Page 24 of 32 – SEC Filing
This Statement on Schedule 13D is filed with respect to 18,513,482 shares of the Common Stock,
par value $0.001 per share (Common Stock), of DaVita Inc. (DVA) held by various insurance company subsidiaries of GEICO Corporation (GEICO Corp), which is a wholly-owned subsidiary of National Indemnity Company
(NICO), which is a wholly-owned subsidiary of Berkshire Hathaway Inc. (Berkshire and such 18,513,482 shares, the Insurance Company Shares), and 20,052,088 shares of Common Stock held by various pension plans of
Berkshire subsidiaries (such 20,052,088 shares, the Pension Plan Shares). The Insurance Company Holders (as hereinafter defined), GEICO, NICO, and Berkshire are referred to herein collectively as the Berkshire Entities. The
Berkshire Entities and the Pension Plan Holders (as hereinafter defined) are referred to herein collectively as the Berkshire Reporting Persons. In addition, this Statement on Schedule 13D is filed with respect to 2,383,180 shares of
Common Stock (the Weschler Shares) beneficially owned by R. Ted Weschler (Mr. Weschler), an investment manager of Berkshire whose Berkshire investment portfolio includes shares of Common Stock. The Insurance Company
Shares, the Pension Plan Shares and the Weschler Shares are collectively referred to herein as the Shares.
On May 24,
2013, Berkshire and Mr. Weschler entered into an agreement (the Letter Agreement) with respect to Mr. Weschlers personal and related holdings (which predate his position at Berkshire) of, and future transactions
in, shares of Common Stock. As a result of such agreement, Mr. Weschler, the Berkshire Reporting Persons and Mr. Buffett are filing this Schedule 13D as a group under Section 13 of the Securities Exchange Act of 1934, as
amended (the Exchange Act). The Berkshire Reporting Persons and Mr. Buffett each disclaims any beneficial ownership of shares of Common Stock directly owned by Mr. Weschler or over which he has or shares trading
authority on behalf of his relatives or related trusts, and Mr. Weschler disclaims any beneficial ownership of shares of Common Stock owned by the Berkshire Reporting Persons. This report shall not be deemed an admission that any
filer of this Schedule 13D is the beneficial owner of any shares of Common Stock that are not directly owned by such filer, for purposes of Section 13 of the Exchange Act or for any other purpose.
The Berkshire Reporting Persons, Warren E. Buffett (Mr. Buffett), and Mr. Weschler previously filed a Statement on Schedule
13G with respect to the ownership of shares of Common Stock of DVA. The Berkshire Reporting Persons, Mr. Buffett and Mr. Weschler are required to file this Statement on Schedule 13D as a result of DVA repurchasing shares of its Common
Stock such that the Berkshire Reporting Persons aggregate beneficial ownership exceeds 20%.
Item 1. Security and Issuer
The name of the subject company is DaVita Inc., and the address of its principal executive office is 2000 16th Street, Denver, Colorado 80202.
The class of securities to which this Statement relates is the Common Stock.
Item 2. Identity and Background
(a)-(c); (f) This Statement is filed by the Berkshire Reporting Persons and Mr. Buffett, who may be deemed to control the Berkshire
Reporting Persons. Additionally, this Statement is filed by Mr. Weschler as required by the terms of the Letter Agreement. The information concerning the name, state or other place of organization, principal business, and the address of the
principal office of each of the Berkshire Entities, and the information concerning the name, business address, present principal occupation or employment, and the name, principal business address of any corporation or other organization in which
such employment or occupation is conducted, and the citizenship of Mr. Buffett, Mr. Weschler and each of the executive officers and directors of the Berkshire Entities is filed as Exhibit 1 hereto.
(d); (e) During the last five years, none of the Berkshire Reporting Persons, Mr. Buffett or Mr. Weschler, or, to their
knowledge, any of the directors or executive officers of the Berkshire Entities, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or was a party to a civil proceeding of a judicial or administrative
body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violation of, or prohibiting or mandating activities subject to, federal or state securities laws or finding
any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration
The Shares (other than the Weschler Shares) were acquired by the Berkshire Reporting Persons in open market or private purchases, using
internally generated funds of the Insurance Company Holders or Pension Plan Holders, as the case may be, for an aggregate purchase price of $1,894,026,515. The Weschler Shares were acquired by Mr. Weschler, certain relatives and related trusts
in open market or private purchases, using personal funds of the acquiring party, for an aggregate purchase price of $22,045,931. No other funds or consideration were borrowed or obtained for purposes of acquiring the Shares.