Berkshire Hathaway Inc. and The Lubrizol Corp.
have announced a definitive agreement for Berkshire Hathaway to acquire
100 percent 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, 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 CEO. “Our
only instruction to James – just keep doing for us what you have done
so successfully for your shareholders.”
Hambrick, who serves as Lubrizol chairman, president and CEO, 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. The company will remain located at
its Wickliffe, Ohio, headquarters and will continue to be led by its
current management team.
