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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

January 10, 2020

 

Date of Report (Date of earliest event reported)

 

AMERCO

(Exact name of registrant as specified in its charter)

 

Nevada                                                    001-11255                                          88-0106815

(State or other jurisdiction of incorporation)

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

5555 Kietzke Lane , Ste. 100

Reno , NV 89511

(Address of Principal Executive Offices)

 

775 668-6300

(Registrant’s telephone number, including area code)

 

  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

NASDAQ Global Select Market

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule   12b-2   of the Securities Exchange Act of 1934 (§240.12b-2   of this chapter).

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.    

 

 

 


 

 

Item   8.01Other Events

 

On January 10, 2020, AMERCO, a Nevada corporation (the “Company”), filed an “automatic shelf registration” (as defined in Rule 405 under the Securities Act of 1933, as amended) with the Securities and Exchange Commission (the “New Shelf Registration Statement”) to replace its previous shelf registration statement on Form S-3, scheduled to expire on January 13, 2020.

 

Pursuant to the New Shelf Registration Statement and prospectus supplements to a prospectus, each dated and filed with the Securities and Exchange Commission on January 10, 2020, the Company has offered up to an aggregate principal amount of $1,956,000 of Fixed Rate Secured Notes Series UIC-1I; $1,372,400 of Fixed Rate Secured Notes Series UIC-6I, 7I and 9I; and $6,971,100 of Fixed Rate Secured Notes Series 10I to 13I (collectively, the “Notes”).

 

The Company is filing this Current Report on Form 8-K to report as an exhibit a copy of the opinion and consent of Jennifer M. Settles, Secretary of the Company, as to the validity of the Notes, which is incorporated by reference into the New Shelf Registration Statement and filed as Exhibit 5.1 hereto.

 

Item 9.01.Financial Statements and Exhibits.

 

(d)Exhibits.  

 

Exhibit No.

Description

5.1

Opinion of Jennifer M. Settles, Secretary of AMERCO.

23.1

Consent of Jennifer M. Settles, Secretary of AMERCO (included in Exhibit 5.1).

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

AMERCO

(Registrant)

 

Date: January 10, 2020By: /s/ Jason A. Berg

Jason A. Berg

Chief Financial Officer

 

 


EXHIBIT INDEX

 

 

Exhibit No.

Description

5.1

Opinion of Jennifer M. Settles, Secretary of AMERCO.

23.1

Consent of Jennifer M. Settles, Secretary of AMERCO (included in Exhibit 5.1).

 


 

January 10, 2020

 

Ladies and Gentlemen:

I am Secretary of AMERCO, a Nevada corporation (the “Company”), and have served as counsel to the Company in connection with the registration under the Securities Act of 1933, as amended (the “Act”), of the Company’s aggregate principal amount of up to $1,956,000 of Fixed Rate Secured Notes Series UIC-1I; $1,372,400 of Fixed Rate Secured Notes Series UIC-6I, 7I and 9I; and $6,971,100 of Fixed Rate Secured Notes Series UIC-10I to 13I (collectively, the “Notes”).  As the Company’s counsel, I have examined such corporate records, certificates and other documents, and such questions of law, as I have considered necessary or appropriate for the purposes of this opinion.

Upon the basis of such examination, I advise you that, in my opinion, the Notes constitute valid and legally binding obligations of the Company, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equity principles.

The foregoing opinion is limited to the laws of the States of Nevada and New York, and I am expressing no opinion as to the effect of the laws of any other jurisdiction.

I have relied as to certain factual matters on information obtained from public officials, officers of the Company and other sources believed by me to be responsible, and I have assumed that the Base Indenture dated as of February 14, 2011 (as amended and supplemented, the “Indenture”) by and between the Company and U.S. Bank National Association, as trustee (the “Trustee”) under which the Notes were issued have been duly authorized, executed and delivered by the Trustee thereunder.

I hereby consent to the filing of this opinion as an exhibit to a Current Report on Form 8-K to be incorporated by reference into the Registration Statement on Form S-3ASR, filed with the Securities and Exchange Commission on January 10, 2020 (File No. 333-235872) (the “Registration Statement”), and to all references to me, if any, included in or made a part of the Registration Statement. In giving such consent, I do not thereby admit that I am in the category of persons whose consent is required under Section 7 of the Act.

Very truly yours,

/s/ Jennifer M. Settles

Jennifer M. Settles, Secretary

 

 

 


Exhibit 23.1

 

Refer to Exhibit 5.1.