Dear Burlington Northern Santa Fe Corporation Automatic Dividend Reinvestment Plan Participant:

Transcription

1 . Computershare Trust Company, N.A. P.O. Box Providence Rhode Island Within USA, US territories & Canada Outside USA, US territories & Canada January 21, 2010 Dear Burlington Northern Santa Fe Corporation Automatic Dividend Reinvestment Plan Participant: This letter is to notify you that, in connection with the proposed acquisition (the merger ) by Berkshire Hathaway Inc. ( Berkshire ) of Burlington Northern Santa Fe Corporation ( BNSF ), Computershare Trust Company, N.A. ( Computershare ) has suspended the Automatic Dividend Reinvestment Plan for BNSF (the Plan"). Accordingly, the last purchase of shares of BNSF common stock under the Plan was made on January 4, 2010, the date of the most recent cash dividend paid on shares of BNSF common stock. Any future cash dividends that may become payable on shares of BNSF common stock will not be reinvested in shares of BNSF common stock under the Plan. Additionally, any checks or other funds received after January 4, 2010 by Computershare from Plan participants for optional cash purchases will be refunded or returned to you without interest. Shares currently held in the Plan are eligible to be exchanged for consideration received in connection with the merger. You should have received election materials with instructions as to how you may elect the type of consideration you would like to receive in connection with the merger. If you receive shares of Berkshire common stock as part or all of your merger consideration, you will continue to be able to sell, transfer or have certificates issued for those shares. If you have questions regarding this notice, or need more information, please call us at Sincerely, Computershare Trust Company, N.A. 014VLC 002CS1A143

2 . Notice of Plan Administrator Change Please note that the administrator for this plan is now Computershare Trust Company, N.A. Computershare Inc. acts as service agent to Computershare Trust Company, N.A. under the plan. The terms and conditions of this plan remain in force. To contact the plan administrator or view online information about this plan, please visit Check this website often for exciting new features and services. To call the plan administrator, you may continue to use the telephone number listed in the accompanying documentation. All written correspondence should be mailed to the plan administrator at: Computershare P.O. Box Providence, RI All correspondence should contain your account number and the name of the corporation that appears on your stock certificate or account statement. Please retain this notice for future reference 00SXNA 002CS15518 Admin/Add 11-07

3 Dear Shareholder: A SERVICE FOR COMMON SHAREHOLDERS OF BURLINGTON NORTHERN SANTA FE CORPORATION AUTOMATIC DIVIDEND REINVESTMENT PLAN Sponsored and Administered by EQUISERVE TRUST COMPANY, N.A. Burlington Northern Santa Fe Corporation ( BNSF ) is pleased to make available to registered shareholders an Automatic Dividend Reinvestment Plan (the Plan ) through EquiServe Trust Company, N.A. (the Agent ). The Plan enables you to reinvest your quarterly cash dividends and make supplemental cash contributions up to a maximum amount of $60,000 per year toward the purchase of BNSF common stock for a modest fee. The Plan also allows you to deposit your BNSF common stock certificates with the Agent, free of charge, so you don t have to worry about the safekeeping of your securities. Please review this brochure for a detailed description of the Plan and its benefits. The Plan is similar to other plans provided to other public corporations by EquiServe, which is solely responsible for administering the Plan. Participation in the Plan is voluntary and you may join or withdraw at any time. If you decide to participate, simply complete and sign the enclosed Enrollment Authorization Form and return it to the Agent in the postage-paid envelope provided. I believe you will find the Plan a convenient way to increase your holdings in Burlington Northern Santa Fe Corporation. Sincerely, Matthew K. Rose Chairman, President and Chief Executive Officer Dividend Reinvestment Plan The Dividend Reinvestment Plan ( Plan ) described in this folder offers you, as a holder of Burlington Northern Santa Fe Corporation ( BNSF ) Common Stock, an opportunity to buy additional shares of BNSF Common Stock automatically with cash dividends paid on the BNSF shares you own. In addition, the Plan permits you to buy still more shares with voluntary cash payments. The Plan is sponsored and administered by EquiServe Trust Company, N.A. ( EquiServe ), a

4 federally chartered trust institution, not by BNSF. EquiServe, Inc., an affiliate of EquiServe and a transfer agent registered with the Securities and Exchange Commission, acts as service agent for EquiServe. Eligibility Any registered holder of BNSF Common Stock. How the Plan works To join the Plan you need only sign and mail the card enclosed with this notice. Be sure to sign exactly as your name appears on the card. (All joint owners must sign.) The card authorizes EquiServe, as your agent, to receive your cash dividends and to use them together with any voluntary cash payments you may properly make to purchase shares of BNSF Common Stock for you in the open market. You will receive a statement each time shares are purchased for you, showing the total shares credited to your account under the Plan, the dividend and/or the amount of any voluntary cash payments invested, the service charge deducted, the number of shares purchased and the price per share. The price is the weighted average price (including brokerage commissions and any other costs of purchase) of all BNSF shares purchased by EquiServe for that month. As the number of shares you hold grows, dividends paid on the increased number of shares also are reinvested, so long as you continue the Plan. The Plan is designed to provide you with a convenient way to increase your holdings of BNSF Common Stock while giving you an opportunity to realize lower brokerage commissions by having purchases for you combined with purchases for other participants. Voluntary cash payments You may make cash payments towards the purchase of additional shares of BNSF Common Stock by sending in an amount of at least $50 (not to exceed $60,000 per calendar year). You may make a cash payment when joining the Plan by enclosing it with the authorization card. Thereafter, cash payments may be submitted on a monthly basis and should be accompanied by the stub attached to your statement. Simply tear off the stub on your statement and send it in along with your check made payable to EquiServe BNSF DRP, in U.S. dollars and drawn against a U.S. bank. EquiServe will not accept cash, traveler s checks, money orders, or third party checks for voluntary cash payments. Voluntary cash payments will be invested beginning on the 1st day of each month in which no dividend is payable and concurrent with dividends in the months in which dividends are paid. No interest will be paid on funds held by EquiServe pending investment. Therefore, cash payments should be sent so as to reach EquiServe shortly before an investment date. You can obtain a refund of any cash payment sent to EquiServe if a written request for such a refund is received by EquiServe not less than 48 hours before the next scheduled investment. It is entirely up to you whether to buy additional shares with cash payments. If you do wish to make additional purchases, you do not have to send in the same amount each time. When the Plan starts You can sign up for the Plan at any time. If your signed card is received by EquiServe before

5 the record date for a dividend payment, the Plan will go into effect for you with that payment. The cost of the Plan You pay your proportionate share of the brokerage commissions (currently, $0.03 per share) on the total shares purchased under the Plan, plus a service charge. The service charge, for each investment is equal to 5% of the total funds invested, with a $2.50 maximum per each investment. Income tax information The amount of the service charge will be shown on the statement you receive and may be deductible for Federal income tax purposes. The amount of your dividend is subject to income tax just as if you received it in cash. Fractional shares When you are a participant in the Plan, the entire amount (less the service charge) of your dividend and any voluntary cash payment is invested. If the amount is not equal to an exact number of full shares, a fraction of a share is credited to your account along with the full shares. A fractional share participates proportionately in all subsequent dividends. Stock certificates Shares bought under the Plan will be held for you by EquiServe without charge. Stock certificates for full shares, credited to your account, will be delivered to you upon written request. In addition, as a participant in the Plan you may, if you wish, deposit any BNSF Common Stock certificate now or hereafter registered in your name for credit in book-entry form to your Plan account. There is no charge for this service. To deposit your shares, you should send the certificate(s) to EquiServe, at the address provided in the Correspondence section, by registered or certified mail, with return receipt requested or, some other form of traceable mail, and properly insured. You should not sign the certificate(s) or complete the assignment section. When submitting certificate(s) for deposit into your Plan account, be sure to include a written request to have the certificate(s) deposited. Shares that you deposit will be credited in bookentry form to your Plan account. The advantages of holding shares in book-entry form in the Plan are protection against certificate loss, theft, and damage. Whenever certificates are issued to you either upon request or upon termination of your participation, new differently numbered certificates will be issued. Dividends will be reinvested on shares represented by the certificates deposited with EquiServe. Selling Shares You may sell shares held through the Plan by simply calling EquiServe at If you prefer, mail your request using one of the transaction forms provided with each statement and transaction advice. Certificated shares can be deposited in your Plan account and subsequently sold through the Plan. EquiServe will make every effort to process your order on the day we receive it, provided that instructions are received before 1:00 p.m. on a business day during which EquiServe and the

6 relevant securities market are open. The proceeds of the sale, less a service fee, brokerage commissions and any other costs of sale, will be sent to you. Voting You can vote full shares acquired under the Plan whether the shares are held by EquiServe or by you. One proxy will include all full shares held under the Plan as well as any other registered shares held by you. Fractional shares will not be voted. To discontinue You may terminate your participation in the Plan at any time by giving written notice to EquiServe. Upon discontinuing, you will receive a certificate for the number of full shares credited to your Plan account and a check for any fraction of a share, valued at the then current market price of the stock less brokerage commissions and any other costs of sale. If you prefer, EquiServe will sell all or part of the shares held for you under the Plan and send you a check for the proceeds less brokerage commissions, a service fee and any other costs of sale. Correspondence Any notices, questions or other communications regarding the Plan should be addressed to: EquiServe BNSF Dividend Reinvestment Plan P.O. Box Providence, RI Be sure to include a reference to Burlington Northern Santa Fe Corporation. You may, if you prefer, call EquiServe s Telephone Response Center at Shareholders outside the United States and Canada may call An automated voice response system is available 24 hours a day, 7 days a week. Customer Service Representatives are available 9:00 am 5:00 pm, Eastern time, each business day. You may also contact EquiServe through the Internet at Messages forwarded on the Internet will be responded to promptly. Terms and Conditions 1. EquiServe Trust Company, N.A. acting as agent for each participant in the Dividend Reinvestment Plan, will, after deducting the service charge described below, apply the remainder of all cash dividends which become payable to such participant on shares (including both certificate shares held by the participant and shares accumulated under the Plan) of BNSF Common Stock, together with any voluntary cash payments ($50 minimum, $60,000 maximum per calendar year) received from such participant to the purchase of additional shares of such

7 stock for the participant. These purchases may be made on any securities exchange where the shares are traded, in the over-the-counter market, or by negotiated transactions and may be subject to such terms of price, delivery, etc., to which EquiServe may agree. Neither BNSF nor any participant shall have any authority or power to direct the time or price at which shares may be purchased, or the selection of the broker or dealer through or from whom purchases are to be made. Any voluntary cash payment will be refunded if a participant s written request for a refund is received by EquiServe more than 48 hours before the next succeeding scheduled investment date. 2. For the purpose of making purchases, EquiServe will commingle each participants funds with those of all other holders of BNSF Common Stock who are participants in the Plan. The price per share of shares purchased for each participant s account shall be the average price (including brokerage commissions and any other costs of purchase) of all shares purchased for that month. EquiServe will hold the total shares purchased for all participants in its name or the name of its nominee and will have no responsibility for the value of such shares after their purchase. 3. In the months in which dividends are paid, dividends and voluntary cash payments received by EquiServe before a dividend payment date, will usually be invested beginning on the dividend payment date (or the next following business day on which both EquiServe and the relevant securities market are open). In other months voluntary cash payments will usually be invested beginning on the 1st business day of such months. EquiServe will make every effort to invest all dividends and voluntary cash payments promptly after receipt of such dividends, and in no event later than 30 days from such receipt, except where necessary under any applicable federal securities laws. 4. A statement describing any cash dividends and any voluntary cash payments received, the number of shares purchased, the price per share, the service charge deducted and total shares accumulated under the Plan will be mailed to each participant by EquiServe as soon as practicable after completion of each investment for a participant s account. 5. A service charge of 5% of the amount of each investment, whether a voluntary cash payment, a dividend or both (if invested at the same time), up to a maximum charge of $2.50 per each investment, will be deducted prior to purchase of shares with the remainder. 6. Each participant may obtain, without charge, a certificate or certificates for all or part of the full shares credited to the participant s account by making a request in writing to EquiServe. Dividends will be reinvested on shares represented by the certificates deposited with EquiServe. 7. Participation in the Plan may be terminated by a participant at any time by written instructions to that effect to EquiServe. If a notice to discontinue is received by EquiServe on or after the record date for a dividend payment, such notice to discontinue may not become effective until such dividend has been reinvested and the shares purchased are credited to the participant s account under the Plan. EquiServe, in its sole discretion, may either pay such dividend in cash or reinvest it in shares on behalf of the terminating participant. EquiServe may terminate, for whatever reason at any time as it may determine in its sole discretion, a participant s participation in the Plan upon mailing a notice to terminate to the participant at the participant s address as it appears on EquiServe s records. Upon termination, a participant will receive certificates for the full shares credited to the participant s account unless the participant requests the sale of all or part of such shares. Such sale may, but need not, be made by purchase of the shares for the account of other participants, and any such transaction shall be deemed to have been made at the then current market price less any brokerage commissions, a service fee and any other costs of sale. Fractional shares credited to a terminating account will be paid for in cash at the then current market price less any brokerage commissions, any service fee and

8 any other costs of sale. 8. A participant will have the sole right to vote full shares purchased for such participant which are held by EquiServe under the Plan on the record date for a vote. Proxies with respect to shares of BNSF Common Stock sent to a participant by EquiServe, as Transfer Agent, will include the number of full shares held for the participant under the Plan. Dividends paid on the accumulated shares will be included in the Form 1099 DIV information return to the Internal Revenue Service and only one Form 1099 DIV will be sent to each participant. 9. Any stock dividends or split shares of BNSF Common Stock distributed on shares held by EquiServe for the participant will be credited to the participant s account. In the event that BNSF makes available to its shareholders rights to subscribe to additional shares, debentures or other securities, the full shares held for a participant under the Plan will be added to other shares held by the participant in calculating the number of rights to be issued to such participant. 10. EquiServe shall not be liable under the Plan for any act done in good faith or for any omission to act including, without limitation, any claims for liability (1) arising out of failure to terminate a participant s participation in the Plan upon the participant s death prior to receipt of notice in writing of such death, and (2) with respect to the prices at which shares are purchased or sold for participants accounts and the time such purchases or sales are made. 11. The terms and conditions of the Plan and its operation shall be governed by the laws of the Commonwealth of Massachusetts DRP Rev 2/05