U-Haul Holding Co /NV/ [UHAL] Filings

10-Q 1 uhal-20221231.htm DECEMBER 31, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the quarterly period ended December 31, 2022

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the transition period from __________________ to __________________

Commission File Number 001-11255


State or other jurisdiction of incorporation or organization	Registrant, State of Incorporation, Address and Telephone Number	I.R.S. Employer Identification No.



Nevada	U-Haul Holding Company	88-0106815
	(A Nevada Corporation)
	5555 Kietzke Lane Suite 100
	Reno , Nevada 89511
	Telephone ( 775 ) 688-6300

	AMERCO
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.25 par value	UHAL	NYSE
Series N Non-Voting Common Stock, $0.001 par value	UHAL.B	NYSE

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company,” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒ Accelerated filer ☐

Non-accelerated filer ☐ Smaller reporting company ☐

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

19,607,788 shares of Common Stock, $0.25 par value, were outstanding as of February 4, 2023.

176,470,092 shares of Series N Non-Voting Common Stock, $0.001 par value, were outstanding as of February 4, 2023.

TABLE OF CONTENTS

		Page
	PART I FINANCIAL INFORMATION
Item 1.	Financial Statements
	a) Condensed Consolidated Balance Sheets as of December 31, 2022 (unaudited) and March 31, 2022	1
	b) Condensed Consolidated Statements of Operations for the Quarters Ended December 31, 2022 and 2021 (unaudited)	2
	c) Condensed Consolidated Statements of Operations for the Nine Months Ended December 31, 2022 and 2021 (unaudited)	3
	d) Condensed Consolidated Statements of Comprehensive Income (Loss) for the Quarters and Nine Months Ended December 31, 2022 and 2021 (unaudited)	4
	e) Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Quarters Ended December 31, 2022 and 2021 (unaudited)	5
	f) Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Nine Months Ended December 31, 2022 and 2021 (unaudited)	6
	g) Condensed Consolidated Statements of Cash Flows for the Nine Months Ended December 31, 2022 and 2021 (unaudited)	7
	h) Notes to Condensed Consolidated Financial Statements (unaudited)	8
Item 2 .	Management’s Discussion and Analysis of Financial Condition and Results of Operations	47
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	62
Item 4.	Controls and Procedures	64

	PART II OTHER INFORMATION
Item 1.	Legal Proceedings	65
Item 1A.	Risk Factors	65
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	67
Item 3.	Defaults Upon Senior Securities	67
Item 4.	Mine Safety Disclosures	67
Item 5.	Other Information	67
Item 6.	Exhibits	67

Part i Financial information

Item 1. Financial Statements

U-Haul Holding Company AND CONSOLIDATED SUBSIDIARIES

CONDENSED CONSOLIDATED balance sheets

		December 31,		March 31,
		2022		2022
		(Unaudited)
		(In thousands, except share data)
ASSETS
Cash and cash equivalents	$	2,510,619	$	2,704,137
Reinsurance recoverables and trade receivables, net		208,182		229,343
Inventories and parts, net		150,140		158,888
Prepaid expenses		228,260		236,915
Investments, fixed maturities and marketable equities		2,723,201		2,893,399
Investments, other		518,455		543,755
Deferred policy acquisition costs, net		159,924		103,828
Other assets		57,272		60,409
Right of use assets - financing, net		504,640		620,824
Right of use assets - operating, net		63,856		74,382
Related party assets		75,549		47,851
		7,200,098		7,673,731
Property, plant and equipment, at cost:
Land		1,504,507		1,283,142
Buildings and improvements		6,728,424		5,974,639
Furniture and equipment		898,468		846,132
Rental trailers and other rental equipment		784,394		615,679
Rental trucks		5,167,168		4,638,814
		15,082,961		13,358,406
Less: Accumulated depreciation		(4,166,731)		(3,732,556)
Total property, plant and equipment, net		10,916,230		9,625,850
Total assets	$	18,116,328	$	17,299,581
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Accounts payable and accrued expenses	$	703,412	$	677,785
Notes, loans and finance leases payable, net		6,200,397		6,022,497
Operating lease liabilities		63,402		74,197
Policy benefits and losses, claims and loss expenses payable		980,200		978,254
Liabilities from investment contracts		2,396,702		2,336,238
Other policyholders' funds and liabilities		12,579		10,812
Deferred income		45,222		49,157
Deferred income taxes, net		1,301,037		1,265,358
Total liabilities		11,702,951		11,414,298

Commitments and contingencies (notes 4, 8, 9 and 10)
Stockholders' equity:
Series preferred stock, with or without par value, 50,000,000 shares authorized:
Series A preferred stock, with no par value, 6,100,000 shares authorized;
6,100,000 shares issued and none outstanding as of December 31 and March 31, 2022		–		–
Series B preferred stock, with no par value, 100,000 shares authorized; none
issued and outstanding as of December 31 and March 31, 2022		–		–
Serial common stock, with or without par value, 250,000,000 shares authorized:
Serial common stock of $ 0.25 par value, 10,000,000 shares authorized;
none issued and outstanding as of December 31 and March 31, 2022		–		–
Common stock, with $ 0.25 par value, 250,000,000 shares authorized:
Common stock of $ 0.25 par value, 250,000,000 shares authorized; 41,985,700
issued and 19,607,788 outstanding as of December 31 and March 31, 2022		10,497		10,497
Series N Non-Voting Common Stock, with $ 0.001 par value, 250,000,000 shares authorized
Series N Non-Voting Common Stock, with $0.001 par value, 250,000,000 shares authorized
176,470,092 issued and outstanding as of December 31, 2022		176		–
Additional paid-in capital		453,643		453,819
Accumulated other comprehensive income (loss)		(284,116)		46,384
Retained earnings		6,910,827		6,052,233
Cost of common stock in treasury, net ( 22,377,912 shares as of December 31 and March 31, 2022)		(525,653)		(525,653)
Cost of preferred stock in treasury, net ( 6,100,000 shares as of December 31 and March 31, 2022)		(151,997)		(151,997)
Total stockholders' equity		6,413,377		5,885,283
Total liabilities and stockholders' equity	$	18,116,328	$	17,299,581

The accompanying notes are an integral part of these condensed consolidated financial statements.

U-HAUL HOLDING COMPANY AND CONSOLIDATED SUBSIDIARIES

CONDENSED CONSOLIDATED Statements of operations

		Quarter Ended December 31,
		2022		2021
		(Unaudited)
		(In thousands, except share and per share amounts)
Revenues:
Self-moving equipment rentals	$	898,819	$	975,552
Self-storage revenues		190,483		159,424
Self-moving and self-storage products and service sales		74,851		75,402
Property management fees		10,080		9,651
Life insurance premiums		24,399		27,010
Property and casualty insurance premiums		26,852		25,618
Net investment and interest income		52,294		31,184
Other revenue		97,558		100,495
Total revenues		1,375,336		1,404,336

Costs and expenses:
Operating expenses		733,469		658,095
Commission expenses		95,980		105,155
Cost of sales		54,616		57,042
Benefits and losses		41,372		47,266
Amortization of deferred policy acquisition costs		6,979		7,947
Lease expense		7,792		7,394
Depreciation, net of gains on disposal of $70,506 and $71,582, respectively		113,866		103,736
Net losses on disposal of real estate		859		977
Total costs and expenses		1,054,933		987,612

Earnings from operations		320,403		416,724
Other components of net periodic benefit costs		(304)		(280)
Interest expense		(59,041)		(44,042)
Fees on early extinguishment of debt		(50)		(956)
Pretax earnings		261,008		371,446
Income tax expense		(61,764)		(89,980)
Earnings available to common stockholders	$	199,244	$	281,466
Basic and diluted earnings per share of Common Stock	$	0.98	$	1.89
Weighted average shares outstanding of Common Stock: Basic and diluted		19,607,788		19,607,788
Basic and diluted earnings per share of Series N Non-Voting Common Stock	$	1.02	$	1.39
Weighted average shares outstanding of Series N Non-Voting Common Stock: Basic and diluted		176,470,092		176,470,092

Related party revenues for the third quarter of fiscal 2023 and 2022, net of eliminations, were $10.1 million and $9.7 million, respectively.

Related party costs and expenses for the third quarter of fiscal 2023 and 2022, net of eliminations, were $20.6 million and $21.7 million, respectively.

Please see Note 10, Related Party Transactions, of the Notes to Condensed Consolidated Financial Statements for more information on the related party revenues and costs and expenses.

The accompanying notes are an integral part of these condensed consolidated financial statements.

U-HAUL HOLDING COMPANY AND CONSOLIDATED SUBSIDIARIES

CONDENSED CONSOLIDATED Statements of operations

		Nine Months Ended December 31,
		2022		2021
		(Unaudited)
		(In thousands, except share and per share amounts)
Revenues:
Self-moving equipment rentals	$	3,151,619	$	3,189,990
Self-storage revenues		549,246		450,302
Self-moving and self-storage products and service sales		281,066		272,478
Property management fees		28,496		26,847
Life insurance premiums		75,636		84,628
Property and casualty insurance premiums		72,542		64,986
Net investment and interest income		116,376		102,963
Other revenue		401,059		349,252
Total revenues		4,676,040		4,541,446

Costs and expenses:
Operating expenses		2,278,230		1,968,698
Commission expenses		339,814		346,200
Cost of sales		206,912		193,448
Benefits and losses		122,835		139,194
Amortization of deferred policy acquisition costs		21,623		23,520
Lease expense		22,951		22,482
Depreciation, net of gains on disposal of $199,196 and $157,980, respectively		344,980		361,201
Net (gains) losses on disposal of real estate		5,038		(2,930)
Total costs and expenses		3,342,383		3,051,813

Earnings from operations		1,333,657		1,489,633
Other components of net periodic benefit costs		(912)		(840)
Interest expense		(166,033)		(122,765)
Fees on early extinguishment of debt		(1,009)		(956)
Pretax earnings		1,165,703		1,365,072
Income tax expense		(280,442)		(328,533)
Earnings available to common stockholders	$	885,261	$	1,036,539
Basic and diluted earnings per share of Common Stock	$	5.38	$	6.64
Weighted average shares outstanding of Common Stock: Basic and diluted		19,607,788		19,607,788
Basic and diluted earnings per share of Series N Non-Voting Common Stock	$	4.42	$	5.14
Weighted average shares outstanding of Series N Non-Voting Common Stock: Basic and diluted		176,470,092		176,470,092

Related party revenues for the first nine months of fiscal 2023 and 2022, net of eliminations, were $28.5 million and $26.8 million, respectively.

Related party costs and expenses for the first nine months of fiscal 2023 and 2022, net of eliminations, were $73.1 million and $72.3 million, respectively.

Please see Note 10, Related Party Transactions, of the Notes to Condensed Consolidated Financial Statements for more information on the related party revenues and costs and expenses.

The accompanying notes are an integral part of these condensed consolidated financial statements.

U-HAUL HOLDING COMPANY AND CONSOLIDATED SUBSIDIARIES

Condensed consolidatED statements of COMPREHENSIVE INCOME (loss)

Quarter Ended December 31, 2022		Pre-tax		Tax		Net
		(Unaudited)
		(In thousands)
Comprehensive income:
Net earnings	$	261,008	$	(61,764)	$	199,244
Other comprehensive income (loss):
Foreign currency translation		(215)		–		(215)
Unrealized net loss on investments		(116,073)		24,523		(91,550)
Change in fair value of cash flow hedges		153		(38)		115
Amounts reclassified into earnings on hedging activities		(455)		110		(345)
Total other comprehensive income (loss)		(116,590)		24,595		(91,995)

Total comprehensive income	$	144,418	$	(37,169)	$	107,249
Quarter Ended December 31, 2021		Pre-tax		Tax		Net
		(Unaudited)
		(In thousands)
Comprehensive income:
Net earnings	$	371,446	$	(89,980)	$	281,466
Other comprehensive income (loss):
Foreign currency translation		112		–		112
Unrealized net loss on investments		(15,187)		3,195		(11,992)
Change in fair value of cash flow hedges		235		(57)		178
Amounts reclassified into earnings on hedging activities		1,007		(248)		759
Total other comprehensive income (loss)		(13,833)		2,890		(10,943)

Total comprehensive income	$	357,613	$	(87,090)	$	270,523

Nine Months Ended December 31, 2022		Pre-tax		Tax		Net
		(Unaudited)
		(In thousands)
Comprehensive income:
Net earnings	$	1,165,703	$	(280,442)	$	885,261
Other comprehensive income (loss):
Foreign currency translation		(757)		–		(757)
Unrealized net loss on investments		(426,955)		90,579		(336,376)
Change in fair value of cash flow hedges		8,659		(2,127)		6,532
Amounts reclassified into earnings on hedging activities		134		(33)		101
Total other comprehensive income (loss)		(418,919)		88,419		(330,500)

Total comprehensive income	$	746,784	$	(192,023)	$	554,761
Nine Months Ended December 31, 2021		Pre-tax		Tax		Net
		(Unaudited)
		(In thousands)
Comprehensive income:
Net earnings	$	1,365,072	$	(328,533)	$	1,036,539
Other comprehensive income (loss):
Foreign currency translation		(2,288)		–		(2,288)
Unrealized net loss on investments		(55,113)		11,476		(43,637)
Change in fair value of cash flow hedges		93		(22)		71
Amounts reclassified into earnings on hedging activities		2,997		(736)		2,261
Total other comprehensive income (loss)		(54,311)		10,718		(43,593)

Total comprehensive income	$	1,310,761	$	(317,815)	$	992,946

The accompanying notes are an integral part of these condensed consolidated financial statements.

U-Haul Holding Company and consolidated subsidiaries

condensed consolidated statements of changes in stockholders’ equity

		Common Stock		Series N Non-Voting Common Stock		Additional Paid-In Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Less: Treasury Common Stock		Less: Treasury Preferred Stock		Total Stockholders' Equity
	(Unaudited)
	(In thousands)
Balance as of September 30, 2022	$	10,497	$	–	$	453,819	$	(192,121)	$	6,718,642	$	(525,653)	$	(151,997)	$	6,313,187
Common stock dividend		–		176		(176)		–		–		–		–		–
Foreign currency translation		–		–		–		(215)		–		–		–		(215)
Unrealized net loss on investments, net of tax		–		–		–		(91,550)		–		–		–		(91,550)
Change in fair value of cash flow hedges, net of tax		–		–		–		115		–		–		–		115
Amounts reclassified into earnings on hedging activities		–		–		–		(345)		–		–		–		(345)
Net earnings		–		–		–		–		199,244		–		–		199,244
Series N Non-Voting Common Stock dividends: ($0.04 per share)		–		–		–		–		(7,059)		–		–		(7,059)
Net activity		–		176		(176)		(91,995)		192,185		–		–		100,190
Balance as of December 31, 2022	$	10,497	$	176	$	453,643	$	(284,116)	$	6,910,827	$	(525,653)	$	(151,997)	$	6,413,377

Balance as of September 30, 2021	$	10,497	$	–	$	453,819	$	74,207	$	5,693,824	$	(525,653)	$	(151,997)	$	5,554,697
Foreign currency translation		–		–		–		112		–		–		–		112
Unrealized net loss on investments, net of tax		–		–		–		(11,992)		–		–		–		(11,992)
Change in fair value of cash flow hedges, net of tax		–		–		–		178		–		–		–		178
Amounts reclassified into earnings on hedging activities		–		–		–		759		–		–		–		759
Net earnings		–		–		–		–		281,466		–		–		281,466
Common Stock dividends: ($0.50 per share)		–		–		–		–		(9,804)		–		–		(9,804)
Net activity		–		–		–		(10,943)		271,662		–		–		260,719
Balance as of December 31, 2021	$	10,497	$	–	$	453,819	$	63,264	$	5,965,486	$	(525,653)	$	(151,997)	$	5,815,416

The accompanying notes are an integral part of these condensed consolidated financial statements.

U-Haul Holding Company and consolidated subsidiaries

condensed consolidated statements of changes in stockholders’ equity

		Common Stock		Series N Non-Voting Common Stock		Additional Paid-In Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Less: Treasury Common Stock		Less: Treasury Preferred Stock		Total Stockholders' Equity
	(Unaudited)
	(In thousands)
Balance as of March 31, 2022	$	10,497	$	–	$	453,819	$	46,384	$	6,052,233	$	(525,653)	$	(151,997)	$	5,885,283
Common stock dividend		–		176		(176)		–		–		–		–		–
Foreign currency translation		–		–		–		(757)		–		–		–		(757)
Unrealized net loss on investments, net of tax		–		–		–		(336,376)		–		–		–		(336,376)
Change in fair value of cash flow hedges, net of tax		–		–		–		6,532		–		–		–		6,532
Amounts reclassified into earnings on hedging activities		–		–		–		101		–		–		–		101
Net earnings		–		–		–		–		885,261		–		–		885,261
Common Stock dividends: ($1.00 per share)		–		–		–		–		(19,608)		–		–		(19,608)
Series N Non-Voting Common Stock dividends: ($0.04 per share)		–		–		–		–		(7,059)		–		–		(7,059)
Net activity		–		176		(176)		(330,500)		858,594		–		–		528,094
Balance as of December 31, 2022	$	10,497	$	176	$	453,643	$	(284,116)	$	6,910,827	$	(525,653)	$	(151,997)	$	6,413,377

U-Haul Holding Co /NV/ [UHAL] Filings
U-Haul Holding Co /NV/ [UHAL-B] Filings
10-Q	[2023-02-08]
10-Q	[2022-11-09]
10-Q	[2022-08-03]
10-K	[2022-05-25]
10-Q	[2022-02-09]
10-Q	[2021-11-03]
10-Q	[2021-08-04]
10-K	[2021-05-26]
10-Q	[2021-02-03]
10-Q	[2020-11-04]
10-Q	[2020-08-05]
10-K	[2020-05-27]
10-Q	[2020-02-05]
10-Q	[2019-11-06]
10-Q	[2019-08-07]
10-K	[2019-05-29]
10-Q	[2019-02-06]
10-Q	[2018-11-07]
10-Q	[2018-08-08]
10-K	[2018-05-30]
10-Q	[2018-02-07]
10-Q	[2017-11-08]
10-Q	[2017-08-09]
10-K	[2017-05-24]
10-Q	[2017-02-08]
10-Q	[2016-11-09]
10-Q	[2016-08-03]
10-K	[2016-05-25]
10-Q	[2016-02-03]
10-Q	[2015-11-04]
10-Q	[2015-08-05]
10-K	[2015-05-27]
10-Q	[2015-02-04]
10-Q	[2014-11-05]
10-Q	[2014-08-06]
10-K	[2014-05-28]
10-Q	[2014-02-05]
10-Q	[2013-11-06]
10-Q	[2013-08-07]
10-K	[2013-06-05]
10-Q	[2013-02-06]
10-Q	[2012-11-07]
10-Q	[2012-08-08]
10-K	[2012-06-06]
10-Q	[2012-02-08]

U-Haul Holding Co /NV/ [UHAL] Filings

U-Haul Holding Co /NV/ [UHAL-B] Filings