Browns Owner Jimmy Haslam Under Investigation by Federal Prosecutors over Alleged Illegal Payments
ICARO Media Group
The investigation stems from a civil suit related to the sale of part of Pilot to Berkshire Hathaway, led by renowned investor Warren Buffett. According to Bloomberg, prosecutors are looking into whether these payments were made to artificially boost the value of the company before it was sold to Buffett's conglomerate.
The lawsuit, filed by Haslam against Berkshire Hathaway in October, accuses the company of attempting to devalue the remaining stake in Pilot that had not yet been sold to Buffett, as reported by Reuters. Details of the investigation came to light during a recent court hearing involving the ongoing legal battle.
Pilot Corp., in which Haslam is the owner, alleges that Berkshire Hathaway, which holds an 80% stake in Pilot Travel Centers, employed accounting changes to artificially suppress the price it would have to pay for the Haslam family's 20% remaining stake in the truck-stop chain. The lawsuit, however, has taken a contentious turn, with Berkshire Hathaway claiming that Haslam attempted to bribe over two dozen Pilot employees to inflate the company's profits, thereby increasing the value of the remaining stake held by the Haslam family.
During a hearing on Wednesday, Vice Chancellor Morgan Zurn ruled that Berkshire could not use the bribery allegations as part of their defense in an expedited trial set for next month. Zurn also stated that related depositions would not be allowed, as the allegations do not have a direct impact on Pilot's underlying claims.
The ongoing investigation by federal prosecutors has not been expected to halt the progress of the civil suit, according to Pilot Corp. lawyer Brad Wilson. However, Pilot has been requested to postpone some depositions in the case to allow individuals to seek legal representation.
Pilot alleges that after Berkshire took control of the company, it implemented "pushdown accounting," resulting in higher depreciation and amortization costs and decreased net income for Pilot. The company claims that a 2017 LLC agreement prevents Berkshire from making such accounting changes without Pilot's consent.
In an attempt to resolve the dispute, Jimmy Haslam and his father, Pilot founder Jim Haslam, presented a resolution to the board in August. However, the proposal was outvoted by the five Berkshire members of the board, further escalating tensions between the two entities.
Berkshire Hathaway initially acquired 38.6% of Pilot in 2017 for $2.76 billion, before increasing its stake to 80% this year for an additional $8.2 billion. Under an investor rights agreement, the Haslam family has the option to sell their remaining 20% interest in Pilot to Berkshire starting from January 1, 2024. The agreement stipulates that the Haslams must decide within 60 days from the beginning of each year whether to exercise this option, meaning a decision must be made by February 29.
Pilot argues that with the sell option fast approaching, Berkshire has used accounting changes as a means to lower the price it would have to pay for the Haslam family's remaining stake, further exacerbating the tension between the two parties. The investigation by federal prosecutors will shed further light on these allegations and may have potential legal ramifications for both Haslam and Pilot.