Introduction
This Amendment No. 7 (this “
Amendment
”) relates to the Schedule 13D filed on July 13, 2006, as amended by Amendment No. 1 filed on March 9, 2007, as amended by Amendment No. 2 filed on June 26, 2009, as amended by Amendment No. 3 filed on May 1, 2013, as amended by Amendment No. 4 filed on December 17, 2015, as amended by Amendment No. 5 filed on February 12, 2016 and as amended by Amendment No. 6 filed on September 14, 2016 (the “
Schedule 13D
”), which relates to a group now consisting of Edward J. Shoen, Mark V. Shoen, Foster Road LLC, Willow Grove Holdings LP, Blackwater Investments, Inc. and SAC Holding Corporation, each individually and/or on behalf of the various entities as applicable (the “
Reporting Persons
”) with respect to the common stock, $0.25 par value per share (the “
Common Stock
”), of AMERCO (the “
Company
”).
Item 1. Security and Issuer.
No material change.
Item 2. Identity and Background.
No material change.
Item 3. Source and Amount of Funds or Other Consideration.
Blackwater Investments, Inc. paid $352.8677 per share of Company Common Stock purchased, totaling $705,735.40.
Item 4. Purpose of Transaction.
On May 30, 2017, Blackwater Investments, Inc. purchased 2,000 shares of AMERCO stock on the open market. No other material changes.
Item 5. Interest in Securities of the Issuer.
(a)-(b)As set forth below, each of the Reporting Persons beneficially owns the number and percentage of shares of Common Stock individually and as a group and each of the Reporting Persons maintains such sole or shared voting power as applicable. Each of the Reporting Persons continues to maintain sole dispositive power in respect of the shares beneficially owned individually by such Reporting Person. As of June 9, 2017, there were 19,607,788 shares of Common Stock outstanding, which is used as the basis for calculating percentages.
Foster Road LLC owns a 0.1% general partner interest in Willow Grove Holdings LP and controls all voting and disposition decisions with respect to the Common Stock owned by Willow Grove Holdings LP. Foster Road LLC is managed by Edward J. Shoen and Mark V. Shoen. Blackwater Investments, Inc. is wholly-owned by Willow Grove Holdings LP and directly owns 716,700 shares of the Common Stock. SAC Holding Corporation is wholly-owned by Blackwater Investments, Inc. and directly owns 30,000 shares of the Common Stock. The 7,562,884 shares of Common Stock reported above in connection with Willow Grove Holdings LP and Foster Road LLC do not include the 716,700 or 30,000 shares of Common Stock owned by Blackwater Investments, Inc. and SAC Holding Corporation, respectively. By virtue of Willow Grove Holdings LP’s ownership of Blackwater Investments, Inc., Willow Grove Holdings LP is the indirect owner of such 746,700 shares of Common Stock. Accordingly, Willow Grove Holdings LP directly and indirectly owns 8,309,584 shares of Common Stock, approximately 42.38% of the Common Stock outstanding.
Edward J. Shoen
:
Individually - owns directly or indirectly 24,956 shares of Common Stock, approximately 0.13% of the Common stock outstanding.
Group - owns directly or indirectly 8,334,540 shares of Common Stock, approximately 42.50% of the Common stock outstanding.
Mark V. Shoen
:
Individually - owns directly or indirectly 27,032 shares of Common Stock, approximately 0.14% of the Common stock outstanding.
Group - owns directly or indirectly 8,336,616 shares of Common Stock, approximately 42.52% of the Common stock outstanding.
Each of the Reporting Persons, as a member of a “group” with the other Reporting Persons for purposes of Rule 13d-5(b)(1) of the Exchange Act, may be deemed to beneficially own the shares owned by the other Reporting Persons. The filing of this Schedule 13D/A shall not be deemed an admission that any of the Reporting Person is, for purposes of Section 13(d) of the Exchange Act, the beneficial owner of any shares he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the shares reported herein that he or it does not directly own.
No other material changes.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
Foster Road LLC, the general partner of Willow Grove Holdings LP, controls all voting and disposition decisions with respect to the Common Stock owned by Willow Grove Holdings LP.
Foster Road LLC is owned by Edward J. Shoen and Mark V. Shoen.
Foster Road LLC holds a 0.1% general partner interest in Willow Grove Holdings LP.
Item 7. Material to be Filed as Exhibits.
Exhibit
99.1Joint Filing Agreement.