Related Party Transactions

9 Months Ended

Dec. 31, 2023

Related Party Transactions [Abstract]

Related Party Transactions

10. Related Party Transactions

U-Haul Holding Company has engaged in related party transactions and has continuing related party interests with certain major stockholders, directors and officers of the consolidated group as disclosed below.

SAC Holding Corporation and SAC Holding II Corporation (collectively, “SAC Holdings”) were established in order to acquire and develop self-storage properties. These properties are being managed by us pursuant to management agreements. SAC Holdings, Four SAC Self-Storage Corporation, Five SAC Self-Storage Corporation, Galaxy Investments, L.P. and 2015 SAC-Self-Storage, LLC are substantially controlled by Blackwater Investments, Inc. (“Blackwater”). Blackwater is wholly owned by Willow Grove Holdings LP, which is owned by Mark V. Shoen (a significant stockholder), and various trusts associated with Edward J. Shoen (our Chairman of the Board, President and a significant stockholder) and Mark V. Shoen.

Related Party Revenue

	Quarter ended December 31,
	2023		2022
	(Unaudited)
	(In thousands)
U-Haul management fee revenue from Blackwater	$	7,135	$	7,170
U-Haul management fee revenue from Mercury		3,003		2,910
	$	10,138	$	10,080

	Nine months ended December 31,
	2023		2022
	(Unaudited)
	(In thousands)
U-Haul management fee revenue from Blackwater	$	22,585	$	22,726
U-Haul management fee revenue from Mercury		5,997		5,770
	$	28,582	$	28,496

We currently manage the self-storage properties owned or leased by Blackwater and Mercury Partners, L.P. (“Mercury”), pursuant to a standard form of management agreement, under which we receive a management fee of between 4% and 10% of the gross receipts plus reimbursement for certain expenses. We received management fees, exclusive of reimbursed expenses, of $25.0 million and $24.9 million from the above-mentioned entities during the first nine months of fiscal 2024 and 2023, respectively. This management fee is consistent with the fee received for other properties we previously managed for third parties. Mark V. Shoen controls the general partner of Mercury. The limited partner interests of Mercury are

owned indirectly by James P. Shoen and various trusts benefiting Edward J. Shoen and James P. Shoen or their descendants. Mercury holds the option to purchase a portfolio of properties currently leased by Mercury and a U-Haul subsidiary; Mercury has notified W.P. Carey, the lessor, of its intent to purchase the properties.

Related Party Costs and Expenses

	Quarter ended December 31,
	2023		2022
	(Unaudited)
	(In thousands)
U-Haul lease expenses to Blackwater	$	604	$	604
U-Haul printing expenses to Blackwater		877		—
U-Haul commission expenses to Blackwater		18,946		20,016
	$	20,427	$	20,620

	Nine months ended December 31,
	2023		2022
	(Unaudited)
	(In thousands)
U-Haul lease expenses to Blackwater	$	1,812	$	1,812
U-Haul printing expenses to Blackwater		2,194		—
U-Haul commission expenses to Blackwater		65,684		71,283
	$	69,690	$	73,095

We lease space for marketing company offices, vehicle repair shops and hitch installation centers from subsidiaries of Blackwater. The terms of the leases are similar to the terms of leases for other properties owned by unrelated parties that are leased to us.

On May 15, 2023, SAC Holdings began providing ancillary and specialty printing services to us. The financial and other terms of the transactions are substantially identical to the terms of additional specialty printing vendors.

As of December 31, 2023, subsidiaries of Blackwater acted as independent dealers. The financial and other terms of the dealership contracts are substantially identical to the terms of those with our other independent dealers whereby commissions are paid by us based upon equipment rental revenues.

These agreements with subsidiaries of Blackwater, excluding Dealer Agreements, provided revenues of $22.6 million and $22.7 million, expenses of $1.8 million and $1.8 million and cash flows of $20.9 million and $21.0 million, respectively, during the first nine months of fiscal 2024 and 2023. Revenues were $305.2 million and $339.5 million and commission expenses were $65.7 million and $71.3 million, respectively, related to the Dealer Agreements, during the first nine months of fiscal 2024 and 2023.

We determined that we do not have a variable interest pursuant to the variable interest entity model under ASC 810, Consolidation in the holding entities of Blackwater.

Related Party Assets

	December 31,			March 31,
	2023			2023
	(Unaudited)
	(In thousands)
U-Haul receivable from Blackwater	$	41,674		$	42,141
U-Haul receivable from Mercury		13,711			8,402
Other (a)		(6,619	)		(2,235	)
	$	48,766		$	48,308

(a)Timing differences for intercompany balances with insurance subsidiaries resulting from the three-month difference in reporting periods.