Warren Buffett and Matt Rose are urging BNSF Railway Co. stockholders to vote in favor of Berkshire Hathaway Inc.’s proposed $44 billion buyout at a shareholders meeting on Feb. 11. To make their case, the billionaire and BNSF CEO are relying on an eight-page brochure the Class I recently mailed to shareholders that features a photo of them on the cover, as well as a simple and succinct statement: “We need your support.”

The buyout, which calls for Berkshire to pay stockholders $100 per share in cash or an equivalent value of Berkshire shares, “provides compelling value” to shareholders, said Rose in a letter that’s included in the brochure.

“The transaction will provide stockholders with a premium of 33 percent over the closing price on Oct. 30, 2009, the last trading day prior to the execution of the merger agreement, and 37 percent over the average closing price of our stock for the 12 months ending Oct. 30, 2009,” he wrote.

On a brochure page that includes “we need your vote” in big letters, Buffett and Rose say shareholders will benefit from being part of Berkshire’s diversified financial holdings.

“You have the ability to continue to participate in the upside of BNSF Railway through ownership in Berkshire Hathaway,” the brochure states. “Berkshire Hathaway views the acquisition as a long-term investment that will allow BNSF to continue to focus on the future needs of our railroad, our customers and the U.S. transportation infrastructure.”

The brochure — which features a shareholder Q&A — also encourages everyone to vote no matter how few shares they own. “Not voting has the same effect as a vote against the transaction,” the brochure states on its back page.

Whether the lobbying pamphlet pays off will be determined in a little more than a month. In the meantime, look for my cover story on the buyout and its implications (“Buffett & BNSF”) in our Jan. issue, which should hit the streets about mid-month. The online version will be posted on progressiverailroading.com on or about Jan. 11.

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