-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, R41jhHHBu8/k00r/ynR+Hja3ZJ1Jodaxvly0WF6Un3WldQZoXbS6HKezUDLSIYMQ FzvbZOucazvpYZRuPin7+Q== 0000913827-95-000036.txt : 19951023 0000913827-95-000036.hdr.sgml : 19951023 ACCESSION NUMBER: 0000913827-95-000036 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19951020 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SALOMON INC CENTRAL INDEX KEY: 0000200245 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY & COMMODITY BROKERS, DEALERS, EXCHANGES & SERVICES [6200] IRS NUMBER: 221660266 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-03551 FILM NUMBER: 95582959 BUSINESS ADDRESS: STREET 1: SEVEN WORLD TRADE CNTR STREET 2: 28TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10048 BUSINESS PHONE: 2127837000 MAIL ADDRESS: STREET 1: SEVEN WORLD TRADE CENTER STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10048 FORMER COMPANY: FORMER CONFORMED NAME: PHIBRO CORP DATE OF NAME CHANGE: 19820526 FORMER COMPANY: FORMER CONFORMED NAME: ENGELHARD MINERALS & CHEMICALS CORP DATE OF NAME CHANGE: 19811104 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BERKSHIRE HATHAWAY INC /DE/ CENTRAL INDEX KEY: 0000109694 STANDARD INDUSTRIAL CLASSIFICATION: BOOKS: PUBLISHING OR PUBLISHING AND PRINTING [2731] IRS NUMBER: 042254452 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1440 KIEWIT PLZ CITY: OMAHA STATE: NE ZIP: 68131 BUSINESS PHONE: 4023461400 MAIL ADDRESS: STREET 1: 1440 KIEWIT PLAZA CITY: OMAHA STATE: NE ZIP: 68131 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities and Exchange Act of 1934 (Amendment No. 6)* Salomon Inc (Name of Issuer) Common Stock (upon conversion of Preferred Stock) (Title of Class of Securities) 0007954981 (CUSIP Number) Warren E. Buffett Berkshire Hathaway Inc. 1440 Kiewit Plaza, Omaha, Nebraska 68131 (402) 346-1400 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 19, 1995 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Check the following box if a fee is being paid with the statement [ ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). (Continued on following page(s)) Page 1 of 15 Pages CUSIP No. 0007954981 13D Page 2 of 15 Pages 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of above person: Warren E. Buffett, ###-##-#### 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds: AF 5 Check box if disclosure of legal proceedings is required pursuant to items 2(d) or (e) [ ] 6 Citizen or place of organization: United States citizen 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 560,000 shares Preferred Stock (See Item 5) 6,633,600 shares Common Stock (See Item 5) 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 560,000 shares Preferred Stock (See Item 5) 6,633,600 shares Common Stock (See Item 5) 11 Aggregate amount beneficially owned by each Reporting Person: 560,000 shares Preferred Stock 6,633,600 shares Common Stock 12 Check Box if the aggregate amount in row (11) excludes certain shares [ ] 13 Percent of class represented by amount in row (11): 17.6% 14 Type of Reporting Person*: IN CUSIP No. 0007954981 13D Page 3 of 15 Pages 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of above person: Berkshire Hathaway Inc., 04-2254452 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds: AF, BK 5 Check box if disclosure of legal proceedings is required pursuant to items 2(d) or (e) [ ] 6 Citizen or place of organization: Delaware corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 560,000 shares Preferred Stock (See Item 5) 6,633,600 shares Common Stock (See Item 5) 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 560,000 shares Preferred Stock (See Item 5) 6,633,600 shares Common Stock (See Item 5) 11 Aggregate amount beneficially owned by each Reporting Person: 560,000 shares Preferred Stock 6,633,600 shares Common Stock 12 Check Box if the aggregate amount in row (11) excludes certain shares [ ] 13 Percent of class represented by amount in row (11): 17.6% 14 Type of Reporting Person*: HC, CO CUSIP No. 0007954981 13D Page 4 of 15 Pages 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of above person: National Indemnity Company, 47-0355979 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds: WC 5 Check box if disclosure of legal proceedings is required pursuant to items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 320,800 shares Preferred Stock 6,633,600 shares Common Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 320,800 shares Preferred Stock 6,633,600 shares Common Stock 11 Aggregate amount beneficially owned by each Reporting Person: 320,800 shares Preferred Stock 6,633,600 shares Common Stock 12 Check Box if the aggregate amount in row (11) excludes certain shares [ ] 13 Percent of class represented by amount in row (11): 12.4% 14 Type of Reporting Person*: IC CUSIP No. 0007954981 13D Page 5 of 15 Pages 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of above person: National Fire and Marine Insurance Company, 47-6021331 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds: WC 5 Check box if disclosure of legal proceedings is required pursuant to items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 48,000 shares Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 48,000 shares Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 48,000 shares Preferred Stock 12 Check Box if the aggregate amount in row (11) excludes certain shares [ ] 13 Percent of class represented by amount in row (11): 1.0% 14 Type of Reporting Person*: IC CUSIP No. 0007954981 13D Page 6 of 15 Pages 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of above person: Columbia Insurance Company, 47-0530077 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds: WC 5 Check box if disclosure of legal proceedings is required pursuant to items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 80,000 shares Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 80,000 shares Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 80,000 shares Preferred Stock 12 Check Box if the aggregate amount in row (11) excludes certain shares [ ] 13 Percent of class represented by amount in row (11): 1.7% 14 Type of Reporting Person*: IC CUSIP No. 0007954981 13D Page 7 of 15 Pages 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of above person: Cypress Insurance Company, 95-6042829 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds: WC 5 Check box if disclosure of legal proceedings is required pursuant to items 2(d) or (e) [ ] 6 Citizen or place of organization: California corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 8,000 shares Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 8,000 shares Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 8,000 shares Preferred Stock 12 Check Box if the aggregate amount in row (11) excludes certain shares [ ] 13 Percent of class represented by amount in row (11): 0.2% 14 Type of Reporting Person*: IC CUSIP No. 0007954981 13D Page 8 of 15 Pages 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of above person: Oak River Insurance Company, 47-0762702 (successor to Kansas Fire & Casualty Company) 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds: WC 5 Check box if disclosure of legal proceedings is required pursuant to items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 5,600 shares Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 5,600 shares Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 5,600 shares Preferred Stock 12 Check Box if the aggregate amount in row (11) excludes certain shares [ ] 13 Percent of class represented by amount in row (11): 0.1% 14 Type of Reporting Person*: IC CUSIP No. 0007954981 13D Page 9 of 15 Pages 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of above person: Cornhusker Casualty Company, 47-0529995 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds: WC 5 Check box if disclosure of legal proceedings is required pursuant to items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 7,200 shares Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 7,200 shares Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 7,200 shares Preferred Stock 12 Check Box if the aggregate amount in row (11) excludes certain shares [ ] 13 Percent of class represented by amount in row (11): 0.2% 14 Type of Reporting Person*: IC CUSIP No. 0007954981 13D Page 10 of 15 Pages 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of above person: National Liability & Fire Insurance Company, 36-2403971 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds: WC 5 Check box if disclosure of legal proceedings is required pursuant to items 2(d) or (e) [ ] 6 Citizen or place of organization: Illinois corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 10,400 shares Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 10,400 shares Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 10,400 shares Preferred Stock 12 Check Box if the aggregate amount in row (11) excludes certain shares [ ] 13 Percent of class represented by amount in row (11): 0.2% 14 Type of Reporting Person*: IC CUSIP No. 0007954981 13D Page 11 of 15 Pages 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of above person: Wesco Financial Corporation, 95-2109453 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds: WC 5 Check box if disclosure of legal proceedings is required pursuant to items 2(d) or (e) [ ] 6 Citizen or place of organization: Delaware corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 40,000 shares Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 40,000 shares Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 40,000 shares Preferred Stock 12 Check Box if the aggregate amount in row (11) excludes certain shares [ ] 13 Percent of class represented by amount in row (11): 0.9% 14 Type of Reporting Person*: IC CUSIP No. 0007954981 13D Page 12 of 15 Pages 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of above person: Wesco-Financial Insurance Company, 47-0685686 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds: WC 5 Check box if disclosure of legal proceedings is required pursuant to items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 40,000 shares Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 40,000 shares Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 40,000 shares Preferred Stock 12 Check Box if the aggregate amount in row (11) excludes certain shares [ ] 13 Percent of class represented by amount in row (11): 0.9% 14 Type of Reporting Person*: IC CUSIP No. 0007954981 13D Page 13 of 15 Pages The following items of Schedule 13D filed by Berkshire Hathaway Inc. ("Berkshire") and the other persons filing this Schedule 13D with respect to the Series A Cumulative Convertible Preferred Stock ("Preferred Stock") and Common Stock, $1.00 par value ("Common Stock") of Salomon Inc ("Salomon") are amended as follows: ITEM 4. PURPOSE OF TRANSACTION. Item 4 is amended by adding thereto the following: As required by the Certificate of Designation with respect to the Preferred Stock, Salomon has called 140,000 shares of the Preferred Stock for mandatory redemption on October 31, 1995. Berkshire has advised Salomon that its subsidiaries holding shares of the Preferred Stock called for redemption will not exercise the option of converting such shares into shares of Common Stock prior to the mandatory redemption date. As a result, Salomon will redeem 140,000 shares of Preferred Stock owned by such subsidiaries for $1,000 per share in cash on October 31, 1995, and the percentage of the voting stock of Salomon held by such subsidiaries and the other persons filing this Schedule 13D will be as set forth in Item 5. All other information responsive to Item 4 remains as previously reported, except as amended hereby. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. Item 5 is amended to read as follows: a. The following table sets forth the aggregate number of shares of Preferred Stock, the number of shares of Common Stock, and the percentage of the voting stock of Salomon beneficially owned by each of the persons named in Item 2 directly owning such stock, and by Warren E. Buffett and Berkshire: CUSIP No. 0007954981 13D Page 14 of 15 Pages PREFERRED PERCENT OF NAME SHARES COMMON SHARES VOTING SHARES Warren E. Buffett 560,000* 6,633,600* 17.6% Berkshire Hathaway Inc. 560,000* 6,633,600* 17.6% National Indemnity Co. 320,800 6,633,600 12.4% National Fire and Marine Insurance Co. 48,000 - 1.0% Columbia Insurance Co. 80,000 - 1.7% Cypress Insurance Co. 8,000 - 0.2% Oak River Insurance Co.** 5,600 - 0.1% Cornhusker Casualty Co. 7,200 - 0.2% National Liability & Fire Insurance Co. 10,400 - 0.2% Wesco Financial Corp. 40,000 - 0.9% Wesco-Financial Insurance 40,000 - 0.9% Co. _______ _________ ____ TOTAL 560,000 6,633,600 17.6% *Warren E. Buffett may be deemed to control Berkshire, which controls each of the companies with record ownership of the stock. Both Mr. Buffett and Berkshire thus may be considered to have beneficial ownership of the entire amount of Preferred and Common Stock owned by all of the persons filing this Schedule. **Successor to Kansas Fire & Casualty Company. b. Each of the companies named in Item 5(a) has both voting and investment power with respect to the shares indicated for it. However, Warren E. Buffett, Chairman of the Board of Berkshire, who may be deemed to control the companies named in Item 5(a), directs the investments and voting of each company. Thus, Mr. Buffett and Berkshire share voting power and investment power with respect to the shares of Salomon owned by each of the companies named in Item 5(a). c. None of the persons named in paragraph (a) of this Item has effected any transactions during the past sixty (60) days in shares of the Preferred Stock or Common Stock. As required by the Certificate of Designation with respect to the Preferred Stock, Salomon has called 140,000 shares of the Preferred Stock for mandatory redemption on October 31, 1995. Berkshire has advised Salomon that its subsidiaries holding shares of the Preferred Stock called for redemption will not exercise the option of converting such shares into shares of Common Stock prior to the mandatory redemption date. As a result, Salomon will redeem 140,000 shares of Preferred Stock owned by such subsidiaries for $1,000 per share in cash on October 31, 1995, and the percentage of the voting stock of Salomon held by such subsidiaries and the other persons filing this Schedule 13D will be as set forth above in this Item 5. d. Not applicable. e. Not applicable. CUSIP No. 0007954981 13D Page 15 of 15 Pages After reasonable inquiry and to the best knowledge and belief of each, the undersigned hereby certify that the information set forth in this statement is true, complete, and correct. Dated this 20th day of October, 1995. /S/WARREN E. BUFFETT Warren E. Buffett BERKSHIRE HATHAWAY INC. NATIONAL INDEMNITY COMPANY By/S/WARREN E. BUFFETT BY/S/ WARREN E. BUFFETT Warren E. Buffett Warren E. Buffett Chairman of the Board Chairman of the Board NATIONAL FIRE AND MARINE COLUMBIA INSURANCE COMPANY INSURANCE COMPANY By/S/WARREN E. BUFFETT BY/S/ WARREN E. BUFFETT Warren E. Buffett Warren E. Buffett Chairman of the Board Chairman of the Board CYPRESS INSURANCE COMPANY, CORNHUSKER CASUALTY COMPANY, OAK RIVER INSURANCE COMPANY, NATIONAL LIABILITY & FIRE INSURANCE COMPANY, WESCO- FINANCIAL INSURANCE COMPANY, and WESCO FINANCIAL CORPORATION. By/S/ WARREN E. BUFFETT Warren E. Buffett Attorney-in-Fact [L227776.2] -----END PRIVACY-ENHANCED MESSAGE-----