UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
(Mark One)
For the quarterly period ended
or
For the transition period from __________________ to __________________
Commission File Number
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State or other jurisdiction of incorporation or organization |
Registrant, State of Incorporation, Address and Telephone Number |
I.R.S. Employer Identification No. |
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(A Nevada Corporation) |
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Telephone (
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AMERCO |
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(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 |
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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.
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).
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.
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
TABLE OF CONTENTS
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Page |
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PART I FINANCIAL INFORMATION |
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Item 1. |
Financial Statements |
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a) Condensed Consolidated Balance Sheets as of December 31, 2022 (unaudited) and March 31, 2022
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1
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b) Condensed Consolidated Statements of Operations for the Quarters Ended December 31, 2022 and 2021 (unaudited)
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2
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c) Condensed Consolidated Statements of Operations for the Nine Months Ended December 31, 2022 and 2021 (unaudited)
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3
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d) Condensed Consolidated Statements of Comprehensive Income (Loss) for the Quarters and Nine Months Ended December 31, 2022 and 2021 (unaudited)
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4
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e) Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Quarters Ended December 31, 2022 and 2021 (unaudited)
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5
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f) Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Nine Months Ended December 31, 2022 and 2021 (unaudited)
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6
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g) Condensed Consolidated Statements of Cash Flows for the Nine Months Ended December 31, 2022 and 2021 (unaudited)
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7
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h) Notes to Condensed Consolidated Financial Statements (unaudited)
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8
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Item 2
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Management’s Discussion and Analysis of Financial Condition and Results of Operations
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47
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Item 3. |
Quantitative and Qualitative Disclosures About Market Risk |
62 |
Item 4. |
Controls and Procedures |
64 |
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PART II OTHER INFORMATION |
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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
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December 31, |
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March 31, |
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2022 |
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2022 |
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(Unaudited) |
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(In thousands, except share data) |
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ASSETS |
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Cash and cash equivalents |
$ |
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$ |
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Reinsurance recoverables and trade receivables, net |
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Inventories and parts, net |
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Prepaid expenses |
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Investments, fixed maturities and marketable equities |
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Investments, other |
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Deferred policy acquisition costs, net |
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Other assets |
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Right of use assets - financing, net |
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Right of use assets - operating, net |
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Related party assets |
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Property, plant and equipment, at cost: |
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Land |
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Buildings and improvements |
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Furniture and equipment |
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Rental trailers and other rental equipment |
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Rental trucks |
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Less: Accumulated depreciation |
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( |
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( |
Total property, plant and equipment, net |
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Total assets |
$ |
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$ |
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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Liabilities: |
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Accounts payable and accrued expenses |
$ |
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$ |
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Notes, loans and finance leases payable, net |
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Operating lease liabilities |
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Policy benefits and losses, claims and loss expenses payable |
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Liabilities from investment contracts |
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Other policyholders' funds and liabilities |
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Deferred income |
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Deferred income taxes, net |
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Total liabilities |
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Commitments and contingencies (notes 4, 8, 9 and 10) |
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Stockholders' equity: |
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Series preferred stock, with or without par value,
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Series A preferred stock, with no par value,
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Series B preferred stock, with no par value,
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issued and outstanding as of December 31 and March 31, 2022 |
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Serial common stock, with or without par value,
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Serial common stock of $
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none issued and outstanding as of December 31 and March 31, 2022 |
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Common stock, with $
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Common stock of $
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issued and
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Series N Non-Voting Common Stock, with $
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Series N Non-Voting Common Stock, with $0.001 par value, 250,000,000 shares authorized |
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Additional paid-in capital |
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Accumulated other comprehensive income (loss) |
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( |
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Retained earnings |
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Cost of common stock in treasury, net (
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( |
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( |
Cost of preferred stock in treasury, net (
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( |
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( |
Total stockholders' equity |
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Total liabilities and stockholders' equity |
$ |
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$ |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
1
U-HAUL HOLDING COMPANY AND CONSOLIDATED SUBSIDIARIES
CONDENSED CONSOLIDATED Statements of operations
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Quarter Ended December 31, |
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2022 |
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2021 |
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(Unaudited) |
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(In thousands, except share and per share amounts) |
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Revenues: |
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Self-moving equipment rentals |
$ |
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$ |
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Self-storage revenues |
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Self-moving and self-storage products and service sales |
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Property management fees |
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Life insurance premiums |
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Property and casualty insurance premiums |
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Net investment and interest income |
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Other revenue |
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Total revenues |
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Costs and expenses: |
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Operating expenses |
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Commission expenses |
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Cost of sales |
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Benefits and losses |
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Amortization of deferred policy acquisition costs |
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Lease expense |
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Depreciation, net of gains on disposal of $70,506 and $71,582, respectively |
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Net losses on disposal of real estate |
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Total costs and expenses |
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Earnings from operations |
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Other components of net periodic benefit costs |
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( |
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( |
Interest expense |
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( |
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( |
Fees on early extinguishment of debt |
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( |
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( |
Pretax earnings |
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Income tax expense |
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( |
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( |
Earnings available to common stockholders |
$ |
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$ |
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Basic and diluted earnings per share of Common Stock |
$ |
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$ |
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Weighted average shares outstanding of Common Stock: Basic and diluted |
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Basic and diluted earnings per share of Series N Non-Voting Common Stock |
$ |
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$ |
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Weighted average shares outstanding of Series N Non-Voting Common Stock: Basic and diluted |
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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.
2
U-HAUL HOLDING COMPANY AND CONSOLIDATED SUBSIDIARIES
CONDENSED CONSOLIDATED Statements of operations
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Nine Months Ended December 31, |
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2022 |
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2021 |
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(Unaudited) |
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(In thousands, except share and per share amounts) |
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Revenues: |
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Self-moving equipment rentals |
$ |
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$ |
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Self-storage revenues |
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Self-moving and self-storage products and service sales |
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Property management fees |
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Life insurance premiums |
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Property and casualty insurance premiums |
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Net investment and interest income |
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Other revenue |
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Total revenues |
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Costs and expenses: |
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Operating expenses |
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Commission expenses |
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Cost of sales |
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Benefits and losses |
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Amortization of deferred policy acquisition costs |
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Lease expense |
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Depreciation, net of gains on disposal of $199,196 and $157,980, respectively |
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Net (gains) losses on disposal of real estate |
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( |
Total costs and expenses |
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Earnings from operations |
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Other components of net periodic benefit costs |
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( |
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( |
Interest expense |
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( |
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( |
Fees on early extinguishment of debt |
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( |
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( |
Pretax earnings |
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Income tax expense |
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( |
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( |
Earnings available to common stockholders |
$ |
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$ |
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Basic and diluted earnings per share of Common Stock |
$ |
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$ |
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Weighted average shares outstanding of Common Stock: Basic and diluted |
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Basic and diluted earnings per share of Series N Non-Voting Common Stock |
$ |
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$ |
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Weighted average shares outstanding of Series N Non-Voting Common Stock: Basic and diluted |
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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.
3
U-HAUL HOLDING COMPANY AND CONSOLIDATED SUBSIDIARIES
Condensed consolidatED statements of COMPREHENSIVE INCOME (loss)
Quarter Ended December 31, 2022 |
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Pre-tax |
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Tax |
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Net |
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(Unaudited) |
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(In thousands) |
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Comprehensive income: |
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Net earnings |
$ |
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$ |
( |
$ |
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Other comprehensive income (loss): |
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Foreign currency translation |
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( |
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( |
Unrealized net loss on investments |
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( |
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( |
Change in fair value of cash flow hedges |
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( |
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Amounts reclassified into earnings on hedging activities |
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( |
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( |
Total other comprehensive income (loss) |
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( |
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( |
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Total comprehensive income |
$ |
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$ |
( |
$ |
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Quarter Ended December 31, 2021 |
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Pre-tax |
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Tax |
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Net |
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(Unaudited) |
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(In thousands) |
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Comprehensive income: |
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Net earnings |
$ |
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$ |
( |
$ |
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Other comprehensive income (loss): |
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Foreign currency translation |
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Unrealized net loss on investments |
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( |
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( |
Change in fair value of cash flow hedges |
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( |
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Amounts reclassified into earnings on hedging activities |
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( |
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Total other comprehensive income (loss) |
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( |
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( |
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Total comprehensive income |
$ |
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$ |
( |
$ |
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Nine Months Ended December 31, 2022 |
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Pre-tax |
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Tax |
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Net |
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(Unaudited) |
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(In thousands) |
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Comprehensive income: |
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Net earnings |
$ |
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$ |
( |
$ |
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Other comprehensive income (loss): |
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Foreign currency translation |
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( |
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( |
Unrealized net loss on investments |
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( |
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( |
Change in fair value of cash flow hedges |
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( |
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Amounts reclassified into earnings on hedging activities |
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( |
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Total other comprehensive income (loss) |
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( |
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( |
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Total comprehensive income |
$ |
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$ |
( |
$ |
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Nine Months Ended December 31, 2021 |
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Pre-tax |
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Tax |
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Net |
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(Unaudited) |
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(In thousands) |
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Comprehensive income: |
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Net earnings |
$ |
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$ |
( |
$ |
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Other comprehensive income (loss): |
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Foreign currency translation |
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( |
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( |
Unrealized net loss on investments |
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( |
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( |
Change in fair value of cash flow hedges |
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( |
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Amounts reclassified into earnings on hedging activities |
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( |
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Total other comprehensive income (loss) |
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( |
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( |
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Total comprehensive income |
$ |
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$ |
( |
$ |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
4
U-Haul Holding Company and consolidated subsidiaries
condensed consolidated statements of changes in stockholders’ equity
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Common Stock |
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Series N Non-Voting Common Stock |
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Additional Paid-In Capital |
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Accumulated Other Comprehensive Income (Loss) |
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Retained Earnings |
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Less: Treasury Common Stock |
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Less: Treasury Preferred Stock |
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Total Stockholders' Equity |
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(Unaudited) |
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(In thousands) |
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Balance as of September 30, 2022 |
$ |
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$ |
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$ |
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$ |
( |
$ |
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$ |
( |
$ |
( |
$ |
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Common stock dividend |
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( |
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Foreign currency translation |
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( |
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( |
Unrealized net loss on investments, net of tax |
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( |
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( |
Change in fair value of cash flow hedges, net of tax |
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Amounts reclassified into earnings on hedging activities |
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( |
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( |
Net earnings |
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Series N Non-Voting Common Stock dividends: ($0.04 per share) |
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( |
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( |
Net activity |
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( |
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( |
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Balance as of December 31, 2022 |
$ |
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$ |
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$ |
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$ |
( |
$ |
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$ |
( |
$ |
( |
$ |
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Balance as of September 30, 2021 |
$ |
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$ |
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$ |
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$ |
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$ |
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$ |
( |
$ |
( |
$ |
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Foreign currency translation |
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Unrealized net loss on investments, net of tax |
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( |
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( |
Change in fair value of cash flow hedges, net of tax |
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Amounts reclassified into earnings on hedging activities |
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Net earnings |
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Common Stock dividends: ($0.50 per share) |
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( |
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( |
Net activity |
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( |
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Balance as of December 31, 2021 |
$ |
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$ |
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$ |
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$ |
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$ |
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$ |
( |
$ |
( |
$ |
|
The accompanying notes are an integral part of these condensed consolidated financial statements.
5
U-Haul Holding Company and consolidated subsidiaries
condensed consolidated statements of changes in stockholders’ equity
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Common Stock |
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Series N Non-Voting Common Stock |
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Additional Paid-In Capital |
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Accumulated Other Comprehensive Income (Loss) |
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Retained Earnings |
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Less: Treasury Common Stock |
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Less: Treasury Preferred Stock |
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Total Stockholders' Equity |
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(Unaudited) |
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(In thousands) |
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Balance as of March 31, 2022 |
$ |
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$ |
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$ |
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$ |
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$ |
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$ |
( |
$ |
( |
$ |
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Common stock dividend |
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( |
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Foreign currency translation |
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( |
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( |
Unrealized net loss on investments, net of tax |
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( |
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( |
Change in fair value of cash flow hedges, net of tax |
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Amounts reclassified into earnings on hedging activities |
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Net earnings |
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Common Stock dividends: ($1.00 per share) |
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( |
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( |
Series N Non-Voting Common Stock dividends: ($0.04 per share) |
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( |
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( |
Net activity |
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( |
|
( |
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Balance as of December 31, 2022 |
$ |
|
$ |
|
$ |
|
$ |
( |
$ |
|
$ |
( |
$ |
( |
$ |
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|