On November 3, Berkshire Hathaway and Burlington Northern Santa Fe Corp. today announced a definitive agreement for Berkshire to acquire for $100 per share in cash and stock the remaining 77% of outstanding BNSF shares that it doesn’t already own. Based on the outstanding number of BNSF shares, the transaction is valued at approximately $44 billion, including $10 billion of outstanding BNSF debt, making it the largest acquisition in Berkshire Hathaway history.
The Munger, Tolles & Olson team representing Berkshire Hathaway in this transaction includes corporate partners Robert E. Denham, Mary Ann Todd and Brett J. Rodda, corporate associate Kimberly A. Chi, tax partners Stephen D. Rose and David B. Goldman, and tax associate Patrick Anderson. Name partner Ronald L. Olson also participated in the deal.
Negotiation of the definitive merger agreement began only last Tuesday, with it being approved and signed in less than a week.
Munger Tolles has a long history of representing Berkshire Hathaway in its most significant transactions, including these recent deals:
- A $5 billion investment in Goldman Sachs;
- A $4.5 billion acquisition of privately-held Marmon Holdings;
- A $4 billion acquisition of Iscar Metalworkings;
- A $3 billion investment in General Electric;
- A $3 billion investment in Dow Chemical; and
- A 3 billion Swiss francs financing of Swiss Re.