0001181431-13-065070.txt : 20131231 0001181431-13-065070.hdr.sgml : 20131231 20131231182224 ACCESSION NUMBER: 0001181431-13-065070 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131209 FILED AS OF DATE: 20131231 DATE AS OF CHANGE: 20131231 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: USG CORP CENTRAL INDEX KEY: 0000757011 STANDARD INDUSTRIAL CLASSIFICATION: CONCRETE GYPSUM PLASTER PRODUCTS [3270] IRS NUMBER: 363329400 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 550 WEST ADAMS STREET STREET 2: DEPARTMENT 188 CITY: CHICAGO STATE: IL ZIP: 60661 BUSINESS PHONE: 312-606-4000 MAIL ADDRESS: STREET 1: DEPARTMENT #188 STREET 2: 550 WEST ADAMS STREET CITY: CHICAGO STATE: IL ZIP: 60661 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NATIONAL INDEMNITY CO CENTRAL INDEX KEY: 0000314943 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08864 FILM NUMBER: 131306186 BUSINESS ADDRESS: STREET 1: 3024 HARNEY ST CITY: OMAHA STATE: NE ZIP: 68131-3580 BUSINESS PHONE: 4023461400 MAIL ADDRESS: STREET 1: 3024 HARNEY ST CITY: OMAHA STATE: NE ZIP: 68131 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BUFFETT WARREN E CENTRAL INDEX KEY: 0000315090 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08864 FILM NUMBER: 131306187 BUSINESS ADDRESS: STREET 1: 3555 FARNAM ST STREET 2: STE 1440 CITY: OMAHA STATE: NE ZIP: 68131 BUSINESS PHONE: 402-346-1400 MAIL ADDRESS: STREET 1: 3555 FARNAM ST STREET 2: STE 1440 CITY: OMAHA STATE: NE ZIP: 68131 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BERKSHIRE HATHAWAY INC CENTRAL INDEX KEY: 0001067983 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08864 FILM NUMBER: 131306188 BUSINESS ADDRESS: STREET 1: 3555 FARNAM STREET CITY: OMAHA STATE: NE ZIP: 68131 BUSINESS PHONE: 4023461400 MAIL ADDRESS: STREET 1: 3555 FARNAM STREET CITY: OMAHA STATE: NE ZIP: 68131 FORMER NAME: FORMER CONFORMED NAME: NBH INC DATE OF NAME CHANGE: 19980810 4 1 rrd398660.xml X0306 4 2013-12-09 0 0000757011 USG CORP USG 0001067983 BERKSHIRE HATHAWAY INC 3555 FARNAM STREET OMAHA NE 68131 0 0 1 0 0000315090 BUFFETT WARREN E 3555 FARNAM STREET OMAHA NE 68131 0 0 1 0 0000314943 NATIONAL INDEMNITY CO 3024 HARNEY STREET OMAHA NE 68131 0 0 1 0 Common Stock 2013-12-09 4 C 0 21388597 11.40 A 38460789 I See footnotes 2, 3 and 4. 10% Contingent Convertible Senior Notes due 2018 2013-12-09 4 C 0 243830000 243830000 D 2009-02-09 2018-11-30 Common Stock 21388597 56170000 I See footnotes 2, 3 and 4. The 10% Contingent Convertible Senior Notes due 2018 ("Notes") are convertible into shares of Common Stock, $0.10 par value ("Shares") at an initial conversion price of $11.40 per share, subject to adjustment under certain circumstances. These shares are owned by four subsidiaries of Berkshire Hathaway Inc. ("Berkshire") as follows: National Indemnity Company ("NICO") (17,072,192 shares), Berkshire Hathaway Life Insurance Company of Nebraska ("BH Nebraska") (11,403,509 shares), Berkshire Hathaway Assurance Corporation ("BH Assurance") (6,414,474 shares) and General Re Life Corporation ("General Re Life") (3,570,614 shares). $130 million aggregate principal amount of Notes held by BH Nebraska were converted into 11,403,509 shares of USG Common Stock, $73.125 million aggregate principal amount of Notes held by BH Assurance were converted into 6,414,474 shares of USG Common Stock and $40.705 million aggregate principal amount of Notes held by General Re Life were converted into 3,570,614 shares of USG Common Stock. Such conversions occurred following receipt of notice of redemption of the converted Notes. As Berkshire and NICO are each in the chain of ownership of BH Nebraska and BH Assurance, each of Berkshire and NICO may be deemed presently to both beneficially own and have a pecuniary interest in the Notes presently owned by BH Nebraska and BH Assurance. As Berkshire is in the chain of ownership of General Re Life, Berkshire may be deemed presently to both beneficially own and have a pecuniary interest in the Notes presently owned by General Re Life. Warren E. Buffett, as controlling shareholder of Berkshire, may be deemed presently to beneficially own, but only to the extent he has a pecuniary interest in, the Notes presently owned by BH Nebraska, BH Assurance and General Re Life. Mr. Buffett disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. Berkshire Hathaway Inc., by Marc D. Hamburg 2013-12-31 Warren E. Buffett 2013-12-31 National Indemnity Company, by Marc D. Hamburg 2013-12-31