Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-229396
Registration
Statement No. 333-229396-01
Prospectus Supplement to
Prospectus dated January 28, 2019
Berkshire Hathaway Finance Corporation
£1,000,000,000 2.375% Senior Notes due 2039
£750,000,000 2.625% Senior Notes due 2059
Unconditionally and irrevocably guaranteed by
Berkshire Hathaway Inc.
We are offering
(i) £1,000,000,000 of our 2.375% Senior Notes due 2039 and (ii) £750,000,000 of our 2.625% Senior Notes due 2059 (together with the 2.375% Senior Notes due 2039, the notes).
Interest on the 2.375% Senior Notes due 2039 will accrue from the date of original issuance, expected to be June 19, 2019 and will be
payable annually in arrears on June 19 of each year, commencing on June 19, 2020. Interest on the 2.625% Senior Notes due 2059 will accrue from the date of original issuance, expected to be June 19, 2019 and will be payable annually
in arrears on June 19 of each year, commencing on June 19, 2020.
The 2.375% Senior Notes due 2039 will mature on June 19,
2039. The 2.625% Senior Notes due 2059 will mature on June 19, 2059. All of Berkshire Hathaway Finance Corporations obligations under the notes will be unconditionally and irrevocably guaranteed by Berkshire Hathaway Inc.
We may redeem each series of notes, in whole or in part, at any time at the redemption prices as described under Description of the Notes
and GuaranteesOptional Redemption. In addition, we may redeem each series of notes in whole but not in part at any time, if certain events occur involving changes in United States taxation, at the applicable redemption price described
under Description of the Notes and GuaranteesRedemption for Tax Reasons.
The notes will be senior unsecured indebtedness
of Berkshire Hathaway Finance Corporation and will rank equally with all of its other existing and future senior unsecured indebtedness. The guarantees will be senior unsecured obligations of Berkshire Hathaway Inc. and will rank equally with all of
its other existing and future senior unsecured obligations. The notes will be issued only in minimum denominations of £100,000 and integral multiples of £1,000 in excess thereof.
We intend to apply to list the notes on the New York Stock Exchange (the NYSE). The listing application will be subject to approval
by the NYSE. We expect trading in the notes on the NYSE to begin within 30 days after the initial issuance of the notes. If such a listing is obtained, we have no obligation to maintain such listing, and we may delist the notes at any time.
The risks involved in investing in our debt securities are described in the
Risk Factors
section on
page S-7
of this prospectus supplement.
Neither the Securities and
Exchange Commission nor any state securities commission has approved or disapproved of the notes or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense.
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Per 2.375%
Senior Note
due 2039
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Total
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Per 2.625%
Senior Note
due 2059
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Total
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Initial public offering price(1)
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98.435
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%
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£
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984,350,000
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99.183
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%
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£
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743,872,500
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Underwriting discount
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0.550
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%
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£
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5,500,000
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0.700
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%
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£
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5,250,000
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Proceeds, before expenses, to Berkshire Hathaway Finance Corporation
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97.885
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%
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£
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978,850,000
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98.483
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%
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£
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738,622,500
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(1)
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Plus accrued interest, if any, from June 19, 2019, to the date of delivery.
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The underwriters expect to deliver the notes to purchasers through the book-entry delivery system of Euroclear Bank S.A./N.V.
(Euroclear) and Clearstream Banking, société anonyme (Clearstream), on or about June 19, 2019, which is the fifth London business day following the date of this prospectus supplement.
Joint Book-Running Managers
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BofA Merrill Lynch
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Goldman Sachs & Co. LLC
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J.P. Morgan
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Wells Fargo Securities
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Prospectus Supplement dated June 12, 2019