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Item
8.01Other
Events
Fixed
Rate Secured Notes Series UIC-22L, 23L, 24L, 25L, 26L, 27L, 28L,
29L, 30L, 31L, 32L and 33L
On December 20, 2022, the Company
and the Trustee entered the Forty-Seventh Supplemental Indenture to
the Base Indenture (the “Fixed Rate Secured Notes Series UIC-22L,
23L, 24L, 25L, 26L, 27L, 28L, 29L, 30L, 31L, 32L and 33L
Forty-Seventh Supplemental Indenture”) and a Pledge and Security
Agreement (the “Fixed Rate Secured Notes Series UIC-22L, 23L, 24L,
25L, 26L, 27L, 28L, 29L, 30L, 31L, 32L and 33L Security
Agreement”). In connection with the foregoing, the Company
has offered up to $5,814,000 in aggregate principal amount of
UIC-22L, 23L, 24L, 25L, 26L, 27L, 28L, 29L, 30L, 31L, 32L and 33L
Secured Notes (the “Series of UIC-22L, 23L, 24L, 25L, 26L, 27L,
28L, 29L, 30L, 31L, 32L and 33L Notes”) in a public
offering. Investors in the Series UIC-22L, 23L, 24L, 25L,
26L, 27L, 28L, 29L, 30L, 31L, 32L and 33L Notes must first join the
U-Haul Investors Club. The Company intends to use the proceeds to
reimburse its subsidiaries and affiliates for the cost of
acquisition and development of the collateral pledged in such
offering (the “Collateral”) and for general corporate
purposes.
The Series UIC-22L, 23L, 24L, 25L,
26L, 27L, 28L, 29L, 30L, 31L, 32L and 33L Notes bear interest at
rates between 4.70% and 5.00% per year and mature between two years
through eight years from issue date and are fully amortizing over
their respective terms. Principal and interest on the Notes will be
credited to each holder’s U-Haul Investors Club account on a
quarterly basis in arrears throughout the term. The Fixed Rate
Secured Notes Series UIC-22L, 23L, 24L, 25L, 26L, 27L, 28L, 29L,
30L, 31L, 32L and 33L Forty-Seventh Supplemental Indenture and the
Fixed Rate Secured Notes Series UIC-22L, 23L, 24L, 25L, 26L, 27L,
28L, 29L, 30L, 31L, 32L and 33L Security Agreement contain
covenants requiring the maintenance of a first-priority lien on the
Collateral subject to permitted liens, and a prohibition of
additional liens on the Collateral. The Notes are not guaranteed by any subsidiary
of the Company, and therefore are effectively subordinated to all
of the existing and future claims of creditors of each of the
Company’s subsidiaries.
The Series UIC-22L, 23L, 24L, 25L,
26L, 27L, 28L, 29L, 30L, 31L, 32L and 33L Notes were offered and
will be sold pursuant to the Company’s shelf registration statement
on Form S-3 (Registration No. 333-268891) under the Securities Act
of 1933, as amended. The Company has filed with the Securities and
Exchange Commission a prospectus supplement, dated December 20,
2022, together with the accompanying prospectus, dated December 20,
2022, relating to the offering and sale of the Series UIC-22L, 23L,
24L, 25L, 26L, 27L, 28L, 29L, 30L, 31L, 32L and 33L Notes.
For a complete description of the
terms and conditions of the Fixed Rate Secured Notes Series
UIC-22L, 23L, 24L, 25L, 26L, 27L, 28L, 29L, 30L, 31L, 32L and 33L
Forty-Seventh Supplemental Indenture and the Fixed Rate Secured
Notes Series UIC-22L, 23L, 24L, 25L, 26L, 27L, 28L, 29L, 30L, 31L,
32L and 33L Security Agreement, please refer to the Fixed Rate
Secured Notes Series UIC-22L, 23L, 24L, 25L, 26L, 27L, 28L, 29L,
30L, 31L, 32L and 33L Forty-Seventh Supplemental Indenture and the
Fixed Rate Secured Notes Series UIC-22L, 23L, 24L, 25L, 26L, 27L,
28L, 29L, 30L, 31L, 32L and 33L Security Agreement, each of which
is incorporated herein by reference and attached to this Current
Report on Form 8-K as Exhibit 4.1.
A copy of the opinion and consent
of Laurence J. De Respino, Secretary of the Company, as to the
validity of the Series UIC-22L, 23L, 24L, 25L, 26L, 27L, 28L, 29L,
30L, 31L, 32L and 33L Notes is incorporated by reference into the
Registration Statement on Form S-3 (File No. 333-268891) and filed
as Exhibit 5.1 hereto.