An attorney for the billionaire Haslam family called bribery allegations leveled by Warren Buffett's company a “wild invention” Thursday.
But a judge didn't decide immediately whether those allegations will be resolved at a January trial that should help determine the multibillion-dollar price Berkshire Hathaway might have to pay the Haslams for the rest of the Pilot truck stop train.
The Haslams and Buffett's company are accusing each other of manipulating Pilot's earnings this year to affect the price Berkshire would have to pay for the Haslams' remaining 20% stake in the company if the family decides to sell.
The Haslam family — which includes Cleveland Browns owner Jimmy Haslam and former Tennessee governor Bill Haslam — accused Berkshire last month of trying to understate Pilot’s earnings this year by changing its accounting practices.
Berkshire responded this week with a lawsuit of its own accusing Jimmy Haslam of trying to bribe key Pilot executives with payments several times their annual salaries to inflate the company's profits.
“We called Berkshire’s allegations wild inventions in our opposition brief,” said attorney Anitha Reddy, who represents the Haslams. “I don’t think we could have been clearer that we dispute them. And if there is any doubt in Berkshire’s mind, we think they’re false and we intend to defeat them on whatever schedule the court orders.”
The judge promised to rule by the end of the week whether Berkshire's lawsuit can be heard at the same time a trial on Pilot's original lawsuit is scheduled in January. Berkshire wants the court to prevent the Haslams from exercising their option to sell the rest of the company to Berkshire next year because it says there are so many doubts about the accuracy of Pilot's 2023 earnings. Even if the judge agrees, the Haslams would still have the option to sell in future years under the agreement they signed back in 2017.
Berkshire's attorney Craig Lavoie argued that it's crucial to block a sale next year because it will be hard to determine just how much Pilot's earnings have been effected by the alleged bribes. He said Berkshire believes at least 28 executives — many of whom are involved in buying and selling fuel for the nation's largest truck stop chain — were offered bribes.
Berkshire said in its lawsuit that it just learned a couple weeks ago about 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, according to Berkshire.
Lavoie said it's difficult for Berkshire to sort out what short-term decisions those executives might have made because of the bonuses.
“Mr. Haslam’s side promises have forced the company to investigate and interrogate many of the key employees it relies on today to operate the company,” Lavoie said.
When Berkshire bought its initial 38.6% stake in Pilot in 2017 it paid $2.758 billion. This year, it paid another $8.2 billion to give it control of 80% of the company, and it went on to install a new CEO and chief financial officer. 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's chain of more than 850 locations and roughly 30,000 employees in the United States and Canada 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.
In addition to Pilot, Berkshire owns an eclectic assortment of other businesses including Geico insurance, BNSF railroad and several major utilities along with a number 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.
