Warren Buffett’s Berkshire Hathaway says the billionaire Haslam family tried to bribe at least 15 executives at the Pilot truck stop chain with millions of dollars to get them to inflate the company’s profits this year because that would force Berkshire to pay more for the Haslams’ remaining 20% stake in the company.
The Berkshire claim in a counter lawsuit filed this week comes after the Haslam family — which includes Cleveland Browns owner Jimmy Haslam and former Tennessee governor Bill Haslam — accused Berkshire of trying to understate Pilot’s earnings this year by changing its accounting practices.
A hearing on Berkshire's counter lawsuit is planned for Thursday. The Haslams' lawyers and a representative for the family didn't immediately respond to requests for comment.
Berkshire said in a court filing that it only became aware this month of the Haslams' attempts to bribe executives who used to work for the family at the company Jim Haslam — Jimmy and Bill Haslam's father — founded before Berkshire became the majority owner at the start of this year. A senior executive who had been promised a bonus revealed that to the current Pilot CEO, who Berkshire appointed after it took over, according to the filing.
Berkshire said Jimmy Haslam offered to personally pay bonuses to the executives that would far exceed their annual salaries based on the price the family received for its remaining stake. Berkshire redacted the number of employees it believes agreed to accept bonuses, but it said Haslam made the offer to about 15 employees at a country club dinner in Knoxville, Tennessee, in March and repeated that offer to at least four other high-level executives. Pilot's former CEO also extended the offer of under-the-table payments to at least 10 other executives in April, according to Berkshire's filing.
It's not clear exactly how much money is at stake because some of the figures in the lawsuits have also been redacted, but the Haslams said their 20% stake in Pilot was believed to be worth $3.2 billion before the accounting change Berkshire made.
The price Berkshire will eventually pay when the Haslams decide to sell their remaining stake is determined by a formula based on Pilot's reported earnings that Buffett and the family agreed to in 2017.
Berkshire initially bought 38.6% of Pilot back then for $2.758 billion before more than doubling that to 80% this year for an additional $8.2 billion. Buffett told Berkshire shareholders this spring that he wishes he could have bought the entire company at once because the price was better in 2017, but the Haslams wouldn’t sell it all then.
Pilot is the nation’s largest network of truck stops with more than 850 locations and roughly 30,000 employees in the United States and Canada. It has already provided a meaningful boost to Berkshire’s revenue and profits this year.
The Haslams said Berkshire’s decision to shift to something called “pushdown accounting” this year forced Pilot to take on higher depreciation and amortization costs and that resulted in lower net income. The Haslams were outvoted on that change at Pilot board meetings.
Berkshire said it's impossible to calculate how much Pilot's profits may have been inflated this year because of decisions executives who were promised bonuses made. It said some recommendations to sell off assets or abandon valuable hedge positions to boost short-term profits were rejected but other decisions likely went undetected.
Berkshire is asking for a January trial date so its claims can be judged alongside the Haslam's initial lawsuit to help determine the proper value of Pilot and whether the Haslams should be allowed to sell their stake in 2024 when there are so many questions about whether the company's 2023 earnings are proper.
Besides the truck stops, Berkshire owns dozens of other businesses including Geico insurance, BNSF railroad and several major utilities along with an assortment of smaller manufacturing and retail businesses. It also holds a sizeable stock portfolio with big stakes in Apple, Coca-Cola, American Express and Bank of America among other holdings.