Item
8.01Other Events
Fixed Rate Secured Notes Series
UIC-2G, 3G, 4G, 5G, 6G, 7G, 8G, 9G, 10G, 11G, 12G, 13G, 14G and 15G
On
October 24, 2017,
the Company and the Trustee entered the
Thirty-First
Supplemental Indenture to the Base Indenture (the “
31
st
Supplement”) and
a Pledge and Security Agreement (the “Security Agreement”). In connection with the foregoing, the Company
has offere
d
up to
$
4,970,000
in aggregate principal amount of
its UIC-2G, 3G, 4G, 5G, 6G, 7G, 8G, 9G, 10G, 11G, 12G, 13G, 14G and 15G
Secured Notes (the “Notes”)
in a public offering. Investors in the
Notes
must first join the U-Haul Investors Club. The Company intends to use the proceeds
from the Notes offering
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
Notes bear interest at rate
s
between
4.93% and 6.07
% per year
and mature between eight and twelve years from issue date
and are fully amortizing over the
ir respective terms
. Principal and interest on
the
Note
s
will be credited to each holder’s U-Haul Investors Club account on a quarterly basis
in arrears throughout the term
. The
31
st
Supplement and the
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
are structurally
subordinated to existing and future claims of creditors of the Company’s subsidiaries.
The Notes
will be offered and sold
pursuant to the Company’s shelf registration statement on Form S-3 (Registration No. 333-
215546
) under the Securities Act of 1933, as amended. The Company has filed
with the Securities and Exchange Commission
a prospectus supplement dated
October 24, 2017
, together with the accompanying prospectus dated
January 13, 2017
, relating to the offeri
ng and sale of the
Notes.
For
the complete
terms and conditions of the
31
st
Supplement and the
Security Agreement, please refer to the
31
st
Supplement and the Security Agreement themselves,
each of which is incorporated herein by reference and attached to this Current R
eport on Form 8-K as Exhibit 4.1
.
The
opinion and consent of Jennifer M. Settles, Secretary of the Company, as to the validity of the Notes
is incorporated by reference into the Registration Statement on Form S-3 (File No. 333-
215546
) and filed as Exhibit 5.1 hereto.