by promises that they will get to run future acquisitions. They will have
their own way of doing things and, even though your business record
undoubtedly will be far better than theirs, human nature will at some
point cause them to believe that their methods of operating are
superior. You and your family probably have friends who have sold
their businesses to larger companies, and I suspect that their
experiences will confirm the tendency of parent companies to take
over the running of their subsidiaries, particularly when the parent
knows the industry, or thinks it does.
(1)第一种是你的同业或是与你的所处的产业相近的业者,这种买家不管他给你
怎么样的承诺,通常会让你感觉到好象他比你懂得如何来经营你的事业,而早晚
有一天他会想要插手来帮忙你的营运,而若是买方再大一点,通常还会应征一大
堆经理人进来,借口表示以后还会有更多的购并案,他们一定会有自己的一套做
事方法,虽然你过去的经营记录明显地比他们好太多,但人性的某一面还是使他
们觉得他们做事的方法才是对的,你跟你家人的朋友大概也有人曾经将公司卖给
大企业的,我想他们应该也有这方面的经验,可以证实大公司有倾向将子公司的
业务接过去管理,尤其是他们对这行也很内行或自认很内行时。
(2) A financial maneuverer, invariably operating with large
amounts of borrowed money, who plans to resell either to the public
or to another corporation as soon as the time is favorable. Frequently,
this buyer's major contribution will be to change accounting methods
so that earnings can be presented in the most favorable light just prior
to his bailing out. I'm enclosing a recent article that describes this sort
of transaction, which is becoming much more frequent because of a
rising stock market and the great supply of funds available for such
transactions.
(2)第二类的公司是财务公司,大量运用所借来的资金,只要时机得当,总是准
备随时将公司再卖给投资大众或是别的大企业,通常这类买主对公司最大的贡献
就是改变公司的会计政策,使得公司盈余比以前看起来好看一点,如此一来使他
得以用更好的价格脱手而出,附件是最近一篇有关这类交易的文章报导,由于最
近股市热络所以这类的活动也相当频繁,同时这类的资金也相当充沛。
If the sole motive of the present owners is to cash their chips and
put the business behind them -- and plenty of sellers fall in this
category -- either type of buyer that I've just described is satisfactory.
But if the sellers' business represents the creative work of a lifetime
and forms an integral part of their personality and sense of being,
buyers of either type have serious flaws.
如果公司现在的拥有人唯一的目标只是随时准备将企业待价而沽,弃企业整体的
利益于不顾,很多的卖主确实属于这类型,那么先前所描述的买方应该都可以为
卖方所接受,但是要是卖方所要出售的公司是他一辈子的心血结晶,甚至已经成
为其人格与生命的一部份,那么这两类的买方可能都不能符合你的标准。
Berkshire is another kind of buyer -- a rather unusual one. We buy
to keep, but we don't have, and don't expect to have, operating people
in our parent organization. All of the businesses we own are run
autonomously to an extraordinary degree. In most cases, the
managers of important businesses we have owned for many years have
not been to Omaha or even met each other. When we buy a business,
the sellers go on running it just as they did before the sale; we adapt
to their methods rather than vice versa.
至于Berkshire则属于另外一类型的买主,而且绝对是与众不同的,我们买进是
为了拥有,但我们不要,也不希望公司的营运主管由母公司指派,我们旗下所有
的事业都能够相当独立自主地营运,大部分的情况下,我们所拥有的重要事业管
理人从来就没有来过奥玛哈,甚至于双方连面都没碰过,当我们买下一间公司之
后,卖方依旧还是照原来的样子经营公司,是我们要去适应他们,不是他们要来
适应我们。
We have no one -- family, recently recruited MBAs, etc. -- to
whom we have promised a chance to run businesses we have bought
from owner-managers. And we won't have.
我们没有任何家族成员或是新进聘用的企管硕士,准备要来经营我们买下的任何
企业,我想以后也不会有这种情况。
You know of some of our past purchases. I'm enclosing a list of
everyone from whom we have ever bought a business, and I invite you
to check with them as to our performance versus our promises. You
should be particularly interested in checking with the few whose
businesses did not do well in order to ascertain how we behaved under
difficult conditions.
如果你知道我们过去的购并案,我会附上过去我们购买企业的名单,我建议你可
以打个电话check看看,我们是不是说到做到,特别是你可以问问少数几家经
营不甚理想的公司,看看在艰难的状况下,我们又会采取怎样的做法。
Any buyer will tell you that he needs you personally -- and if he
has any brains, he most certainly does need you. But a great many
buyers, for the reasons mentioned above, don't match their
subsequent actions to their earlier words. We will behave exactly as
promised, both because we have so promised, and because we need to
in order to achieve the best business results.
任何买主都会告诉你,私底下他很需要你的协助,当然若他真的有大脑,他就会
知道他真的是需要你,但大多数的买主,基于先前所提的几个理由,大都不会遵
守先前所作的承诺,但我们不一样,绝对是说到做到,因为一方面我们已做出承
诺,另一方面我们也是为了有更有的经营成果。
This need explains why we would want the operating members of
your family to retain a 20% interest in the business. We need 80% to
consolidate earnings for tax purposes, which is a step important to us.
It is equally important to us that the family members who run the
business remain as owners. Very simply, we would not want to buy
unless we felt key members of present management would stay on as
our partners. Contracts cannot guarantee your continued interest; we
would simply rely on your word.
这样的需求可以说明为何我们希望原有的经营团队最好能够保留20%的股份,
基于租税规划我们需要80%以上的股权,这点很重要,但同时我们也希望继续
留下来管理的家族成员也能够自己当老板,所以很简单,除非我们确定原有的主
要经理人还会继续留下来成为我们的合伙人,否则我们不会考虑买下公司,合约
并不能保证你会继续投入,我们相信的是你承诺的每一个字。
The areas I get involved in are capital allocation and selection and
compensation of the top man. Other personnel decisions, operating
strategies, etc. are his bailiwick. Some Berkshire managers talk over
some of their decisions with me; some don't. It depends upon their
personalities and, to an extent, upon their own personal relationship
with me.
我们会介入的领域是资金的规划与配置,以及高阶人员的任命与报酬,其余的人
事、营运策略等那就是你自己的事,有些Berkshire旗下事业的经理人会把他们
所作的一些商业决定向我报告,有些则不会,这主要是视他们本身的个性,以及
与我个人的私人关系而定。
If you should decide to do business with Berkshire, we would pay
in cash. Your business would not be used as collateral for any loan by
Berkshire. There would be no brokers involved.
如果你决定要跟Berkshire一起做生意,我们会以现金的方式给予报酬,你的企
业资产也不会被Berkshire拿来当作借款的抵押品,也不会有掮客牵涉其中。
Furthermore, there would be no chance that a deal would be
announced and that the buyer would then back off or start suggesting
adjustments (with apologies, of course, and with an explanation that
banks, lawyers, boards of directors, etc. were to be blamed). And
finally, you would know exactly with whom you are dealing. You would
not have one executive negotiate the deal only to have someone else
in charge a few years later, or have the president regretfully tell you
that his board of directors required this change or that (or possibly
required sale of your business to finance some new interest of the
parent's).
另外在交易成交后,我们也不会临时宣布退出不玩,或是提出要做调整的要求,
(当然要是银行、律师、董事会等方面的出状况,我们也会做出道歉与合理的解
释),你不会碰到几年前与你谈判的主管突然走人,之后新上任的主管一概不认
帐,或是公司总裁很遗憾地跟你说,他背后的董事会要求你这样或要求你那样,
(或甚至想要再把你的公司卖掉以支应母公司新的资金需求)。
It's only fair to tell you that you would be no richer after the sale
than now. The ownership of your business already makes you wealthy
and soundly invested. A sale would change the form of your wealth,
but it wouldn't change its amount. If you sell, you will have exchanged
a 100%-owned valuable asset that you understand for another valuable
asset -- cash -- that will probably be invested in small pieces (stocks)
of other businesses that you understand less well. There is often a
sound reason to sell but, if the transaction is a fair one, the reason is
not so that the seller can become wealthier.
另外也必须要提醒你在交易完成后,你并不会比原来还富有,因为拥有原来的事
业已经让你用最有利的投资方式赚了很多钱,整个交易只会让你的财富形式有所
改变,但基本上金额数量并不会改变,若你要卖,你可以确定将能够把原有100%
持有且熟悉的资产,换得另外一种资产-现金,或再加上一小部份你比较不熟悉
的企业股份,要做出出售的决定总有许多理由,但若整个交易是公平合理的话,
这个理由绝对不是卖方因此可以变得更富有。
I will not pester you; if you have any possible interest in selling, I
would appreciate your call. I would be extraordinarily proud to have
Berkshire, along with the key members of your family, own _______; I
believe we would do very well financially; and I believe you would have
just as much fun running the business over the next 20 years as you
have had during the past 20.
我不会刻意纠缠你,但若你有任何的意愿想要出售的话,我会很乐意接到你的电
话,我很荣幸能够让Berkshire与你的家族成员一起拥有这份事业;我相信公司
在财务上一定会变得更好,而我也相信在未来的20年内,你也会像过去20年
来一样,愉快地继续经营这份事业。
BERKSHIRE HATHAWAY INC.
波克夏海瑟崴股份有限公司
To the Shareholders of Berkshire Hathaway Inc.:
致所有股东:
Our gain in net worth during 1991 was $2.1 billion, or
39.6%. Over the last 27 years (that is, since present management
took over) our per-share book value has grown from $19 to $6,437,
or at a rate of 23.7% compounded annually.
1991年本公司的净值成长了21亿美元,较去年增加了39.6%,而总计过去27
年以来,也就是自从现有经营阶层接手之后,每股净值从19元成长到现在的
6,437美元,年复合成长率约为23.7%。
The size of our equity capital - which now totals $7.4
billion - makes it certain that we cannot maintain our past rate
of gain or, for that matter, come close to doing so. As Berkshire
grows, the universe of opportunities that can significantly
influence the company's performance constantly shrinks. When we
were working with capital of $20 million, an idea or business
producing $1 million of profit added five percentage points to
our return for the year. Now we need a $370 million idea (i.e.,
one contributing over $550 million of pre-tax profit) to achieve
the same result. And there are many more ways to make $1 million
than to make $370 million.
现在我们股东权益的资金规模已高达74亿美元,所以可以确定的是,我们可能
再也无法像过去那样继续维持高成长,而随着Berkshire不断地成长,世上所存
可以大幅影响本公司表现的机会也就越来越少。当我们操作的资金只有2,000
万美元的时候,一项获利100万美元的案子就可以使得我们的年报酬率增加
5%,但时至今日,我们却要有3.7亿美元的获利(要是以税前计算的话,更要5.5
亿美元),才能达到相同的效果,而要一口气赚3.7亿美元比起一次赚100万美
元的难度可是高的多了。
Charlie Munger, Berkshire's Vice Chairman, and I have set a
goal of attaining a 15% average annual increase in Berkshire's
intrinsic value. If our growth in book value is to keep up with a
15% pace, we must earn $22 billion during the next decade. Wish
us luck - we'll need it.
查理孟格-Berkshire的副主席与我一起设定,以15%做为每年公司实质价值成
长的目标,也就是说如果在未来十年内,公司要能达到这个目标,则帐面净值至
少要增加22亿美元,请大家祝我们好运吧! 我们真的很需要祝福。
Our outsized gain in book value in 1991 resulted from a
phenomenon not apt to be repeated: a dramatic rise in the priceearnings
ratios of Coca-Cola and Gillette. These two stocks
accounted for nearly $1.6 billion of our $2.1 billion growth in
net worth last year. When we loaded up on Coke three years ago,
Berkshire's net worth was $3.4 billion; now our Coke stock alone
is worth more than that.
我们在1991年所经历帐面数字的超额成长是一种不太可能再发生的现象,受惠
于可口可乐与吉列刮胡刀本益比的大幅飙升,光是这两家公司就合计贡献了我们
去年21亿美元净值成长中的16亿美元,三年前当我们大笔敲进可口可乐股票
的时候,Berkshire的净值大约是34亿美元,但是现在光是我们持有可口可乐
的股票市值就超过这个数字。
Coca-Cola and Gillette are two of the best companies in the
world and we expect their earnings to grow at hefty rates in the
years ahead. Over time, also, the value of our holdings in these
stocks should grow in rough proportion. Last year, however, the
valuations of these two companies rose far faster than their
earnings. In effect, we got a double-dip benefit, delivered
partly by the excellent earnings growth and even more so by the
market's reappraisal of these stocks. We believe this reappraisal
was warranted. But it can't recur annually: We'll have to settle
for a single dip in the future.
可口可乐与吉列刮胡刀可说是当今世上最好的两家公司,我们预期在未来几年他
们的获利还会以惊人的速度成长,相对地我们持股的价值也会以等比例的程度增
加,然而另一方面去年这两家公司的股价上涨的幅度却远高于其本身获利增长的
幅度,所以说去年我们是两面得利,一方面是靠公司绝佳的获利能力,一方面是
市场对于公司股票的重新评价,当然我们认为这样的调整是经得起考验的,但这
种情况不太可能每年都发生,展望未来我们可能只能靠前面那点而获益。
A Second Job
第二件工作
In 1989 when I - a happy consumer of five cans of Cherry
Coke daily - announced our purchase of $1 billion worth of Coca
Cola stock, I described the move as a rather extreme example of
putting our money where my mouth was. On August 18 of last year,
when I was elected Interim Chairman of Salomon Inc, it was a
different story: I put my mouth where our money was.
1989年当我以每天五瓶樱桃可乐的爱用者身分,宣布买进价值10亿美元的可
口可乐股票时,我曾形容这项举动其实只是将钱花在嘴巴上的最佳例证,在去年
8月18日当我被推举为所罗门公司的临时主席时,则完全是另外一件事,这次
我把嘴巴摆在我们的钱上。
You've all read of the events that led to my appointment. My
decision to take the job carried with it an implicit but
important message: Berkshire's operating managers are so
outstanding that I knew I could materially reduce the time I was
spending at the company and yet remain confident that its
economic progress would not skip a beat. The Blumkins, the
Friedman family, Mike Goldberg, the Heldmans, Chuck Huggins, Stan
Lipsey, Ralph Schey and Frank Rooney (CEO of H.H. Brown, our
latest acquisition, which I will describe later) are all masters
of their operations and need no help from me. My job is merely to
treat them right and to allocate the capital they generate.
Neither function is impeded by my work at Salomon.
我想大家应该都已经从报上看过有关我个人任命为所罗门董事会临时主席的报
导,我之所以愿意接受这个职位具有一个深刻且重要的意义,那就是Berkshire
旗下事业的经理人是如此的优秀,让我可能很放心的时间摆在别的心思之上,而
完全不必担心公司的营运会走样,Blumkins家族、Friedman 家族、Mike
Goldberg、the Heldmans、Chuck Huggins、Stan Lipsey 、Ralph Schey
与Frank Rooney(我们最新购并的HH Brown鞋业的CEO,后面还会有详细的
介绍)等人,都是所属产业的龙头,因此根本就不需要我个人的协助,我的工作
只是要思考如何更公平合理地对待他们,同时有效地运用他们所产生出来的资
金,而这两方面都不会因为我在所罗门的工作而受到影响。
The role that Charlie and I play in the success of our
operating units can be illustrated by a story about George Mira,
the one-time quarterback of the University of Miami, and his
coach, Andy Gustafson. Playing Florida and near its goal line,
Mira dropped back to pass. He spotted an open receiver but found
his right shoulder in the unshakable grasp of a Florida
linebacker. The right-handed Mira thereupon switched the ball to
his other hand and threw the only left-handed pass of his life -
for a touchdown. As the crowd erupted, Gustafson calmly turned to
a reporter and declared: "Now that's what I call coaching."
查理跟我在这些成功的企业所扮演的角色,可以由迈阿密大学著名的四分卫
-George Mira与他的教练-Andy Gustafson的故事来作说明,有一回在与佛
罗里达大学对抗时,在终点线前,Mira突然煞车后退并准备传球,他看到有一
个队友有空档,不过他的右手边却有一位难以摆脱的防守球员在侧,右撇子的
Mira于是将球换到左手,并丢出生平第一次的左手传球,而后达阵成功,当所
有的球迷疯狂地簇拥而上,教练Gustafson镇定地转向一位记者说到:「这都
是因为我平常训练有素的缘故!」。
Given the managerial stars we have at our operating units,
Berkshire's performance is not affected if Charlie or I slip away
from time to time. You should note, however, the "interim" in my
Salomon title. Berkshire is my first love and one that will never