources of Reported Earnings
报告盈利来源
The table below shows the main sources of Berkshire's reported earnings. In this presentation, purchase-premium charges are not assigned to the specific businesses to which they apply, but are instead aggregated and shown separately. This procedure lets you view the earnings of our businesses as they would have been reported had we not purchased them. This form of presentation seems to us to be more useful to investors and managers than one utilizing GAAP, which requires purchase-premiums to be charged off, business-by-business. The total earnings we show in the table are, of course, identical to the GAAP total in our audited financial statements.
下表显示了伯克希尔报告盈利的主要来源。在此列示中,购买溢价费用不分配到具体业务,而是汇总单独列示。这种处理让你可以看到我们业务的盈利,如同我们没有收购它们时报告的那样。我们认为这种列示形式对投资者和管理者比使用 GAAP(要求逐项业务摊销购买溢价)更有用。当然,表中显示的总盈利与我们经审计财务报表中的 GAAP 总额相同。
| Pre-Tax Earnings | Berkshire's Share of Net Earnings (after taxes and minority interests) | |||
|---|---|---|---|---|
| 1995 | 1994 | 1995 | 1994 | |
| Operating Earnings: | ||||
| Insurance Group: | ||||
| Underwriting | $20.5 | $129.9 | $11.3 | $80.9 |
| Net Investment Income | 501.6 | 419.4 | 417.7 | 350.5 |
| Buffalo News | 46.8 | 54.2 | 27.3 | 31.7 |
| Fechheimer | 16.9 | 14.3 | 8.8 | 7.1 |
| Finance Businesses | 20.8 | 22.1 | 12.6 | 14.6 |
| Home Furnishings | 29.7(1) | 17.4 | 16.7(1) | 8.7 |
| Jewelry | 33.9(2) | ---(3) | 19.1(2) | ---(3) |
| Kirby | 50.2 | 42.3 | 32.1 | 27.7 |
| Scott Fetzer Manufacturing Group | 34.1 | 39.5 | 21.2 | 24.9 |
| See's Candies | 50.2 | 47.5 | 29.8 | 28.2 |
| Shoe Group | 58.4 | 85.5 | 37.5 | 55.8 |
| World Book | 8.8 | 24.7 | 7.0 | 17.3 |
| Purchase-Price Premium Charges | (27.0) | (22.6) | (23.4) | (19.4) |
| Interest Expense(4) | (56.0) | (60.1) | (34.9) | (37.3) |
| Shareholder-Designated Contributions | (11.6) | (10.4) | (7.0) | (6.7) |
| Other | 37.4 | 35.7 | 24.4 | 22.3 |
| Operating Earnings | 814.7 | 839.4 | 600.2 | 606.2 |
| Sales of Securities | 194.1 | 91.3 | 125.0 | 61.1 |
| Decline in Value of USAir Preferred Stock | --- | (268.5) | --- | (172.6) |
| Total Earnings - All Entities | $1,008.8 | $662.2 | $725.2 | $494.8 |
| 税前收益 | 伯克希尔享有的净收益(税后及扣除少数股东权益后) | |||
|---|---|---|---|---|
| 1995 | 1994 | 1995 | 1994 | |
| 营业收益: | ||||
| 保险集团: | ||||
| 承保业务 | $20.5 | $129.9 | $11.3 | $80.9 |
| 净投资收益 | 501.6 | 419.4 | 417.7 | 350.5 |
| 布法罗新闻报 | 46.8 | 54.2 | 27.3 | 31.7 |
| Fechheimer | 16.9 | 14.3 | 8.8 | 7.1 |
| 金融业务 | 20.8 | 22.1 | 12.6 | 14.6 |
| 家居用品 | 29.7(1) | 17.4 | 16.7(1) | 8.7 |
| 珠宝业务 | 33.9(2) | ---(3) | 19.1(2) | ---(3) |
| Kirby | 50.2 | 42.3 | 32.1 | 27.7 |
| Scott Fetzer 制造集团 | 34.1 | 39.5 | 21.2 | 24.9 |
| 喜诗糖果 | 50.2 | 47.5 | 29.8 | 28.2 |
| 鞋业集团 | 58.4 | 85.5 | 37.5 | 55.8 |
| 世界图书 | 8.8 | 24.7 | 7.0 | 17.3 |
| 购买溢价摊销 | (27.0) | (22.6) | (23.4) | (19.4) |
| 利息费用(4) | (56.0) | (60.1) | (34.9) | (37.3) |
| 股东指定捐赠 | (11.6) | (10.4) | (7.0) | (6.7) |
| 其他 | 37.4 | 35.7 | 24.4 | 22.3 |
| 营业收益合计 | 814.7 | 839.4 | 600.2 | 606.2 |
| 证券出售 | 194.1 | 91.3 | 125.0 | 61.1 |
| 全美航空优先股减值 | --- | (268.5) | --- | (172.6) |
| 总收益 - 所有实体 | $1,008.8 | $662.2 | $725.2 | $494.8 |
(1) Includes R.C. Willey from June 29, 1995.
(2) Includes Helzberg's from April 30, 1995.
(3) Jewelry earnings were included in "Other" in 1994.
(4) Excludes interest expense of Finance Businesses.
(1) 包括 R.C. Willey 自 1995 年 6 月 29 日起。
(2) 包括 Helzberg 自 1995 年 4 月 30 日起。
(3) 1994 年珠宝业务收益计入“其他”。
(4) 不包括金融业务的利息费用。
A large amount of information about these businesses is given on pages 41-52, where you will also find our segment earnings reported on a GAAP basis. In addition, on pages 57-63, we have rearranged Berkshire's financial data into four segments on a non-GAAP basis, a presentation that corresponds to the way Charlie and I think about the company. Our intent is to supply you with the financial information that we would wish you to give us if our positions were reversed.
关于这些业务的大量信息见第 41-52 页,你也可以在那里找到按 GAAP 报告的分部盈利。此外,在第 57-63 页,我们按非 GAAP 基础将伯克希尔的财务数据重新排列为四个分部,这种列示与查理和我的思维方式一致。我们的意图是提供我们希望在我们角色互换时你提供给我们的财务信息。
At Berkshire, we believe in Charlie's dictum - "Just tell me the bad news; the good news will take care of itself" - and that is the behavior we expect of our managers when they are reporting to us. Consequently, I also owe you - Berkshire's owners - a report on three operations that, though they continued to earn decent (or better) returns on invested capital, experienced a decline in earnings last year. Each encountered a different type of problem.
在伯克希尔,我们信奉查理的格言——“只告诉我坏消息;好消息会自己照顾自己”——这也是我们期望管理者向我们汇报时的行为。因此,我也应该向你们——伯克希尔的所有者——报告三项业务的情况,尽管它们继续获得可观(或更好)的投入资本回报,但去年盈利出现了下降。每项业务都遇到了不同类型的问题。
Our shoe business operated in an industry that suffered depressed earnings throughout last year, and many of our competitors made only marginal profits or worse. That means we at least maintained, and in some instances widened, our competitive superiority. So I have no doubt that our shoe operations will climb back to top-grade earnings in the future. In other words, though the turn has not yet occurred, we believe you should view last year's figures as reflecting a cyclical problem, not a secular one.
我们的鞋业业务所处的行业去年全年盈利低迷,许多竞争对手只获得微利甚至更差。这意味着我们至少维持了竞争力优势,在某些情况下还扩大了优势。因此,我毫不怀疑我们的鞋业业务未来会重新回到顶级盈利水平。换句话说,虽然拐点尚未出现,但我们认为你应该将去年的数据视为反映周期性问题,而非长期性问题。
The Buffalo News, though still doing very well in comparison to other newspapers, is another story. In this case, industry trends are not good. In the 1991 Annual Report, I explained that newspapers had lost a notch in their economic attractiveness from the days when they appeared to have a bullet-proof franchise. Today, the industry retains its excellent economics, but has lost still another notch. Over time, we expect the competitive strength of newspapers to gradually erode, though the industry should nevertheless remain a fine business for many years to come.
《布法罗新闻报》虽然与其他报纸相比仍然表现良好,但情况不同。在这个案例中,行业趋势并不乐观。在 1991 年年报中,我解释过,与报纸看似拥有坚不可摧的特许经营权时相比,它们的经济吸引力已经下降了一个档次。如今,该行业仍然拥有出色的经济效益,但又下降了一个档次。随着时间的推移,我们预计报纸的竞争力将逐渐减弱,但该行业在未来许多年仍应是一项不错的业务。
Berkshire's most difficult problem is World Book, which operates in an industry beset by increasingly tough competition from CD-ROM and on-line offerings. True, we are still profitable, a claim that perhaps no other print encyclopedia can make. But our sales and earnings trends have gone in the wrong direction. At the end of 1995, World Book made major changes in the way it distributes its product, stepped up its efforts with electronic products and sharply reduced its overhead costs. It will take time for us to evaluate the effects of these initiatives, but we are confident they will significantly improve our viability.
伯克希尔最困难的问题是 World Book(世界图书),其所在行业正受到来自 CD-ROM 和在线产品的日益激烈的竞争。确实,我们仍然盈利,这一点可能没有其他印刷版百科全书能做到。但我们的销售和盈利趋势正朝着错误的方向发展。1995 年底,World Book 对其产品分销方式进行了重大改革,加大了电子产品的力度,并大幅削减了管理费用。我们需要时间来评估这些举措的效果,但我们相信它们将显著提高我们的生存能力。
All of our operations, including those whose earnings fell last year, benefit from exceptionally talented and dedicated managers. Were we to have the choice of any other executives now working in their industries, there is not one of our managers we would replace.
我们所有的业务,包括那些去年盈利下降的业务,都受益于异常有才华和敬业的管理者。如果我们可以选择各自行业中现任的任何其他高管,我们没有一位管理者是我们愿意替换的。
Many of our managers don't have to work for a living, but simply go out and perform every day for the same reason that wealthy golfers stay on the tour: They love both doing what they do and doing it well. To describe them as working may be a misnomer - they simply prefer spending much of their time on a productive activity at which they excel to spending it on leisure activities. Our job is to provide an environment that will keep them feeling this way, and so far we seem to have succeeded: Thinking back over the 1965-95 period, I can't recall that a single key manager has left Berkshire to join another employer.
我们的许多管理者不需要为谋生而工作,但他们每天仍然全力以赴,原因与富裕的高尔夫球手留在巡回赛上一样:他们热爱自己所做的事情,并且热爱把它做好。称他们为“工作”可能用词不当——他们只是更愿意把大部分时间花在擅长且有成效的活动上,而不是花在休闲活动上。我们的工作是提供一个让他们保持这种心态的环境,到目前为止我们似乎成功了:回想 1965-95 年期间,我想不起有哪一位关键管理者离开伯克希尔去为其他雇主工作。
Common Stock Investments
普通股投资
Below we present our common stock investments. Those with a market value of more than $600 million are itemized.
下面列出我们的普通股投资。市值超过 6 亿美元的股票单独列示。
| Shares | Company | Cost | Market |
|---|---|---|---|
| 49,456,900 | American Express Company | $1,392.7 | $2,046.3 |
| 20,000,000 | Capital Cities/ABC, Inc. | 345.0 | 2,467.5 |
| 100,000,000 | The Coca-Cola Company | 1,298.9 | 7,425.0 |
| 12,502,500 | Federal Home Loan Mortgage Corp. ("Freddie Mac") | 260.1 | 1,044.0 |
| 34,250,000 | GEICO Corp. | 45.7 | 2,393.2 |
| 48,000,000 | The Gillette Company | 600.0 | 2,502.0 |
| 6,791,218 | Wells Fargo & Company | 423.7 | 1,466.9 |
| Others | 1,379.0 | 2,655.4 | |
| Total Common Stocks | $5,745.1 | $22,000.3 |
| 持股数 | 公司 | 成本 | 市值 |
|---|---|---|---|
| 49,456,900 | 美国运通公司 | $1,392.7 | $2,046.3 |
| 20,000,000 | 大都会/美国广播公司 | 345.0 | 2,467.5 |
| 100,000,000 | 可口可乐公司 | 1,298.9 | 7,425.0 |
| 12,502,500 | 联邦住房贷款抵押公司(“房地美”) | 260.1 | 1,044.0 |
| 34,250,000 | GEICO 公司 | 45.7 | 2,393.2 |
| 48,000,000 | 吉列公司 | 600.0 | 2,502.0 |
| 6,791,218 | 富国银行 | 423.7 | 1,466.9 |
| 其他 | 1,379.0 | 2,655.4 | |
| 普通股总计 | $5,745.1 | $22,000.3 |
We continue in our Rip Van Winkle mode: Five of our six top positions at yearend 1994 were left untouched during 1995. The sixth was American Express, in which we increased our ownership to about 10%.
我们继续处于“瑞普·凡·温克尔”模式:1994 年底的六大重仓股中有五只在 1995 年未动。第六只是美国运通,我们将持股增加到约 10%。
In early 1996, two major events affected our holdings: First, our purchase of the GEICO stock we did not already own caused that company to be converted into a wholly-owned subsidiary. Second, we exchanged our Cap Cities shares for a combination of cash and Disney stock.
1996 年初,两件大事影响了我们的持股:第一,我们购买了尚未持有的 GEICO 股票,使该公司成为全资子公司。第二,我们将大都会/ABC 的股份换成了现金和迪士尼股票的组合。
In the Disney merger, Cap Cities shareholders had a choice of actions. If they chose, they could exchange each of their Cap Cities shares for one share of Disney stock plus $65. Or they could ask for - though not necessarily get - all cash or all stock, with their ultimate allotment of each depending on the choices made by other shareholders and certain decisions made by Disney. For our 20 million shares, we sought stock, but do not know, as this report goes to press, how much we were allocated. We are certain, however, to receive something over 20 million Disney shares. We have also recently bought Disney stock in the market.
在迪士尼合并中,大都会/ABC 的股东有多种选择。如果他们选择,可以将每股大都会/ABC 股票换成一股迪士尼股票加 65 美元。或者他们可以要求——但不一定能得到——全部现金或全部股票,最终分配取决于其他股东的选择以及迪士尼的某些决定。对于我们的 2000 万股,我们寻求股票,但截至本报告付印时,尚不清楚分配了多少。不过,我们确信将收到超过 2000 万股迪士尼股票。我们最近还在市场上购买了迪士尼股票。
One more bit of history: I first became interested in Disney in 1966, when its market valuation was less than $90 million, even though the company had earned around $21 million pre-tax in 1965 and was sitting with more cash than debt. At Disneyland, the $17 million Pirates of the Caribbean ride would soon open. Imagine my excitement - a company selling at only five times rides!
再说一点历史:我第一次对迪士尼产生兴趣是在 1966 年,当时其市值不到 9000 万美元,尽管该公司 1965 年的税前利润约为 2100 万美元,且拥有比债务更多的现金。在迪士尼乐园,耗资 1700 万美元的“加勒比海盗”游乐设施即将开放。想象一下我的兴奋——一家公司的售价仅为游乐设施的五倍!
Duly impressed, Buffett Partnership Ltd. bought a significant amount of Disney stock at a split-adjusted price of 31¢ per share. That decision may appear brilliant, given that the stock now sells for $66. But your Chairman was up to the task of nullifying it: In 1967 I sold out at 48¢ per share.
巴菲特大感佩服,合伙公司以拆股调整后每股 31 美分的价格买入了大量迪士尼股票。考虑到该股现在售价 66 美元,这个决定看似英明。但你们的主席却有本事将其抵消:1967 年,我以每股 48 美分全部卖出。
Oh well - we're happy to be once again a large owner of a business with both unique assets and outstanding management.
哦,好吧——我们很高兴再次成为一家拥有独特资产和卓越管理的企业的大股东。
Convertible Preferred Stocks
可转换优先股
As many of you will remember, Berkshire made five private purchases of convertible preferred stocks during the 1987-91 period and the time seems right to discuss their status. Here are the particulars:
正如许多人会记得的,伯克希尔在 1987-91 年期间进行了五次可转换优先股的私募购买,现在似乎是讨论它们状况的合适时机。详情如下:
| Company | Dividend Rate | Year of Purchase | Cost | Market Value |
|---|---|---|---|---|
| Champion International Corp. | 9 1/4% | 1989 | $300 | $388(1) |
| First Empire State Corp. | 9% | 1991 | 40 | 110 |
| The Gillette Company | 8 3/4% | 1989 | 600 | 2,502(2) |
| Salomon Inc | 9% | 1987 | 700 | 728(3) |
| USAir Group, Inc. | 9 1/4% | 1989 | 358 | 215 |
| 公司 | 股息率 | 购买年份 | 成本 | 市值 |
|---|---|---|---|---|
| 冠军国际公司 | 9.25% | 1989 | $300 | $388(1) |
| 第一帝国州公司 | 9% | 1991 | 40 | 110 |
| 吉列公司 | 8.75% | 1989 | 600 | 2,502(2) |
| 所罗门公司 | 9% | 1987 | 700 | 728(3) |
| 全美航空集团 | 9.25% | 1989 | 358 | 215 |
(1) Proceeds from sale of common we received through conversion in 1995.
(2) 12/31/95 value of common we received through conversion in 1991.
(3) Includes $140 we received in 1995 from partial redemption.
(1) 1995 年转换获得的普通股出售所得。
(2) 1991 年转换获得的普通股在 1995 年 12 月 31 日的市值。
(3) 包括 1995 年部分赎回收到的 1.4 亿美元。
In each case we had the option of sticking with these preferreds as fixed-income securities or converting them into common stock. Initially, their value to us came primarily from their fixed-income characteristics. The option we had to convert was a kicker.
在每种情况下,我们都有权选择将这些优先股作为固定收益证券持有,或将其转换为普通股。最初,它们对我们的价值主要来自固定收益特征。我们拥有的转换权是一种额外收益。
Our $300 million private purchase of American Express "Percs" - described in the 1991 Annual Report - is not included in the table because that security was a modified form of common stock whose fixed-income characteristics contributed only a minor portion of its initial value. Three years after we bought them, the Percs automatically were converted to common stock. In contrast, the five securities in the table were set to become common stocks only if we wished them to - a crucial difference.
我们私募购买的 3 亿美元美国运通“Percs”——在 1991 年年报中描述过——未包含在表中,因为该证券是普通股的修改形式,其固定收益特征仅贡献了初始价值的一小部分。购买三年后,Percs 自动转换为普通股。相比之下,表中的五种证券只有在我们希望时才会变为普通股——这是一个关键区别。
When we purchased our convertible securities, I told you that we expected to earn after-tax returns from them that "moderately" exceeded what we could earn from the medium-term fixed-income securities they replaced. We beat this expectation - but only because of the performance of a single issue. I also told you that these securities, as a group, would "not produce the returns we can achieve when we find a business with wonderful economic prospects." Unfortunately, that prediction was fulfilled. Finally, I said that "under almost any conditions, we expect these preferreds to return us our money plus dividends." That's one I would like to have back. Winston Churchill once said that "eating my words has never given me indigestion." My assertion, however, that it was almost impossible for us to lose money on our preferreds has caused me some well-deserved heartburn.
当我们购买可转换证券时,我曾告诉你们,我们预计从这些证券中获得的税后回报将“适度”超过我们从它们所替代的中期固定收益证券中获得的回报。我们超过了这一预期——但仅仅是因为单一证券的表现。我还告诉过你们,这些证券作为一个整体“不会产生我们在找到具有绝佳经济前景的企业时所能获得的回报。”不幸的是,这个预测成真了。最后,我说过“在几乎任何条件下,我们预计这些优先股能返还我们的本金加上股息。”这句话我真希望收回。温斯顿·丘吉尔曾说“食言从未让我消化不良。”然而,我关于我们在优先股上几乎不可能亏损的断言,让我承受了一些活该的心痛。
Our best holding has been Gillette, which we told you from the start was a superior business. Ironically, though, this is also the purchase in which I made my biggest mistake - of a kind, however, never recognized on financial statements.
我们最好的持仓是吉列,我们从一开始就告诉你们这是一家卓越的企业。然而,具有讽刺意味的是,这也是我犯下最大错误的一次购买——不过,这种错误从未在财务报表上体现。
We paid $600 million in 1989 for Gillette preferred shares that were convertible into 48 million (split-adjusted) common shares. Taking an alternative route with the $600 million, I probably could have purchased 60 million shares of common from the company. The market on the common was then about $10.50, and given that this would have been a huge private placement carrying important restrictions, I probably could have bought the stock at a discount of at least 5%. I can't be sure about this, but it's likely that Gillette's management would have been just as happy to have Berkshire opt for common.
1989 年,我们支付 6 亿美元购买了吉列优先股,这些优先股可转换为 4800 万股(拆股调整后)普通股。如果换一种方式使用这 6 亿美元,我或许可以直接从公司购买 6000 万股普通股。当时普通股市场价格约为 10.50 美元,考虑到这将是一笔附带重要限制的大宗私募,我可能至少能以 5% 的折扣购买股票。我不能确定,但很可能吉列的管理层同样乐意让伯克希尔选择普通股。
But I was far too clever to do that. Instead, for less than two years, we received some extra dividend income (the difference between the preferred's yield and that of the common), at which point the company - quite properly - called the issue, moving to do that as quickly as was possible. If I had negotiated for common rather than preferred, we would have been better off at yearend 1995 by $625 million, minus the "excess" dividends of about $70 million.
但我当时太聪明了,没有那样做。相反,在不到两年的时间里,我们获得了一些额外的股息收入(优先股收益率与普通股之间的差额),然后公司——非常合理地——赎回了该证券,并尽可能快地这样做。如果我当初协商的是普通股而非优先股,我们到 1995 年底的状况会好 6.25 亿美元,再减去约 7000 万美元的“超额”股息。
In the case of Champion, the ability of the company to call our preferred at 115% of cost forced a move out of us last August that we would rather have delayed. In this instance, we converted our shares just prior to the pending call and offered them to the company at a modest discount.
在冠军国际的案例中,该公司以成本 115% 赎回我们优先股的能力迫使我们去年 8 月采取行动,而如果我们能选择,宁愿推迟。在这种情况下,我们在赎回发生前转换了股份,并以小幅折扣将股票卖回给公司。
Charlie and I have never had a conviction about the paper industry - actually, I can't remember ever owning the common stock of a paper producer in my 54 years of investing - so our choice in August was whether to sell in the market or to the company. Champion's management had always been candid and honorable in dealing with us and wished to repurchase common shares, so we offered our stock to the company. Our Champion capital gain was moderate - about 19% after tax from a six-year investment - but the preferred delivered us a good after-tax dividend yield throughout our holding period. (That said, many press accounts have overstated the after-tax yields earned by property-casualty insurance companies on dividends paid to them. What the press has failed to take into account is a change in the tax law that took effect in 1987 and that significantly reduced the dividends received credit applicable to insurers. For details, see our 1986 Annual Report.)
查理和我从未对造纸行业有过确信——实际上,在我 54 年的投资生涯中,我不记得曾拥有过造纸生产商的普通股——因此我们在 8 月的选择是:在市场上卖出还是卖给公司。冠军国际的管理层在与我们打交道时一直坦诚且正直,并希望回购普通股,所以我们把股票卖给了公司。我们在冠军国际的资本利得温和——六年投资税后约 19%——但优先股在整个持有期内为我们提供了良好的税后股息收益率。(也就是说,许多媒体报道夸大了财产意外保险公司所获股息的税后收益率。媒体没有考虑到的是 1987 年生效的一项税法变更,它大幅降低了适用于保险公司的股息抵免。详情请参阅我们的 1986 年年报。)
Our First Empire preferred will be called on March 31, 1996, the earliest date allowable. We are comfortable owning stock in well-run banks, and we will convert and keep our First Empire common shares. Bob Wilmers, CEO of the company, is an outstanding banker, and we love being associated with him.
我们的第一帝国优先股将于 1996 年 3 月 31 日被赎回,这是允许的最早日期。我们乐于持有经营良好的银行股票,我们将转换并保留第一帝国的普通股。该公司 CEO 鲍勃·威尔默斯是一位杰出的银行家,我们很高兴与他交往。
Our other two preferreds have been disappointing, though the Salomon preferred has modestly outperformed the fixed-income securities for which it was a substitute. However, the amount of management time Charlie and I have devoted to this holding has been vastly greater than its economic significance to Berkshire. Certainly I never dreamed I would take a new job at age 60 - Salomon interim chairman, that is - because of an earlier purchase of a fixed-income security.
我们的另外两只优先股令人失望,尽管所罗门的优先股略微跑赢了它所替代的固定收益证券。然而,查理和我在这一持仓上投入的管理时间远远超过其对伯克希尔的经济意义。我当然从未梦想过,因为早先购买了一种固定收益证券,我会在 60 岁时接受一份新工作——即所罗门公司的临时董事长。
Soon after our purchase of the Salomon preferred in 1987, I wrote that I had "no special insights regarding the direction or future profitability of investment banking." Even the most charitable commentator would conclude that I have since proved my point.
1987 年购买所罗门优先股后不久,我写道,我“对投资银行业的方向或未来盈利没有特别见解”。即使最宽厚的评论员也会得出结论:我自那以后证明了我的观点。
To date, our option to convert into Salomon common has not proven of value. Furthermore, the Dow Industrials have doubled since I committed to buy the preferred, and the brokerage group has performed equally as well. That means my decision to go with Salomon because I saw value in the conversion option must be graded as very poor. Even so, the preferred has continued under some trying conditions to deliver as a fixed-income security, and the 9% dividend is currently quite attractive.
到目前为止,我们转换为所罗门普通股的选择权尚未证明有价值。此外,自我们决定购买优先股以来,道琼斯工业指数已经翻倍,经纪商板块的表现也同样出色。这意味着我当初因为看到转换选择权的价值而选择所罗门的决定,必须被评为非常糟糕。即便如此,该优先股在一些艰难条件下仍作为固定收益证券发挥了作用,9% 的股息目前相当有吸引力。
Unless the preferred is converted, its terms require redemption of 20% of the issue on October 31 of each year, 1995-99, and $140 million of our original $700 million was taken on schedule last year. (Some press reports labeled this a sale, but a senior security that matures is not "sold.") Though we did not elect to convert the preferred that matured last year, we have four more bites at the conversion apple, and I believe it quite likely that we will yet find value in our right to convert.
除非优先股被转换,其条款要求在 1995-99 年的每年 10 月 31 日赎回 20% 的发行额,我们最初 7 亿美元中的 1.4 亿美元去年如期被赎回。(一些媒体报道称之为“出售”,但到期的优先证券并非“出售”。)尽管我们没有选择转换去年到期的优先股,但我们还有四次转换机会,我相信我们很可能仍会在转换权中发现价值。
I discussed the USAir investment at length in last year's report. The company's results improved in 1995, but it still faces significant problems. On the plus side for us is the fact that our preferred is structurally well-designed: For example, though we have not been paid dividends since June 1994, the amounts owed us are compounding at 5% over the prime rate. On the minus side is the fact that we are dealing with a weak credit.
我在去年的报告中详细讨论了对全美航空的投资。该公司 1995 年的业绩有所改善,但仍面临重大问题。对我们有利的一点是,我们的优先股在结构上设计良好:例如,尽管自 1994 年 6 月以来我们未收到股息,但欠我们的金额正以高于最优惠利率 5% 的利率复利增长。不利的一面是,我们正在与一个信用状况疲弱的对手打交道。
We feel much better about our USAir preferred than we did a year ago, but your guess is as good as mine as to its ultimate value. (Indeed, considering my record with this investment, it's fair to say that your guess may be better than mine.) At yearend we carried our preferred (in which there is no public market) at 60% of par, though USAir also has outstanding a junior preferred that is significantly inferior to ours in all respects except conversion price and that was then trading at 82% of par. As I write this, the junior issue has advanced to 97% of par. Let's hope the market is right.
我们对全美航空优先股的看法比一年前好多了,但关于其最终价值,你的猜测和我的一样好。(事实上,考虑到我在这次投资上的记录,公平地说,你的猜测可能比我的更好。)年底时,我们将优先股(没有公开市场)记为面值的 60%,尽管全美航空还有一种次级优先股在外流通,该次级股除转换价格外在所有方面都远逊于我们的优先股,当时交易价格为面值的 82%。在我写这段话时,次级股已升至面值的 97%。希望市场是正确的。
Overall, our preferreds have performed well, but that is true only because of one huge winner, Gillette. Leaving aside Gillette, our preferreds as a group have delivered us after-tax returns no more than equal to those we could have earned from the medium-term fixed-income issues that they replaced.
总体而言,我们的优先股表现良好,但这只是因为有一个巨大的赢家——吉列。撇开吉列不谈,我们的优先股作为一个整体为我们带来的税后回报,并不高于我们从它们所替代的中期固定收益证券中获得的回报。
A Proposed Recapitalization
拟议的资本重组
At the Annual Meeting you will be asked to approve a recapitalization of Berkshire, creating two classes of stock. If the plan is adopted, our existing common stock will be designated as Class A Common Stock and a new Class B Common Stock will be authorized.
在年度股东大会上,你们将被要求批准伯克希尔的资本重组,创建两类股票。如果计划获得通过,我们现有的普通股将被指定为 A 类普通股,并授权发行新的 B 类普通股。
Each share of the "B" will have the rights of 1/30th of an "A" share with these exceptions: First, a B share will have 1/200th of the vote of an A share (rather than 1/30th of the vote). Second, the B will not be eligible to participate in Berkshire's shareholder-designated charitable contributions program.
每股 B 类股将拥有 A 类股 1/30 的权利,但有两个例外:第一,B 类股的投票权为 A 类股的 1/200(而不是 1/30)。第二,B 类股没有资格参与伯克希尔的股东指定慈善捐赠计划。
When the recapitalization is complete, each share of A will become convertible, at the holder's option and at any time, into 30 shares of B. This conversion privilege will not extend in the opposite direction. That is, holders of B shares will not be able to convert them into A shares.
资本重组完成后,每股 A 类股将可由持有人选择随时转换为 30 股 B 类股。这项转换特权不反向适用。也就是说,B 类股持有人不能将其转换为 A 类股。
We expect to list the B shares on the New York Stock Exchange, where they will trade alongside the A stock. To create the shareholder base necessary for a listing - and to ensure a liquid market in the B stock - Berkshire expects to make a public offering for cash of at least $100 million of new B shares. The offering will be made only by means of a prospectus.
我们预计将 B 类股在纽约证券交易所上市,与 A 类股一起交易。为了创造上市所需的股东基础——并确保 B 类股的流动性市场——伯克希尔预计将以现金公开发行至少 1 亿美元的新 B 类股。本次发行将仅通过招股说明书进行。
The market will ultimately determine the price of the B shares. Their price, though, should be in the neighborhood of 1/30th of the price of the A shares.
市场最终将决定 B 类股的价格。不过,它们的价格应该在 A 类股价格的 1/30 附近。
Class A shareholders who wish to give gifts may find it convenient to convert a share or two of their stock into Class B shares. Additionally, arbitrage-related conversions will occur if demand for the B is strong enough to push its price to slightly above 1/30th of the price of A.
希望赠送礼物的 A 类股股东可能会发现将一两股股票转换为 B 类股很方便。此外,如果对 B 类股的需求强劲到足以将其价格推至略高于 A 类股价格的 1/30,则会出现与套利相关的转换。
However, because the Class A stock will entitle its holders to full voting rights and access to Berkshire's contributions program, these shares will be superior to the Class B shares and we would expect most shareholders to remain holders of the Class A - which is precisely what the Buffett and Munger families plan to do, except in those instances when we ourselves might convert a few shares to facilitate gifts. The prospect that most shareholders will stick to the A stock suggests that it will enjoy a somewhat more liquid market than the B.
然而,由于 A 类股赋予持有人完全的投票权和参与伯克希尔捐赠计划的权利,这些股票将优于 B 类股,我们预计大多数股东将继续持有 A 类股——这正是巴菲特和芒格家族计划做的,除了我们自己可能转换少数股份以方便赠送礼物的情形。大多数股东将坚持持有 A 类股的前景表明,A 类股将享有比 B 类股更流动的市场。
There are tradeoffs for Berkshire in this recapitalization. But they do not arise from the proceeds of the offering - we will find constructive uses for the money - nor in any degree from the price at which we will sell the B shares. As I write this - with Berkshire stock at $36,000 - Charlie and I do not believe it undervalued. Therefore, the offering we propose will not diminish the per-share intrinsic value of our existing stock. Let me also put our thoughts about valuation more baldly: Berkshire is selling at a price at which Charlie and I would not consider buying it.
这次资本重组对伯克希尔来说存在权衡。但这些权衡并非来自发行所得——我们会为这笔钱找到建设性的用途——也绝非来自我们将出售 B 类股的价格。在我写这段话时,伯克希尔股价为 36,000 美元,查理和我不认为它被低估。因此,我们提议的发行不会降低现有股票的每股内在价值。让我更直白地说明我们对估值的看法:伯克希尔现在的售价是查理和我不会考虑买入的价格。
What Berkshire will incur by way of the B stock are certain added costs, including those involving the mechanics of handling a larger number of shareholders. On the other hand, the stock should be a convenience for people wishing to make gifts. And those of you who have hoped for a split have gained a do-it-yourself method of bringing one about.
伯克希尔因 B 类股将承担某些额外成本,包括处理更多股东的后勤工作。另一方面,该股票应该为希望赠送礼物的人提供便利。而那些一直希望拆股的股东,现在有了自己动手实现拆股的方法。
We are making this move, though, for other reasons - having to do with the appearance of expense-laden unit trusts purporting to be low-priced "clones" of Berkshire and sure to be aggressively marketed. The idea behind these vehicles is not new: In recent years, a number of people have told me about their wish to create an "all-Berkshire" investment fund to be sold at a low dollar price. But until recently, the promoters of these investments heard out my objections and backed off.
然而,我们采取这一举措还有其他原因——与出现费用高昂的单位信托有关,这些信托号称是伯克希尔的低价“克隆产品”,并且肯定会积极营销。这些工具背后的想法并不新鲜:近年来,许多人告诉我,他们希望创建一个“全伯克希尔”投资基金,以低价美元出售。但直到最近,这些投资的发起人听了我的反对意见后都退缩了。
I did not discourage these people because I prefer large investors over small. Were it possible, Charlie and I would love to turn $1,000 into $3,000 for multitudes of people who would find that gain an important answer to their immediate problems.
我劝阻这些人并不是因为我偏爱大投资者而不是小投资者。如果可能,查理和我会乐于为众多人群将 1,000 美元变成 3,000 美元,这些人会发现这一收益是他们当前问题的重要答案。
In order to quickly triple small stakes, however, we would have to just as quickly turn our present market capitalization of $43 billion into $129 billion (roughly the market cap of General Electric, America's most highly valued company). We can't come close to doing that. The very best we hope for is - on average - to double Berkshire's per-share intrinsic value every five years, and we may well fall far short of that goal.
然而,为了快速将小额资金翻三倍,我们必须同样快速地将我们目前 430 亿美元的市值变成 1290 亿美元(大致相当于美国市值最高的公司通用电气的市值)。我们根本无法做到这一点。我们最好的期望是——平均而言——每五年将伯克希尔的每股内在价值翻一番,而且我们很可能远远达不到这个目标。
In the end, Charlie and I do not care whether our shareholders own Berkshire in large or small amounts. What we wish for are shareholders of any size who are knowledgeable about our operations, share our objectives and long-term perspective, and are aware of our limitations, most particularly those imposed by our large capital base.
归根结底,查理和我并不关心我们的股东是大量还是少量持有伯克希尔股票。我们希望的是任何规模的股东都能了解我们的运营,认同我们的目标和长期视角,并意识到我们的局限性,尤其是我们庞大的资本基础所带来的局限性。
The unit trusts that have recently surfaced fly in the face of these goals. They would be sold by brokers working for big commissions, would impose other burdensome costs on their shareholders, and would be marketed en masse to unsophisticated buyers, apt to be seduced by our past record and beguiled by the publicity Berkshire and I have received in recent years. The sure outcome: a multitude of investors destined to be disappointed.
最近出现的单位信托与这些目标背道而驰。它们将由收取高额佣金的经纪人销售,会给股东带来其他繁重的成本,并将大规模营销给不成熟的买家,这些买家容易被我们过去的记录所诱惑,被伯克希尔和我近年来获得的宣传所迷惑。确定的结果:一大批投资者注定会失望。
Through our creation of the B stock - a low-denomination product far superior to Berkshire-only trusts - we hope to make the clones unmerchandisable.
通过创建 B 类股——一种远优于只投资伯克希尔的信托的低面值产品——我们希望让这些克隆产品无法销售。
But both present and prospective Berkshire shareholders should pay special attention to one point: Though the per-share intrinsic value of our stock has grown at an excellent rate during the past five years, its market price has grown still faster. The stock, in other words, has outperformed the business.
但伯克希尔现有和潜在的股东都应特别注意一点:尽管过去五年我们股票的每股内在价值以极佳的速度增长,但其市场价格增长得更快。换句话说,股票的表现在过去五年超过了业务本身。
That kind of market overperformance cannot persist indefinitely, neither for Berkshire nor any other stock. Inevitably, there will be periods of underperformance as well. The price volatility that results, though endemic to public markets, is not to our liking. What we would prefer instead is to have the market price of Berkshire precisely track its intrinsic value. Were the stock to do that, every shareholder would benefit during his period of ownership in exact proportion to the progress Berkshire itself made in the period.
这种市场表现超越基本面的情况不会无限期持续,无论对伯克希尔还是任何其他股票。不可避免的,也会有表现不佳的时期。由此产生的价格波动,尽管是公开市场的固有现象,但并非我们所喜。我们更希望伯克希尔的股票市场价格精确地跟踪其内在价值。如果股票能做到这一点,每位股东在其持有期间获得的收益将与伯克希尔自身在该期间的进步完全成比例。
Obviously, the market behavior of Berkshire's stock will never conform to this ideal. But we will come closer to this goal than we would otherwise if our present and prospective shareholders are informed, business-oriented and not exposed to high-commission salesmanship when making their investment decisions. To that end, we are better off if we can blunt the merchandising efforts of the unit trusts - and that is the reason we are creating the B stock.
显然,伯克希尔股票的市场行为永远不会符合这一理想。但如果我们的现有和潜在股东了解情况、以商业为导向、并且在做出投资决策时不受高佣金推销术的影响,我们就会比不这样做更接近这一目标。为此,如果我们能削弱单位信托的营销努力,情况会更好——这就是我们创建 B 类股的原因。
We look forward to answering your questions about the recapitalization at the Annual Meeting.
我们期待在年度股东大会上回答你们关于资本重组的问题。
Miscellaneous
杂项
Berkshire isn't the only American corporation utilizing the new, exciting ABWA strategy. At about 1:15 p.m. on July 14, 1995, Michael Eisner, CEO of The Walt Disney Company, was walking up Wildflower Lane in Sun Valley. At the same time, I was leaving a lunch at Herbert Allen's home on that street to meet Tom Murphy, CEO of Cap Cities/ABC, for a golf game.
伯克希尔并不是唯一采用令人兴奋的新 ABWA 策略的美国公司。1995 年 7 月 14 日下午 1 点 15 分左右,华特迪士尼公司的 CEO 迈克尔·艾斯纳正沿着太阳谷的野花巷行走。与此同时,我刚在赫伯特·艾伦位于那条街上的家中吃过午餐,准备去和 Cap Cities/ABC 的 CEO 汤姆·墨菲打高尔夫球。
That morning, speaking to a large group of executives and money managers assembled by Allen's investment bank, Michael had made a brilliant presentation about Disney, and upon seeing him, I offered my congratulations. We chatted briefly - and the subject of a possible combination of Disney and Cap Cities came up. This wasn't the first time a merger had been discussed, but progress had never before been made, in part because Disney wanted to buy with cash and Cap Cities desired stock.
那天早上,迈克尔向艾伦投资银行召集的一大群高管和资金经理做了关于迪士尼的精彩演讲,见到他时,我向他表示祝贺。我们简短地聊了几句——然后提到了迪士尼和大都会/ABC 可能合并的话题。这不是第一次讨论合并,但此前从未取得进展,部分原因是迪士尼想用现金收购,而大都会想要股票。
Michael and I waited a few minutes for Murph to arrive, and in the short conversation that ensued, both Michael and Murph indicated they might bend on the stock/cash question. Within a few weeks, they both did, at which point a contract was put together in three very busy days.
迈克尔和我等了几分钟,墨菲到了,随后的简短交谈中,迈克尔和墨菲都表示他们可能在股票/现金问题上做出妥协。几周之内,他们确实都妥协了,随后在非常忙碌的三天内拟定了合同。
The Disney/Cap Cities deal makes so much sense that I'm sure it would have occurred without that chance encounter in Sun Valley. But when I ran into Michael that day on Wildflower Lane, he was heading for his plane, so without that accidental meeting the deal certainly wouldn't have happened in the time frame it did. I believe both Disney and Cap Cities will benefit from the fact that we all serendipitously met that day.
迪士尼/大都会的交易非常合理,我相信即使没有在太阳谷的偶然相遇,它也会发生。但那天我在野花巷遇到迈克尔时,他正走向他的飞机,所以如果没有那次偶然的会面,这笔交易肯定不会在那个时间框架内发生。我相信迪士尼和大都会都会从那天我们所有人意外相遇的事实中受益。
It's appropriate that I say a few words here about Murph. To put it simply, he is as fine an executive as I have ever seen in my long exposure to business. Equally important, he possesses human qualities every bit the equal of his managerial qualities. He's an extraordinary friend, parent, husband and citizen. In those rare instances in which Murph's personal interests diverged from those of shareholders, he unfailingly favored the owners. When I say that I like to be associated with managers whom I would love to have as a sibling, in-law, or trustee of my will, Murph is the exemplar of what I mean.
在这里,我应当说几句关于墨菲的话。简而言之,在我漫长的商业生涯中,他是我见过的最优秀的管理者。同样重要的是,他拥有与其管理才能完全匹配的人品。他是一位非凡的朋友、父亲、丈夫和公民。在那些罕见的、墨菲的个人利益与股东利益相冲突的情况下,他总是毫无例外地站在所有者一边。当我说我喜欢与我愿意视为兄弟、姻亲或遗嘱受托人的管理者共事时,墨菲就是我想表达的那个榜样。
If Murph should elect to run another business, don't bother to study its value - just buy the stock. And don't later be as dumb as I was two years ago when I sold one-third of our holdings in Cap Cities for $635 million (versus the $1.27 billion those shares would bring in the Disney merger).
如果墨菲选择经营另一家企业,不必费心研究其价值——直接买股票。而且以后不要像我两年前那样愚蠢,当时我以 6.35 亿美元卖掉了我们在 Cap Cities 三分之一的持股(而那些股票在迪士尼合并中价值 12.7 亿美元)。
About 96.3% of all eligible shares participated in Berkshire's 1995 shareholder-designated contributions program. Contributions made were $11.6 million and 3,600 charities were recipients. A full description of the shareholder-designated contributions program appears on pages 54-55.
约 96.3% 的合格股份参与了伯克希尔 1995 年股东指定捐赠计划。捐赠总额为 1160 万美元,共有 3600 家慈善机构受益。股东指定捐赠计划的完整描述见第 54-55 页。
Every year a few shareholders miss out on the program because they don't have their shares registered in their own names on the prescribed record date or because they fail to get their designation form back to us within the 60-day period allowed. That second problem pained me especially this year because two good friends with substantial holdings missed the deadline. We had to deny their requests to be included because we can't make exceptions for some shareholders while refusing to make them for others.
每年都有少数股东错过该计划,原因是在规定的登记日没有将股票登记在自己名下,或者未能在允许的 60 天内将指定表格寄回给我们。第二个问题今年尤其让我痛苦,因为两位拥有大量持股的好朋友错过了截止日期。我们不得不拒绝他们参与的要求,因为我们不能对某些股东破例而拒绝其他股东。
To participate in future programs, you must own Class A shares that are registered in the name of the actual owner, not the nominee name of a broker, bank or depository. Shares not so registered on August 31, 1996, will be ineligible for the 1996 program. When you get the form, return it promptly so that it does not get put aside or forgotten.
要参与未来的计划,你必须拥有以实际所有人名义登记(而非经纪人、银行或存管机构的代名人名义)的 A 类股。在 1996 年 8 月 31 日之前未如此登记的股票将没有资格参加 1996 年的计划。收到表格后,请及时寄回,以免被搁置或遗忘。
When it comes to our Annual Meetings, Charlie and I are managerial oddballs: We thoroughly enjoy the event. So come join us on Monday, May 6. At Berkshire, we have no investor relations department and don't use financial analysts as a channel for disseminating information, earnings "guidance," or the like. Instead, we prefer direct manager-to-owner communication and believe that the Annual Meeting is the ideal place for this interchange of ideas. Talking to you there is efficient for us and also democratic in that all present simultaneously hear what we have to say.
说到我们的年度股东大会,查理和我是管理界的怪人:我们非常享受这个活动。所以请在 5 月 6 日星期一加入我们。在伯克希尔,我们没有投资者关系部门,也不使用金融分析师作为传播信息、盈利“指引”等的渠道。相反,我们更喜欢管理者与所有者直接沟通,并认为年度股东大会是这种思想交流的理想场所。在那里与你们交谈对我们来说是高效的,也是民主的,因为所有在场的人都能同时听到我们要说的话。
Last year, for the first time, we had the Annual Meeting at the Holiday Convention Centre and the logistics seemed to work. The ballroom there was filled with about 3,200 people, and we had a video feed into a second room holding another 800 people. Seating in the main room was a little tight, so this year we will probably configure it to hold 3,000. This year we will also have two rooms for the overflow.
去年,我们首次在假日会议中心举行年度股东大会,后勤安排似乎奏效。主厅大约容纳了 3,200 人,我们还有视频信号传到另一个容纳 800 人的房间。主厅座位有点紧张,所以今年我们可能会调整到容纳 3,000 人。今年我们还将有两个房间用于接待超额人员。
All in all, we will be able to handle 5,000 shareholders. The meeting will start at 9:30 a.m., but be warned that last year the main ballroom was filled shortly after 8:00 a.m.
总而言之,我们将能够接待 5,000 名股东。会议将于上午 9:30 开始,但请注意,去年主厅在早上 8:00 刚过就坐满了。
Shareholders from 49 states attended our 1995 meeting - where were you, Vermont? - and a number of foreign countries, including Australia, Sweden and Germany, were represented. As always, the meeting attracted shareholders who were interested in Berkshire's business - as contrasted to shareholders who are primarily interested in themselves - and the questions were all good. Charlie and I ate lunch on stage and answered questions for about five hours.
来自 49 个州的股东参加了我们的 1995 年股东大会——佛蒙特州,你们在哪里?——还有来自多个国家的代表,包括澳大利亚、瑞典和德国。与往常一样,会议吸引了对伯克希尔业务感兴趣的股东——而不是主要对自己感兴趣的股东——所有问题都很好。查理和我在台上吃午饭,并回答了大约五个小时的问题。
We feel that if owners come from all over the world, we should try to make sure they have an opportunity to ask their questions. Most shareholders leave about noon, but a thousand or so hardcore types usually stay to see whether we will drop. Charlie and I are in training to last at least five hours again this year.
我们觉得,如果所有者来自世界各地,我们应该努力确保他们有机会提问。大多数股东在中午左右离开,但大约一千名左右的核心股东通常会留下来看看我们是否会倒下。查理和我正在训练,今年再次坚持至少五个小时。
We will have our usual array of Berkshire products at the meeting and this year will add a sales representative from GEICO. At the 1995 meeting, we sold 747 pounds of candy, 759 pairs of shoes, and over $17,500 of World Books and related publications. In a move that might have been dangerous had our stock been weak, we added knives last year from our Quikut subsidiary and sold 400 sets of these. (We draw the line at soft fruit, however.) All of these goods will again be available this year. We don't consider a cultural event complete unless a little business is mixed in.
我们将在会议上展示常规的伯克希尔产品系列,今年还会增加一位 GEICO 的销售代表。在 1995 年的会议上,我们卖出了 747 磅糖果、759 双鞋,以及价值超过 17,500 美元的世界图书及相关出版物。去年,我们还增加了来自子公司 Quikut 的刀具,卖出了 400 套——如果我们的股票疲软,这一举动可能很危险。(不过,我们拒绝卖软水果。)所有这些商品今年都将再次出售。我们认为如果不掺入一点商务,文化活动就不算完整。
Because we expect a large crowd for the meeting, we recommend that you promptly get both plane and hotel reservations. Those of you who like to be downtown (about six miles from the Centre) may wish to stay at the Radisson Redick Tower, a small (88 rooms) but nice hotel, or at the much larger Red Lion Hotel a few blocks away. In the vicinity of the Centre are the Holiday Inn (403 rooms), Homewood Suites (118 rooms) and Hampton Inn (136 rooms). Another recommended spot is the Marriott, whose west Omaha location is about 100 yards from Borsheim's and a ten-minute drive from the Centre. There will be buses at the Marriott that will leave at 7:30, 8:00 and 8:30 for the meeting and return after it ends.
由于预计参会人数众多,我们建议你尽快预订机票和酒店。喜欢住在市中心(距离会议中心约 6 英里)的人可以选择 Radisson Redick Tower(88 间客房,小巧但不错),或几个街区外更大的红狮酒店。会议中心附近有假日酒店(403 间客房)、Homewood Suites(118 间客房)和汉普顿酒店(136 间客房)。另一个推荐地点是万豪酒店,其西奥马哈分店距离 Borsheim 约 100 码,距离会议中心 10 分钟车程。万豪酒店将有巴士在 7:30、8:00 和 8:30 出发前往会议,并在会议结束后返回。
An attachment to our proxy material explains how you can obtain the card you will need for admission to the meeting. A good-sized parking area is available at the Centre, while those who stay at the Holiday Inn, Homewood Suites and Hampton Inn will be able to walk to the meeting. As usual, we will have buses to take you to the Nebraska Furniture Mart and Borsheim's after the meeting and to take you from there to hotels or the airport later.
我们的代理材料附件说明了如何获取进入会议所需的卡片。会议中心有相当大的停车场,而住在假日酒店、Homewood Suites 和汉普顿酒店的股东可以步行到会场。像往常一样,我们将安排巴士在会议后送你们去内布拉斯加家具店和 Borsheim,然后再从那里送你们去酒店或机场。
NFM's main store, on its 64-acre site about two miles north of the Centre, is open from 10 a.m. to 9 p.m. on weekdays, 10 a.m. to 6 p.m. on Saturdays, and noon to 6 p.m. on Sundays. Rose Blumkin - "Mrs. B" - is now 102, but will be hard at work in Mrs. B's Warehouse. She was honored in November at the opening of The Rose, a classic downtown theater of the 20's that has been magnificently restored, but that would have been demolished had she not saved it. Ask her to tell you the story.
NFM 的主店位于会议中心以北约两英里处,占地 64 英亩,营业时间为:工作日 10:00-21:00,周六 10:00-18:00,周日 12:00-18:00。罗斯·布朗金——“B 夫人”——现已 102 岁,但她仍将在 B 夫人仓库努力工作。去年 11 月,她在“The Rose”剧院的开业典礼上受到表彰,这是一座 20 年代的经典市中心剧院,经过华丽修复,如果不是她拯救,这座剧院本会被拆除。请让她给你讲讲这个故事。
Borsheim's normally is closed on Sunday but will be open for shareholders and their guests from 10 a.m. to 6 p.m. on May 5th. Additionally, we will have a special opening for shareholders on Saturday, the 4th, from 6 p.m. to 9 p.m. Last year, on Shareholders Day, we wrote 1,733 tickets in the six hours we were open - which is a sale every 13 seconds. Remember, though, that records are made to be broken.
Borsheim 通常在周日关门,但将在 5 月 5 日上午 10 点至下午 6 点为股东及其嘉宾开放。此外,我们将在 4 日(周六)晚上 6 点至 9 点为股东特别开放。去年在股东日,我们在营业的六小时内开出了 1,733 张销售单——相当于每 13 秒一次销售。但请记住,记录是用来被打破的。
At Borsheim's, we will also have the world's largest faceted diamond on display. Two years in the cutting, this inconspicuous bauble is 545 carats in size. Please inspect this stone and let it guide you in determining what size gem is appropriate for the one you love.
在 Borsheim,我们还将展示世界上最大的刻面钻石。经过两年的切割,这颗不起眼的小玩意儿重达 545 克拉。请仔细查看这颗宝石,让它指导你确定什么样的宝石尺寸适合你爱的人。
On Saturday evening, May 4, there will be a baseball game at Rosenblatt Stadium between the Omaha Royals and the Louisville Redbirds. I expect to make the opening pitch - owning a quarter of the team assures me of one start per year - but our manager, Mike Jirschele, will probably make his usual mistake and yank me immediately after. About 1,700 shareholders attended last year's game. Unfortunately, we had a rain-out, which greatly disappointed the many scouts in the stands. But the smart ones will be back this year, and I plan to show them my best stuff.
5 月 4 日(周六)晚上,罗森布拉特体育场将举行奥马哈皇家队对阵路易斯维尔红鸟队的棒球比赛。我预计会投出开场球——拥有球队四分之一股份确保我每年有一次上场机会——但我们的经理迈克·杰尔谢尔可能会犯他惯常的错误,在我投球后立即把我换下。去年约有 1,700 名股东观看了比赛。不幸的是,比赛因雨取消,这让看台上的许多球探大失所望。但聪明的球探今年会回来,我计划向他们展示我的最佳状态。
Our proxy statement will include information about obtaining tickets to the game. We will also offer an information packet this year listing restaurants that will be open on Sunday night and describing various things that you can do in Omaha on the weekend.
我们的代理声明将包含获取球赛门票的信息。今年我们还将提供一份信息包,列出周日晚上营业的餐厅,并描述周末在奥马哈可以做的各种事情。
For years, I've unsuccessfully tried to get my grade school classmate, "Pal" Gorat, to open his steakhouse for business on the Sunday evening preceding the meeting. But this year he's relented. Gorat's is a family-owned enterprise that has thrived for 52 years, and if you like steaks, you'll love this place. I've told Pal he will get a good crowd, so call Gorat's at 402-551-3733 for a reservation. You'll spot me there - I'll be the one eating the rare T-bone with a double order of hash browns.
多年来,我一直试图让我的小学同学“帕尔”戈拉特在年会前的周日晚上开放他的牛排馆,但一直没有成功。但今年他让步了。Gorat's 是一家家族企业,已经繁荣了 52 年,如果你喜欢牛排,你会爱上这个地方。我已经告诉帕尔,他会迎来一大群人,所以请致电 Gorat's 402-551-3733 预订。你会在那里看到我——我就是那个吃三分熟 T 骨牛排并要双份土豆煎饼的人。
Warren E. Buffett
Chairman of the Board
March 1, 1996
沃伦·E·巴菲特
董事长
1996年3月1日