Clock ticking for Haslam family to sell stake in Pilot truck stops to Berkshire Hathaway this year

Trucks and cars drive by a Pilot Travel Center sign displaying fuel prices, June 20, 2022, in Bath, N.Y. The clock is ticking for Cleveland Browns owner Jimmy Haslam and his family to decide whether to sell their remaining stake in the Pilot truck stop chain to fellow billionaire Warren Buffet's Berkshire Hathaway company. A trial had been scheduled to start Monday, Jan. 8, 2023, in Delaware in a dispute over accounting practices at Pilot Travel Centers. (AP Photo/Ted Shaffrey, File)

DOVER, Del. (AP) — Following the settlement of a lawsuit pitting Cleveland Browns owner Jimmy Haslam against fellow billionaire Warren Buffett’s Berkshire Hathaway, the clock is ticking for the Haslam family to decide whether to sell its remaining stake in the Pilot truck stop chain to Berkshire.

Attorneys told a Delaware judge last week that they were prepared for a two-day trial starting Monday in a high-stakes dispute over accounting practices at Pilot Travel Centers LLC. Late Saturday, however, the judge entered an order indicating that the trial had been canceled.

On Sunday, Haslam’s Pilot Corp. announced that the case, including Berkshire’s counterclaims against Pilot Corp., had been fully settled. The terms of the settlement were not disclosed.

With the dispute resolved, the Haslams must now decide whether to sell their remaining 20% stake in Pilot Travel Centers to Berkshire in line with a 2017 business deal. PTC, headquartered in Knoxville, Tennessee, is a diversified fuel company that operates more than 650 travel centers, primarily under the names Pilot or Flying J, in 43 U.S. states and six Canadian provinces.

A spokeswoman for Pilot Corp. declined to comment Monday on whether the Haslam family, which includes former Tennessee Gov. Bill Haslam, will sell its remaining stake in PTC to Berkshire. A spokeswoman for Berkshire did not immediately respond to emails seeking comment.

Berkshire purchased an initial 38.6% stake in PTC in 2017 for $2.76 billion. The two sides agreed at that time that Berkshire would take control of PTC by acquiring an additional 41.4% interest in January 2023. The price tag for that control purchase was roughly $8.2 billion.

The 2017 agreements also gave Pilot Corp. an annual 60-day opportunity, beginning Jan. 1 this year, to sell its remaining 20% interest in PTC to Berkshire. The sale price would be calculated using PTC’s earnings in the prior year.

With the first sale deadline approaching, however, the two sides accused each other of trying to manipulate the company’s financial records in order to affect the price Berkshire would have to pay for the Haslam family’s remaining 20% stake in the truck-stop chain.

In a Chancery Court complaint, attorneys for Haslam noted that an SEC filing by Berkshire last year listed Pilot Corp.’s “redeemable noncontrolling interest” in PTC at about $3.2 billion. Pilot alleged, however, that after taking control of PTC, Berkshire adopted “pushdown accounting,” that resulted in the company reporting lower net income. Pilot claimed that a 2017 agreement prevents Berkshire from making such an accounting change without Pilot’s consent.

Berkshire responded with allegations that Haslam tried to bribe employees at the Pilot truck stop chain to inflate the company’s value in order to increase the amount Berkshire would have to pay.

An attorney for Pilot told the Delaware judge last month that federal prosecutors have begun an investigation based on Berkshire’s bribery allegations.