巴菲特致股东的信（1999年）⑫股票回购

Share Repurchases

Recently, a number of shareholders have suggested to us that Berkshire repurchase its shares. Usually the requests were rationally based, but a few leaned on spurious logic.

股票回购

最近有一些股东建议伯克希尔可以考虑从市场上回购公司的股份，通常这类的要求合情合理，但有时候他们背后的逻辑却有点奇怪。

There is only one combination of facts that makes it advisable for a company to repurchase its shares: First, the company has available funds -- cash plus sensible borrowing capacity -- beyond the near-term needs of the business and, second, finds its stock selling in the market below its intrinsic value, conservatively-calculated. To this we add a caveat: Shareholders should have been supplied all the information they need for estimating that value. Otherwise, insiders could take advantage of their uninformed partners and buy out their interests at a fraction of true worth. We have, on rare occasions, seen that happen. Usually, of course, chicanery is employed to drive stock prices up, not down.

只有在一定条件下公司回购股份才是明智的，首先，公司在扣除短期周转所需之外，还有多余的资金，包括现金与合理银行借贷额度在内。其次，公司发现其股价远低于其以保守估算的内在价值。关于这点我还有一点补充：股东必须还有足够信息来对公司进行评价，否则的话，公司内部人极有可能运用信息不对称的现象，以偏低的价格买到公司的股份，从而占不知情股东的便宜。我们在极少数的情况下见过这种情形发生。当然一般而言，大部分的公司通常都会诱使股东把股价拉高而非压低。

The business "needs" that I speak of are of two kinds: First, expenditures that a company must make to maintain its competitive position (e.g., the remodeling of stores at Helzberg's) and, second, optional outlays, aimed at business growth, that management expects will produce more than a dollar of value for each dollar spent (R. C. Willey's expansion into Idaho).

我提到的公司资金需求大概有两种情况：第一种是必须资本支出，公司要维持其根本的竞争优势而必须做出的开支(如 Helzberg 钻石店的重新装潢)。第二种是可选资本支出，旨在促进业务增长，管理层期望每投入一块钱能够创造出高于一块钱价值(如 R.C.Willey 家具在爱达荷州新开设的分店)。

When available funds exceed needs of those kinds, a company with a growth-oriented shareholder population can buy new businesses or repurchase shares. If a company's stock is selling well below intrinsic value, repurchases usually make the most sense. In the mid-1970s, the wisdom of making these was virtually screaming at managements, but few responded. In most cases, those that did made their owners much wealthier than if alternative courses of action had been pursued. Indeed, during the 1970s (and, spasmodically, for some years thereafter) we searched for companies that were large repurchasers of their shares. This often was a tipoff that the company was both undervalued and run by a shareholder-oriented management.

当一家公司的资金超过前述的资金需求，一家以成长导向的公司股东可以考虑买进新业务或是回购自家公司股份。如果公司的股价远低于其内在价值，回购股份通常最有利，在 1970 年代，投资大众就曾大声呼吁公司的管理层采取类似的做法，不过当时却很少有公司响应，大多数情况下，真正实施回购的公司事后被证明使其股东更为富有，而为多余资金另外找出路的公司则惨不忍睹，确实在 1970 年代(以及以后断断续续好几年)，我们专门寻找那些大规模回购自家股份的公司，因为这种举动通常暗示着，这家公司的股价被低估了，同时又拥有相当注重股东权益的管理层。

That day is past. Now, repurchases are all the rage, but are all too often made for an unstated and, in our view, ignoble reason: to pump or support the stock price. The shareholder who chooses to sell today, of course, is benefitted by any buyer, whatever his origin or motives. But the continuing shareholder is penalized by repurchases above intrinsic value. Buying dollar bills for $1.10 is not good business for those who stick around.

不过这种情况已成昨日黄花，虽然现在买回自家股份的公司比比皆是，但我们认为大部分的背后都隐含着一个令人鄙夷的动机，那就是为了要拉抬或支撑公司股价，这当然有利于在当时有意出售股份的股东，因为他们能够以不错的价格顺利出场，不管他的背景或出售的动机是什么，不过留下来的股东却因为公司以高于内在价值的价格买回股份而蒙受其害，以 1.1 美元的价格买进 1 块钱美钞的生意很明显的并不划算。

Charlie and I admit that we feel confident in estimating intrinsic value for only a portion of traded equities and then only when we employ a range of values, rather than some pseudo-precise figure. Nevertheless, it appears to us that many companies now making repurchases are overpaying departing shareholders at the expense of those who stay. In defense of those companies, I would say that it is natural for CEOs to be optimistic about their own businesses. They also know a whole lot more about them than I do. However, I can't help but feel that too often today's repurchases are dictated by management's desire to "show confidence" or be in fashion rather than by a desire to enhance per-share value.

查理跟我承认，我们只对于一部分股票的内在价值进行估算还有点自信，但这也只限于一个价值区间，而绝非一个伪精确的数字。尽管如此，在我们看来，许多公司目前以高价买回股份的举动，等于是以牺牲留下来的股东的利益为代价，让卖出股份离开的股东占尽便宜。当然站在公司的立场来看，大部分的主管对于自家公司有信心也是人之常情，但他们其实比我们更知道公司的一些内情，不管怎样，这些买回的举动总是让我认为压根就不是为了想要增进股东权益，而只不过是管理层想要展现自信或者一窝蜂跟进的心态而已。

Sometimes, too, companies say they are repurchasing shares to offset the shares issued when stock options granted at much lower prices are exercised. This "buy high, sell low" strategy is one many unfortunate investors have employed -- but never intentionally! Managements, however, seem to follow this perverse activity very cheerfully.

有时有的公司也会为了抵消先前低价发行的认股期权而买回股份，这种高买低卖的策略跟一般投资人无知的做法并无二致，但这种做法绝不像后者一样是无心的，这些管理层好象相当热衷于这种对公司明显不利的举动(对自己却很有利)。

Of course, both option grants and repurchases may make sense -- but if that's the case, it's not because the two activities are logically related. Rationally, a company's decision to repurchase shares or to issue them should stand on its own feet. Just because stock has been issued to satisfy options -- or for any other reason -- does not mean that stock should be repurchased at a price above intrinsic value. Correspondingly, a stock that sells well below intrinsic value should be repurchased whether or not stock has previously been issued (or may be because of outstanding options).

当然发放认股期权与买回股份不见得就没有道理，但这两码子事绝不能混为一谈，一家公司要决定买回自家的股份或发行新股，一定要有充分的理由，如果只是因为公司发行的认股权被行使或其它莫名其妙的原因，就要强迫公司以高于内在价值的代价买回股份，实在是没有什么道理，相反的，只要公司的股价远低于其合理的价值，则不管公司先前是否发行过多的股份或期权，都应该积极买回流通在外的股份。

You should be aware that, at certain times in the past, I have erred in not making repurchases. My appraisal of Berkshire's value was then too conservative or I was too enthused about some alternative use of funds. We have therefore missed some opportunities -- though Berkshire's trading volume at these points was too light for us to have done much buying, which means that the gain in our per-share value would have been minimal. (A repurchase of, say, 2% of a company's shares at a 25% discount from per-share intrinsic value produces only a ½% gain in that value at most -- and even less if the funds could alternatively have been deployed in value-building moves.)

在过去，伯克希尔确实有一段期间错过了回购自家股份的机会。一方面是由于我本身对于伯克希尔的评价本来就比较保守，也因为当时我将大部分的注意力放在如何将资金更有效地运用在其它方面之上，此外，由于伯克希尔本身的交易量太少，实在是很难有机会买回足够的量，也就是说想要通过买回伯克希尔股份提高公司内在价值的可能性实在是很低。举例来说，假设我们有机会以低于内在价值 25%的价格买回 2%流通在外的股份，也只不过是让公司每股的内在价值增加 0.5%而已，更何况还要再考量把这些资金运用到其它更能够创造价值的其它用途之上所代表的机会成本。

Some of the letters we've received clearly imply that the writer is unconcerned about intrinsic value considerations but instead wants us to trumpet an intention to repurchase so that the stock will rise (or quit going down). If the writer wants to sell tomorrow, his thinking makes sense -- for him! -- but if he intends to hold, he should instead hope the stock falls and trades in enough volume for us to buy a lot of it. That's the only way a repurchase program can have any real benefit for a continuing shareholder.

在我们收到的这些信件中，有的仅仅是要求我们对外释放买回股份的讯息，以藉此拉抬公司股价(或阻止股价进一步下滑)，但其实一点也不关心公司的内在价值，我们认为若是这些人明天就打算出售股份，那么这样的想法还算合理，至少就他本身立场而言。然而，要是他根本就没打算卖出持股，则他应该祈祷公司的股价进一步下滑，好让我们有机会可以进场买回足够的股份，这是伯克希尔唯一有可能藉由买回股份以增进股东权益的情况。

We will not repurchase shares unless we believe Berkshire stock is selling well below intrinsic value, conservatively calculated. Nor will we attempt to talk the stock up or down. (Neither publicly or privately have I ever told anyone to buy or sell Berkshire shares.) Instead we will give all shareholders -- and potential shareholders -- the same valuation-related information we would wish to have if our positions were reversed.

除非我们认为伯克希尔的股价远低于其保守估算的内在价值，否则我们不会考虑回购股份，我们也不会发表任何意见来影响股价的高低走势，(我从未在公开或私人的场合告诉任何人该买卖伯克希尔的股份)，相反的我们会设身处地的提供信息给所有的股东，也包含可能加入的潜在股东，藉此评估公司的内在价值。

Recently, when the A shares fell below $45,000, we considered making repurchases. We decided, however, to delay buying, if indeed we elect to do any, until shareholders have had the chance to review this report. If we do find that repurchases make sense, we will only rarely place bids on the New York Stock Exchange ("NYSE"). Instead, we will respond to offers made directly to us at or below the NYSE bid. If you wish to offer stock, have your broker call Mark Millard at 402-346-1400. When a trade occurs, the broker can either record it in the "third market" or on the NYSE. We will favor purchase of the B shares if they are selling at more than a 2% discount to the A. We will not engage in transactions involving fewer than 10 shares of A or 50 shares of B.

最近当 A 股的股价跌落到 45,000 美元以下时，我们一度曾考虑要开始回购股份，不过后来我们还是决定再等等看，至少等股东们有机会看到年度报告后再说，而如果我们真的要买进，我们将不会经由纽交所(NYSE)下单，我们只会接受那些直接找上门的卖单，因此如果你有意卖出股份，请要求你的经纪人直接打电话 402-346-1400 给 Mark Millard，成交之后，经纪人可以第三市场或在 NYSE 申报，若是有 B 股愿意以 A 股 2%以上的折价卖回，我们也很乐意接受，但 A 股低于 10 股或 B 股低于 50 股的交易恕不受理。

Please be clear about one point: We will never make purchases with the intention of stemming a decline in Berkshire's price. Rather we will make them if and when we believe that they represent an attractive use of the Company's money. At best, repurchases are likely to have only a very minor effect on the future rate of gain in our stock's intrinsic value.

请注意一点，我们绝对不会为了要阻止伯克希尔股价下滑而回购股份，我们之所以会这样做，完全是因为我们认为这样的资金运用对公司最有利，毕竟回购股份对提高公司内在价值的未来回报率影响实在是有限。

Share Repurchases Recently, a number of shareholders have suggested to us that Berkshire repurchase its shares. Usually the requests were rationally based, but a few leaned on spurious logic.

Share Repurchases

Recently, a number of shareholders have suggested to us that Berkshire repurchase its shares. Usually the requests were rationally based, but a few leaned on spurious logic.