Published: March 14, 2011
Berkshire Hathaway to Acquire Lubrizol for $135 per Share in an All-Cash Transaction
OMAHA, Neb. & CLEVELAND - (BUSINESS WIRE) - Berkshire Hathaway Inc. (NYSE: BRK.A, BRK.B) and The Lubrizol
Corporation (NYSE: LZ) today announced a definitive agreement for
Berkshire Hathaway to acquire 100% of outstanding Lubrizol shares for
$135 per share in an all-cash transaction. The transaction, which was
unanimously approved by the board of directors of each company, is
valued at approximately $9.7 billion, including approximately $0.7
billion in net debt, making it one of the largest acquisitions in
Berkshire Hathaway history. This price represents a 28 percent premium
over Lubrizol's closing price on Friday, March 11, 2011, and is also 18
percent higher than Lubrizol's all-time high share closing price.
"Lubrizol is exactly the sort of company with which we love to partner -
the global leader in several market applications run by a talented CEO,
James Hambrick," said Warren Buffett, Berkshire Hathaway chief executive
officer. "Our only instruction to James - just keep doing for us what
you have done so successfully for your shareholders."
James Hambrick, Lubrizol chairman, president and chief executive
officer, said, "This transaction provides compelling value to our
shareholders and is a clear endorsement of the growth and
diversification success Lubrizol has achieved. We are very excited to
have the opportunity to become part of the Berkshire Hathaway family. We
believe its philosophy of supporting long-term global investments in
technology, assets and employees will enhance execution of our growth
strategies. Such a long-term commitment is more important than ever in
today's global economy to deliver true market-leading products and
services for our customers."
The transaction is subject to the approval of Lubrizol's shareholders
and the satisfaction of customary closing conditions, including the
expiration of waiting periods and the receipt of approvals under the
Hart-Scott-Rodino Antitrust Improvements Act and applicable non-U.S.
merger control regulations. Berkshire Hathaway and Lubrizol expect the
transaction to be completed during the third quarter of 2011.
After the close of the transaction, Lubrizol will operate as a
subsidiary of Berkshire Hathaway and will continue to provide innovative
technology, outstanding service and superior global supply chain support
to its customers. Lubrizol will remain located at its Wickliffe, Ohio,
headquarters and will continue to be led by its current management team.
Citi and Evercore Partners are acting as financial advisors to Lubrizol,
and Lubrizol's legal counsel is Jones Day. Berkshire Hathaway's
transaction counsel is Munger, Tolles & Olson LLP.
About Berkshire Hathaway
Berkshire Hathaway and its subsidiaries engage in diverse business
activities including property and casualty insurance and reinsurance,
utilities and energy, freight rail transportation, finance,
manufacturing, retailing and services. Berkshire's common stock is
listed on the New York Stock Exchange, trading symbols BRK.A and BRK.B.
About The Lubrizol Corporation
The Lubrizol Corporation (NYSE: LZ) is an innovative specialty chemical
company that produces and supplies technologies to customers in the
global transportation, industrial and consumer markets. These
technologies include lubricant additives for engine oils, other
transportation-related fluids and industrial lubricants, as well as fuel
additives for gasoline and diesel fuel. In addition, Lubrizol makes
ingredients and additives for personal care products and
pharmaceuticals; specialty materials, including plastics technology; and
performance coatings in the form of specialty resins and additives.
Lubrizol's industry-leading technologies in additives, ingredients and
compounds enhance the quality, performance and value of customers'
products, while reducing their environmental impact.
With headquarters in Wickliffe, Ohio, The Lubrizol Corporation owns and
operates manufacturing facilities in 17 countries, as well as sales and
technical offices around the world. Founded in 1928, Lubrizol has
approximately 6,900 employees worldwide. Revenues for 2010 were
$5.4 billion. For more information, visit www.lubrizol.com.
Forward-Looking Statements
This release contains forward-looking statements within the meaning of
the federal securities laws. As a general matter, forward-looking
statements relate to anticipated trends and expectations rather than
historical matters. Forward-looking statements are subject to
uncertainties and factors relating to Lubrizol's operations and business
environment that are difficult to predict and may be beyond the control
of Lubrizol. Such uncertainties and factors may cause actual results to
differ materially from those expressed or implied by forward-looking
statements. Uncertainties and risk factors that could affect the future
performance of Lubrizol and cause results to differ from the
forward-looking statements in this release include, but are not limited
to, Lubrizol's ability to manage margins in an environment of volatile
raw material costs; conditions affecting Lubrizol's customers, suppliers
and the industries that it serves; competitors' responses to Lubrizol's
products; changes in accounting, tax or regulatory practices or
requirements; other factors that are set forth in management's
discussion and analysis of Lubrizol's most recently filed reports with
the Securities and Exchange Commission; and uncertainties associated
with the proposed acquisition of Lubrizol by Berkshire Hathaway,
including uncertainties relating to the anticipated timing of filings
and approvals relating to the transaction, the expected timing of
completion of the transaction and the ability to complete the
transaction. The forward-looking statements contained herein represent
the companies' judgment as of the date of this release and they caution
readers not to place undue reliance on such statements. Berkshire and
Lubrizol assume no obligations to update the forward-looking statements
contained in this release.
Participants in Solicitation
Lubrizol and its directors and officers may be deemed to be participants
in the solicitation of proxies from Lubrizol's shareholders with respect
to the special meeting of shareholders that will be held to consider the
proposed transaction. Information about Lubrizol's directors and
executive officers and their ownership of Lubrizol's common stock is set
forth in the proxy statement for Lubrizol's Annual Meeting of
shareholders, which was filed with the SEC on March 17, 2010.
Shareholders may obtain additional information regarding the interests
of Lubrizol and its directors and executive officers in the proposed
transaction, which may be different than those of Lubrizol's
shareholders generally, by reading the proxy statement and other
relevant documents regarding the proposed transaction, when filed with
the SEC.
Additional Information
In connection with the proposed transaction, Lubrizol will file a proxy
statement with the SEC. INVESTORS ARE URGED TO READ THE PROXY STATEMENT
WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION
ABOUT THE PROPOSED TRANSACTION AND LUBRIZOL. You will be able to obtain
the proxy statement, as well as other filings containing information
about Lubrizol, free of charge, at the website maintained by the SEC at www.sec.gov.
Copies of the proxy statement and other filings made by Lubrizol with
the SEC can also be obtained, free of charge, by directing a request to
The Lubrizol Corporation, 29400 Lakeland Boulevard, Wickliffe, Ohio
44092-2298, attention: Mark Sutherland, or by calling Mark Sutherland at
(440) 347-1206.

Berkshire Hathaway:
Financial/Investors
Marc D.
Hamburg, 402-346-1400
or
Lubrizol:
Financial/Investors
Mark
Sutherland, 440-347-1206
or
Media
Julie Young,
440-347-4432
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