body10q.htm
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-Q

(Mark One)
 
R
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2009

or

 
£
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the transition period from __________________ to __________________



     
Commission
File Number
Registrant, State of Incorporation
Address and Telephone Number
I.R.S. Employer
Identification No.
     
 
amerco logo
 
     
1-11255
AMERCO
88-0106815
 
(A Nevada Corporation)
 
 
1325 Airmotive Way, Ste. 100
 
 
Reno, Nevada 89502-3239
 
 
Telephone (775) 688-6300
 
     

 
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. Yes R  No £
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).  Yes  o No  o
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definition of a “large accelerated filer,” “accelerated filer,” “non-accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
 
Larger accelerated filer £                                                                Accelerated filer R                                           Non-accelerated filer £    Smaller reporting company £
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes £  No R
 
19,607,788 shares of AMERCO Common Stock, $0.25 par value, were outstanding at August 1, 2009.
 


 
 

 

TABLE OF CONTENTS

   
Page No.
 
PART I FINANCIAL INFORMATION
 
Item 1.
Financial Statements
 
 
1
 
2
 
3
 
4
 
5 - 32
Item 2.
33 - 47
Item 3.
Quantitative and Qualitative Disclosures About Market Risk                                                                                                                
48
Item 4.
Controls and Procedures                                                                                                                
49
     
 
PART II OTHER INFORMATION
 
Item 1.
Legal Proceedings                                                                                                                
50
Item 1A.
Risk Factors                                                                                                                
50
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds                                                                                                                 
50
Item 3.
Defaults Upon Senior Securities                                                                                                                
50
Item 4.
Submission of Matters to a Vote of Security Holders                                                                                                                
50
Item 5.
Other Information                                                                                                                
50
Item 6.
Exhibits                                                                                                                 
50


 
 

 

PART I FINANCIAL INFORMATION
 
ITEM 1.     Financial Statements
 

AMERCO AND CONSOLIDATED ENTITIES
 
CONDENSED CONSOLIDATED BALANCE SHEETS
 
   
June 30,
   
March 31,
 
   
2009
   
2009
 
   
(Unaudited)
       
   
(In thousands)
 
ASSETS
           
Cash and cash equivalents
  $ 226,717     $ 240,587  
Reinsurance recoverables and trade receivables, net
    225,717       213,853  
Notes and mortgage receivables, net
    2,728       2,931  
Inventories, net
    64,188       70,749  
Prepaid expenses
    61,415       54,201  
Investments, fixed maturities and marketable equities
    508,587       519,631  
Investments, other
    217,338       227,022  
Deferred policy acquisition costs, net
    45,432       44,993  
Other assets
    135,091       133,644  
Related party assets
    296,177       303,534  
      1,783,390       1,811,145  
Property, plant and equipment, at cost:
               
Land
    214,377       212,744  
Buildings and improvements
    939,264       920,294  
Furniture and equipment
    336,620       333,314  
Rental trailers and other rental equipment
    223,685       214,988  
Rental trucks
    1,678,102       1,666,151  
      3,392,048       3,347,491  
Less: Accumulated depreciation
    (1,335,989 )     (1,333,563 )
Total property, plant and equipment
    2,056,059       2,013,928  
Total assets
  $ 3,839,449     $ 3,825,073  
LIABILITIES AND STOCKHOLDERS' EQUITY
               
Liabilities:
               
Accounts payable and accrued expenses
  $ 305,543     $ 329,227  
AMERCO's notes, loans and leases payable
    1,534,320       1,546,490  
Policy benefits and losses, claims and loss expenses payable
    786,754       779,309  
Liabilities from investment contracts
    292,662       303,332  
Other policyholders' funds and liabilities
    9,943       11,961  
Deferred income
    28,730       24,612  
Deferred income taxes
    130,349       112,513  
Total liabilities
    3,088,301       3,107,444  
                 
Commitments and contingencies (notes 4, 8, 9 and 10)
               
Stockholders' equity:
               
Series preferred stock, with or without par value, 50,000,000 shares authorized:
               
Series A preferred stock, with no par value, 6,100,000 shares authorized;
               
6,049,800 and 6,100,000 shares issued and outstanding as of June 30 and March 31, 2009
    -       -  
Series B preferred stock, with no par value, 100,000 shares authorized; none
               
issued and outstanding as of June 30 and March 31, 2009
    -       -  
Series common stock, with or without par value, 150,000,000 shares authorized:
               
Series A common stock of $0.25 par value, 10,000,000 shares authorized;
               
none issued and outstanding as of June 30 and March 31, 2009
    -       -  
Common stock of $0.25 par value, 150,000,000 shares authorized; 41,985,700
               
issued as of June 30 and March 31, 2009
    10,497       10,497  
Additional paid-in capital
    419,604       420,588  
Accumulated other comprehensive loss
    (83,275 )     (98,000 )
Retained earnings
    935,376       915,862  
Cost of common shares in treasury, net (22,377,912 shares as of June 30 and March 31, 2009)
    (525,653 )     (525,653 )
Unearned employee stock ownership plan shares
    (5,401 )     (5,665 )
Total stockholders' equity
    751,148       717,629  
Total liabilities and stockholders' equity
  $ 3,839,449     $ 3,825,073  
 

 
The accompanying notes are an integral part of these condensed consolidated financial statements.

 
1

 

 

AMERCO AND CONSOLIDATED ENTITIES
 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 



   
Quarter Ended June 30,
 
   
2009
   
2008
 
   
(Unaudited)
 
   
(In thousands, except share and per share amounts)
 
Revenues:
           
Self-moving equipment rentals
  $ 372,941     $ 390,029  
Self-storage revenues
    27,004       27,551  
Self-moving and self-storage products and service sales
    57,822       62,556  
Property management fees
    4,450       4,716  
Life insurance premiums
    27,604       26,917  
Property and casualty insurance premiums
    6,215       6,124  
Net investment and interest income
    13,680       14,596  
Other revenue
    10,943       10,305  
Total revenues
    520,659       542,794  
                 
Costs and expenses:
               
Operating expenses
    258,501       261,713  
Commission expenses
    44,411       47,965  
Cost of sales
    30,450       34,985  
Benefits and losses
    27,694       24,875  
Amortization of deferred policy acquisition costs
    1,917       2,088  
Lease expense
    39,273       34,568  
Depreciation, net of (gains) losses on disposals
    59,217       64,938  
Total costs and expenses
    461,463       471,132  
                 
Earnings from operations
    59,196       71,662  
Interest expense
    (23,221 )     (23,844 )
Pretax earnings
    35,975       47,818  
Income tax expense
    (13,543 )     (17,992 )
Net earnings
    22,432       29,826  
Excess carrying amount of preferred stock over consideration paid
    323       -  
Less: Preferred stock dividends
    (3,241 )     (3,241 )
Earnings available to common shareholders
  $ 19,514     $ 26,585  
Basic and diluted earnings per common share
  $ 1.01     $ 1.37  
Weighted average common shares outstanding: Basic and diluted
    19,369,591       19,343,184  


The accompanying notes are an integral part of these condensed consolidated financial statements.



 
2

 

AMERCO AND CONSOLIDATED ENTITIES
 
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
 


   
Quarter Ended June 30,
 
   
2009
   
2008
 
   
(Unaudited)
 
   
(In thousands)
 
Comprehensive income:
           
Net earnings
  $ 22,432     $ 29,826  
Other comprehensive income (loss), net of tax:
               
Foreign currency translation
    4,229       1,182  
Unrealized gain (loss) on investments
    (3,373 )     478  
Fair market value of cash flow hedges
    13,869       13,395  
Total comprehensive income
  $ 37,157     $ 44,881  


 
3

 


 
AMERCO AND CONSOLIDATED ENTITIES
 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 
   
Quarter Ended June 30,
 
   
2009
   
2008
 
   
(Unaudited)
 
   
(In thousands)
 
 Cash flow from operating activities:
           
 Net earnings
  $ 22,432     $ 29,826  
 Adjustments to reconcile net earnings to the cash provided by operations:
               
 Depreciation
    57,879       60,253  
 Amortization of deferred policy acquisition costs
    1,917       2,088  
 Change in allowance for losses on trade receivables
    13       (76 )
 Change in allowance for losses on mortgage notes
    (6 )     (10 )
 Change in allowance for inventory reserves
    754       624  
 Net loss on sale of real and personal property
    1,338       4,685  
 Net gain on sale of investments
    (625 )     (138 )
 Deferred income taxes
    5,328       13,878  
 Net change in other operating assets and liabilities:
               
Reinsurance recoverables and trade receivables
    (11,890 )     (5,889 )
Inventories
    5,807       (6,350 )
Prepaid expenses
    (7,214 )     (6,770 )
Capitalization of deferred policy acquisition costs
    (3,063 )     (2,282 )
Other assets
    (1,162 )     252  
Related party assets
    7,792       8,270  
Accounts payable and accrued expenses
    6,869       25,188  
Policy benefits and losses, claims and loss expenses payable
    6,367       (4,110 )
Other policyholders' funds and liabilities
    (2,021 )     (1,404 )
Deferred income
    4,050       5,013  
Related party liabilities
    (343 )     (1,335 )
 Net cash provided by operating activities
    94,222       121,713  
                 
 Cash flows from investing activities:
               
 Purchases of:
               
Property, plant and equipment
    (123,546 )     (96,257 )
Short term investments
    (51,535 )     (146,434 )
Fixed maturities investments
    (33,647 )     (59,796 )
Preferred stock
    (882 )     (1,895 )
Real estate
    (293 )     (26 )
Mortgage loans
    (288 )     (4,920 )
 Proceeds from sale of:
               
Property, plant and equipment
    38,088       36,304  
Short term investments
    60,778       86,726  
Fixed maturities investments
    40,572       130,919  
Equity securities
    -       27  
Real estate
    12       15  
Mortgage loans
    735       2,039  
Payments from notes and mortgage receivables
    497       -  
 Net cash used by investing activities
    (69,509 )     (53,298 )
                 
 Cash flows from financing activities:
               
Borrowings from credit facilities
    13,478       15,330  
Principal repayments on credit facilities
    (37,757 )     (37,197 )
Debt issuance costs
    (277 )     (360 )
Capital lease payments
    (329 )     (138 )
Leveraged Employee Stock Ownership Plan - repayments from loan
    264       315  
Preferred stock dividends paid
    (3,241 )     (3,241 )
Investment contract deposits
    2,829       4,703  
Investment contract withdrawals
    (13,500 )     (15,273 )
 Net cash used by financing activities
    (38,533 )     (35,861 )
                 
 Effects of exchange rate on cash
    (50 )     616  
                 
 Increase (decrease) in cash and cash equivalents
    (13,870 )     33,170  
 Cash and cash equivalents at the beginning of period
    240,587       206,622  
 Cash and cash equivalents at the end of period
  $ 226,717     $ 239,792  


The accompanying notes are an integral part of these condensed consolidated financial statements.

 
4

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS
 
 
1.      Basis of Presentation
 
The first fiscal quarter for AMERCO ends on the 30th of June for each year that is referenced. Our insurance company subsidiaries have a first quarter that ends on the 31st of March for each year that is referenced. They have been consolidated on that basis. Our insurance companies’ financial reporting processes conform to calendar year reporting as required by state insurance departments. Management believes that consolidating their calendar year into our fiscal year financial statements does not materially affect the financial position or results of operations. The Company discloses any material events occurring during the intervening period. Consequently, all references to our insurance subsidiaries’ years 2009 and 2008 correspond to the Company’s fiscal years 2010 and 2009.
 
Accounts denominated in non-U.S. currencies have been translated into U.S. dollars. Certain amounts reported in previous years have been reclassified to conform to the current presentation.
 
The condensed consolidated balance sheet as of June 30, 2009 and the related condensed consolidated statements of operations and cash flows for the first quarter of fiscal 2010 and 2009 are unaudited.
 
In our opinion, all adjustments necessary for the fair presentation of such condensed consolidated financial statements have been included. Such adjustments consist only of normal recurring items. Interim results are not necessarily indicative of results for a full year. The information in this 10-Q should be read in conjunction with Management’s Discussion and Analysis and financial statements and notes thereto included in the AMERCO 2009 Form 10-K.
 
Intercompany accounts and transactions have been eliminated.
 
Description of Legal Entities
 
AMERCO, a Nevada corporation (“AMERCO”), is the holding company for:
 
U-Haul International, Inc. (“U-Haul”),
 
Amerco Real Estate Company (“Real Estate”),
 
Republic Western Insurance Company (“RepWest”), and
 
Oxford Life Insurance Company (“Oxford”).
 
Unless the context otherwise requires, the term “Company,” “we,” “us” or “our” refers to AMERCO and all of its legal subsidiaries.
 

 


 
5

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Description of Operating Segments
 
AMERCO has three reportable segments. They are Moving and Storage, Property and Casualty Insurance and Life Insurance.
 
Moving and Storage operations include AMERCO, U-Haul, and Real Estate and the wholly-owned subsidiaries of U-Haul and Real Estate and consist of the rental of trucks and trailers, sales of moving supplies, sales of towing accessories, sales of propane, the rental of self-storage spaces to the “do-it-yourself” mover and management of self-storage properties owned by others. Operations are conducted under the registered trade name U-Haul® throughout the United States and Canada.
 
Property and Casualty Insurance includes RepWest and its wholly-owned subsidiaries and ARCOA risk retention group. Property and Casualty Insurance provides loss adjusting and claims handling for U-Haul through regional offices across North America. Property and Casualty Insurance also underwrites components of the Safemove, Safetow and Safestor protection packages to U-Haul customers. We continue to focus on increasing market penetration of these products. The business plan for Property and Casualty Insurance includes offering property and casualty products in other U-Haul related programs. The ARCOA risk retention group is a captive insurer owned by the Company whose purpose is to provide insurance products related to the moving and storage business.
 
Life Insurance includes Oxford and its wholly-owned subsidiaries. Oxford provides life and health insurance products primarily to the senior market through the direct writing or reinsuring of life insurance, Medicare supplement and annuity policies.
 
2. Earnings per Share
 
Net earnings for purposes of computing earnings per common share are net earnings less preferred stock dividends. Preferred stock dividends include accrued dividends of AMERCO.
 
The weighted average common shares outstanding exclude post-1992 shares of the employee stock ownership plan that have not been committed to be released. The unreleased shares net of shares committed to be released were 231,942 and 281,892 as of June 30, 2009 and June 30, 2008, respectively.
 
6,049,800 shares of preferred stock have been excluded from the weighted average shares outstanding calculation because they are not common stock and they are not convertible into common stock.
 
Between January 1, 2009 and March 31, 2009, RepWest purchased 50,200 shares of our AMERCO Series A 8 ½% Preferred Stock (NYSE-AO-PA) (“Series A Preferred”) on the open market at an average price of $17.57 per share. Under the Emerging Issues Task Force (“EITF”) Issue D-42, The Effect on the Calculation of Earnings of Earnings Per Share for Redemption or Induced Conversion of Preferred Stock (“EITF Issue D-42”), for earnings per share purposes, the excess of the carrying amount of the Series A Preferred over the fair value of the consideration paid of $0.3 million, net of a prorated portion of original issue costs, was added to net earnings available to common shareholders.
 
In the future, should RepWest sell these preferred stock units to an unaffiliated entity, a proportionate share of this gain would be reversed at that time for earnings per share purposes.

 
6

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
3. Investments
 
Expected maturities may differ from contractual maturities as borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.
 
The Company deposits bonds with insurance regulatory authorities to meet statutory requirements. The adjusted cost of bonds on deposit with insurance regulatory authorities was $15.4 million at March 31, 2009.
 
Available-for-Sale Investments
 
Available-for-sale investments at March 31, 2009 were as follows:
 

   
Amortized
Cost
   
Gross
Unrealized
Gains
   
Gross
Unrealized
Losses More than 12 Months
   
Gross
Unrealized
Losses Less than 12 Months
   
Estimated
Market
Value
 
   
(Unaudited)
 
   
(In thousands)
 
U.S. treasury securities and government obligations
  $ 71,628     $ 3,181     $ -     $ (28 )   $ 74,781  
U.S. government agency mortgage-backed securities
    97,874       4,792       (37 )     (10 )     102,619  
Obligations of states and political subdivisions
    10,568       121       (76 )     (764 )     9,849  
Corporate securities
    325,120       3,410       (14,751 )     (9,752 )     304,027  
Mortgage-backed securities
    12,074       142       (1,522 )     (292 )     10,402  
Redeemable preferred stocks
    15,391       28       (5,050 )     (2,563 )     7,806  
Common stocks
    70       -       -       (63 )     7  
Less: Preferred stock of AMERCO held by RepWest
    (882 )     (22 )     -       -       (904 )
    $ 531,843     $ 11,652     $ (21,436 )   $ (13,472 )   $ 508,587  
 

 
The above table includes gross unrealized losses that are not deemed to be other-than-temporarily impaired, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position.
 
The Company sold available-for-sale securities with a fair value of $40.5 million during the first quarter of fiscal 2010. The gross realized gains on these sales totaled $0.8 million. The Company realized gross losses on these sales of $0.1 million.
 
The unrealized losses of more than twelve months in the available-for-sale table are considered temporary declines. The Company tracks each investment with an unrealized loss and evaluates them on an individual basis for other-than-temporary impairments including obtaining corroborating opinions from third party sources, performing trend analysis and reviewing management’s future plans. Certain of these investments had declines determined by management to be other-than-temporary and the Company recognized these write-downs through earnings in the amount of approximately $0.1 million for the first quarters of fiscal 2010 and 2009.
 
The investment portfolio primarily consists of corporate securities and U.S. government securities. The Company believes it monitors its investments as appropriate. The Company’s methodology of assessing other-than-temporary impairments is based on security-specific analysis as of the balance sheet date and considers various factors including the length of time to maturity, the extent to which the fair value has been less than the cost, the financial condition and the near-term prospects of the issuer, and whether the debtor is current on its contractually obligated interest and principal payments. Nothing has come to management’s attention that would lead to the belief that each issuer would not have the ability to meet the remaining contractual obligations of the security, including payment at maturity. The Company has the ability and intent to hold its fixed maturity investments for a period of time sufficient to allow the Company to recover its costs.

 
7

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
The adjusted cost and estimated market value of available-for-sale investments at March 31, 2009, by contractual maturity, were as follows:
 

   
March 31, 2009
 
   
Amortized
Cost
   
Estimated
Market
Value
 
   
(Unaudited)
 
   
(In thousands)
 
Due in one year or less
  $ 46,174     $ 45,493  
Due after one year through five years
    145,024       141,220  
Due after five years through ten years
    84,684       83,844  
After ten years
    229,308       220,719  
      505,190       491,276  
                 
Mortgage backed securities
    12,074       10,402  
Redeemable preferred stocks
    15,391       7,806  
Equity securities
    70       7  
Less: Preferred stock of AMERCO held by RepWest
    (882 )     (904 )
    $ 531,843     $ 508,587  
 

 
4. Borrowings
 
Long-Term Debt
 
Long-term debt was as follows:
 

               
June 30,
   
March 31,
 
   
2010 Rate (a)
   
Maturities
   
2009
   
2009
 
               
(Unaudited)
       
               
(In thousands)
 
Real estate loan (amortizing term)
    6.93 %  
2018
    $ 272,500     $ 275,000  
Real estate loan (revolving credit)
    1.83 %  
2018
      170,000       170,000  
Real estate loan (amortizing term) (b)
    3.32 %  
2010
      32,682       37,280  
Senior mortgages
    5.47% - 5.75 %  
2015
      493,954       496,156  
Working capital loan (revolving credit)
    -    
2010
      -       -  
Fleet loans (amortizing term)
    4.87% - 7.95 %     2012-2016       287,403       299,505  
Fleet loans (securitization)
    5.40% - 5.56 %     2010-2014       248,993       256,690  
Other obligations
    5.64% - 7.39 %     2010-2016       28,788       11,859  
Total AMERCO notes, loans and leases payable
                  $ 1,534,320     $ 1,546,490  
                                 
(a) Interest rate as of June 30, 2009, including the effect of applicable hedging instruments.
                 
(b) Revolving credit loan for March 31, 2009 was modified to an amortizing term loan in June 2009.
         
 


 
8

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Real Estate Backed Loans
 
Real Estate Loan
 
Amerco Real Estate Company and certain of its subsidiaries and U-Haul Company of Florida are borrowers under a Real Estate Loan. The loan has a final maturity date of August 2018. The loan is comprised of a term loan facility with initial availability of $300.0 million and a revolving credit facility with an availability of $200.0 million. As of June 30, 2009, the outstanding balance on the Real Estate Loan was $272.5 million and $170.0 million had been drawn down on the revolving credit facility. U-Haul International, Inc. is a guarantor of this loan.
 
The amortizing term portion of the Real Estate Loan requires monthly principal and interest payments, with the unpaid loan balance and accrued and unpaid interest due at maturity. The revolving credit portion of the Real Estate Loan requires monthly interest payments when drawn, with the unpaid loan balance and any accrued and unpaid interest due at maturity.  The Real Estate Loan is secured by various properties owned by the borrowers.
 
The interest rate for the amortizing term portion, per the provisions of the amended Loan Agreement, is the applicable London Inter-Bank Offer Rate (“LIBOR”) plus the applicable margin. At June 30, 2009, the applicable LIBOR was 0.33% and the applicable margin was 1.50%, the sum of which was 1.83%. The rate on the term facility portion of the loan is hedged with an interest rate swap fixing the rate at 6.93% based on current margin.
 
The interest rate for the revolving credit facility, per the provision of the amended Loan Agreement, is the applicable LIBOR plus the applicable margin. The margin ranges from 1.50% to 2.00%. At June 30, 2009, the applicable LIBOR was 0.33% and the applicable margin was 1.50%, the sum of which was 1.83%.
 
The default provisions of the Real Estate Loan include non-payment of principal or interest and other standard reporting and change-in-control covenants. There are limited restrictions regarding our use of the funds.
 
Amerco Real Estate Company and a subsidiary of U-Haul International, Inc. entered into a revolving credit construction loan effective June 29, 2006. This loan was modified and extended on June 25, 2009 into a term loan with a final maturity of June 2010. As of June 30, 2009, the outstanding balance was $32.7 million.
 
This Real Estate Loan requires monthly principal and interest payments with the unpaid principal and any accrued and unpaid interest due at maturity. The loan was used to develop new or existing storage properties. The loan is secured by these properties. The interest rate, per the provision of the Loan Agreement, is the applicable LIBOR plus a margin of 3.00%. At June 30, 2009, the applicable LIBOR was 0.32% and the margin was 3.00%, the sum of which was 3.32%. U-Haul International, Inc. and AMERCO are guarantors of this loan. The default provisions of the loan include non-payment of principal or interest and other standard reporting and change-in-control covenants.
 
Senior Mortgages
 
Various subsidiaries of Amerco Real Estate Company and U-Haul International, Inc. are borrowers under certain senior mortgages. These senior mortgages loan balances as of June 30, 2009 were in the aggregate amount of $440.6 million and are due July 2015. The Senior Mortgages require average monthly principal and interest payments of $3.0 million with the unpaid loan balance and accrued and unpaid interest due at maturity. These senior mortgages are secured by certain properties owned by the borrowers. The interest rates, per the provisions of these senior mortgages, are 5.68% and 5.52% per annum. Amerco Real Estate Company and U-Haul International, Inc. have provided limited guarantees of these senior mortgages. The default provisions of these senior mortgages include non-payment of principal or interest and other standard reporting and change-in-control covenants. There are limited restrictions regarding our use of the funds.
 
Various subsidiaries of the Company are borrowers under the mortgage backed loans that we also classify as senior mortgages. These loans are secured by certain properties owned by the borrowers. The loan balance of these notes totals $53.4 million as of June 30, 2009. These loans mature in 2015. Rates for these loans range from 5.47% to 5.75%. The loans require monthly principal and interest payments with the balances due upon maturity. The default provisions of the loans include non-payment of principal or interest and other standard reporting and change-in-control covenants. There are limited restrictions regarding our use of the funds.

 
9

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Working Capital Loans
 
Amerco Real Estate Company is a borrower under an asset backed working capital loan. The maximum amount that can be drawn at any one time is $35.0 million. The loan is secured by certain properties owned by the borrower. The interest rate, per the provision of the Loan Agreement, is the applicable LIBOR plus a margin of 1.50%. The loan agreement provides for revolving loans, subject to the terms of the loan agreement with final maturity in November 2010. The loan requires monthly interest payments with the unpaid loan balance and accrued and unpaid interest due at maturity. U-Haul International, Inc. and AMERCO are the guarantors of this loan. The default provisions of the loan include non-payment of principal or interest and other standard reporting and change-in-control covenants. At June 30, 2009, the Company had $35.0 million of available credit.
 
Fleet Loans
 
Rental Truck Amortizing Loans
 
U-Haul International, Inc. and several of its subsidiaries are borrowers under amortizing term loans. The balance of the loans as of June 30, 2009 were $287.4 million with the final maturities between April 2012 and April 2016.
 
The Amortizing Loans require monthly principal and interest payments, with the unpaid loan balance and accrued and unpaid interest due at maturity. These loans were used to purchase new trucks. The interest rates, per the provision of the Loan Agreements, are the applicable LIBOR plus a margin between 0.90% and 2.63%. At June 30, 2009, the applicable LIBOR was 0.32% to 0.33% and applicable margins were between 1.125% and 2.63%. The interest rates are hedged with interest rate swaps fixing the rates between 4.87% and 7.42% based on current margins other than one loan with a fixed rate of 7.95%.
 
AMERCO and U-Haul International, Inc. are guarantors of these loans. The default provisions of these loans include non-payment of principal or interest and other standard reporting and change-in-control covenants.
 
Rental Truck Securitizations
 
U-Haul S Fleet and its subsidiaries (collectively, “USF”) issued a $217.0 million asset-backed note (“Box Truck Note”) and an $86.6 million asset-backed note (“Cargo Van/Pickup Note”) on June 1, 2007. USF is a bankruptcy-remote special purpose entity wholly-owned by U-Haul International, Inc. The net proceeds from these securitized transactions were used to finance new box truck, cargo van and pickup truck purchases throughout fiscal 2008. U.S. Bank, NA acts as the trustee for this securitization.
 
The Box Truck Note has a fixed interest rate of 5.56% with an estimated final maturity of February 2014. At June 30, 2009, the outstanding balance was $162.4 million. The note is secured by the box trucks that were purchased and operating cash flows associated with their operation.
 
The Cargo Van/Pickup Note has a fixed interest rate of 5.40% with an estimated final maturity of May 2010. At June 30, 2009, the outstanding balance was $86.6 million. The note is secured by the cargo vans and pickup trucks that were purchased and the operating cash flows associated with their operation.
 
The Box Truck Note and the Cargo Van/Pickup Note have the benefit of financial guaranty insurance policies that guarantee the timely payment of interest on and the ultimate payment of the principal of the notes.
 
The Box Truck Note and the Cargo Van/Pickup Note are subject to certain covenants with respect to liens, additional indebtedness of the special purpose entities, the disposition of assets and other customary covenants of bankruptcy-remote special purpose entities. The default provisions of the notes include non-payment of principal or interest and other standard reporting and change in control covenants.

 
10

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Other Obligations
 
In April 2008, the Company entered into a $10.0 million capital lease for new rental equipment. The term of the lease is seven years and the Company has the option to purchase the equipment at a predetermined amount after the fifth year of the lease. In March 2009, the Company entered into a $2.6 million capital lease for new rental equipment. The term of the lease is seven years. In June 2009, the Company entered into a $12.9 million capital lease for new rental equipment. The term of the lease is seven years. At June 30, 2009, the balances on these leases were $23.2 million.
 
In April 2009, the Company entered into a $7.0 million premium financing arrangement for one year expiring in March 2010 at a rate of 5.85%. At June 30, 2009, the outstanding balance of this arrangement was $5.6 million.
 
Annual Maturities of AMERCO Consolidated Notes, Loans and Leases Payable
 
The annual maturities of AMERCO consolidated long-term debt as of June 30, 2009 for the next five years and thereafter is as follows:
 

   
Year Ending June 30,
 
   
2010
   
2011
   
2012
   
2013
   
2014
   
Thereafter
 
   
(Unaudited)
 
   
(In thousands)
 
Notes, loans and leases payable, secured
  $ 207,840     $ 80,865     $ 122,396     $ 106,826     $ 157,662     $ 858,731  
 

 
5. Interest on Borrowings
 
Interest Expense
 
Expenses associated with loans outstanding were as follows:
 

   
Quarter Ended June 30,
 
   
2009
   
2008
 
   
(Unaudited)
 
   
(In thousands)
 
Interest expense
  $ 16,059     $ 19,587  
Capitalized interest
    (151 )     (110 )
Amortization of transaction costs
    1,185       1,279  
Interest expense resulting from derivatives
    6,128       3,088  
Total interest expense
   $ 23,221      $ 23,844  
 

 
Interest paid in cash by AMERCO amounted to $14.9 million and $19.2 million for the first quarter of fiscal 2010 and 2009, respectively.

 
11

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
The Company manages exposure to changes in market interest rates. The Company’s use of derivative instruments is limited to highly effective interest rate swaps to hedge the risk of changes in cash flows (future interest payments) attributable to changes in LIBOR swap rates, the designated benchmark interest rate being hedged on certain of our LIBOR-indexed variable-rate debt. The interest rate swaps effectively fix the Company’s interest payments on certain LIBOR-indexed variable-rate debt. The Company monitors its positions and the credit ratings of its counterparties and does not currently anticipate non-performance by the counterparties. Interest rate swap agreements are not entered into for trading purposes.


Variable rate debt amount
 
Agreement Date
 
Effective Date
 
Expiration Date
 
Designated cash flow hedge date
(Unaudited)
(In millions)
$ 100.0  
(a), (c )
 
6/8/2005
 
6/8/2005
 
6/8/2010
 
7/1/2005
  142.3  
(a), (b)
 
11/15/2005
 
5/10/2006
 
4/10/2012
 
5/31/2006
  50.0  
(a)
 
6/21/2006
 
7/10/2006
 
7/10/2013
 
6/9/2006
  144.9  
(a), (b)
 
6/29/2006
 
10/10/2006
 
10/10/2012
 
6/9/2006
  300.0  
(a)
 
8/16/2006
 
8/18/2006
 
8/10/2018
 
8/4/2006
  30.0  
(a)
 
2/9/2007
 
2/12/2007
 
2/10/2014
 
2/9/2007
  20.0  
(a)
 
3/8/2007
 
3/12/2007
 
3/10/2014
 
3/8/2007
  20.0  
(a)
 
3/8/2007
 
3/12/2007
 
3/10/2014
 
3/8/2007
  19.3  
(a), (b)
 
4/8/2008
 
8/15/2008
 
6/15/2015
 
3/31/2008
  19.0  
(a)
 
8/27/2008
 
8/29/2008
 
7/10/2015
 
4/10/2008
  30.0  
(a)
 
9/24/2008
 
9/30/2008
 
9/10/2015
 
9/24/2008
  15.0  
(a), (b)
 
3/26/2009
 
3/30/2009
 
4/15/2016
 
3/25/2009
                       
(a) interest rate swap agreement
           
(b) forward swap
                   
(c ) terminated swap on August 18, 2006
           

As of August 18, 2006, a net gain of approximately $6.0 million related to the two cancelled swaps was included in other comprehensive income (loss). As the variable-rate debt is replaced, it is probable that the original forecasted transaction (future interest payments) will continue to occur. Therefore, the net derivative gain related to the two cancelled swaps shall continue to be reported in other comprehensive income (loss) and be reclassified into earnings when the original forecasted transaction affects earnings consistent with the term of the original designated hedging relationship. For the quarter ended June 30, 2009, the Company reclassified $0.2 million of the net derivative gain to interest income. The Company estimates that $1.0 million of the existing net gains will be reclassified into earnings within the next twelve months.

 
12

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
As of June 30, 2009, the total notional amount of the Company’s variable interest rate swaps was $561.5 million.
 
The derivative fair values located in Accounts payable and accrued expenses in the balance sheets were as follows:


 
   
Liability Derivatives
 
   
Fair Value as of
 
   
June 30, 2009
   
March 31, 2009
 
   
(Unaudited)
       
   
(In thousands)
 
             
Interest rate contracts designated as hedging instruments under Statement 133
  $ 56,095     $ 79,118  
                 



       
The Effect of Interest Rate Contracts on the Statement of Operations
 
June 30, 2009
 
   
(Unaudited)
 
   
(In thousands)
 
       
Amount of loss recognized in income on interest rate contracts
  $ 6,128  
Amount of gain recognized in AOCI on interest rate contracts (effective portion)
  $ 22,368  
Amount of loss reclassified from AOCI into income (effective portion)
  $ 6,783  
Amount of gain recognized in income on interest rate contracts (ineffective portion and amount excluded from effectiveness testing)
  $ 655  
 

 
Amounts of gains or (losses) recognized in income on derivatives are located in interest expense in the statement of operations.
 
Interest Rates
 
Interest rates and Company borrowings were as follows:
 

   
Revolving Credit Activity
 
   
Quarter Ended June 30,
 
   
2009
   
2008
 
   
(Unaudited)
 
   
(In thousands, except interest rates)
 
Weighted average interest rate during the quarter
    1.90 %     4.25 %
Interest rate at the end of the quarter
    1.83 %     4.10 %
Maximum amount outstanding during the quarter
  $ 207,280     $ 132,280  
Average amount outstanding during the quarter
  $ 205,232     $ 128,134  
Facility fees
  $ 242     $ 74  
 


 
13

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
6. Stockholders Equity
 
On December 3, 2008, the AMERCO Board of Directors (the “Board”) authorized and directed us to amend the Employee Stock Ownership Plan (“ESOP”) to provide that distributions under the ESOP with respect to accounts valued at no more than $1,000 may be in the form of cash at the sole discretion of the advisory committee, subject to a participant’s or beneficiary’s right to elect a distribution of AMERCO common stock. The Board also authorized us, using management’s discretion, to buy back shares of former employee ESOP participants whose respective ESOP account balances are valued at more than $1,000 but who own less than 100 shares, at the then-prevailing market prices. No such shares have been purchased.
 
From January 1, 2009 through March 31, 2009, RepWest purchased 50,200 shares of Series A Preferred on the open market for $0.9 million. RepWest purchased an additional 15,900 shares on the open market for $0.3 million in the second quarter of fiscal 2010. RepWest may continue to make investments in AMERCO’s Preferred Shares in the future.
 
7. Comprehensive Income (Loss)
 
A summary of accumulated other comprehensive income (loss) components, net of tax, were as follows:
 

   
Foreign Currency Translation
   
Unrealized Loss on Investments
   
Fair Market Value of Cash Flow Hedge
   
Postretirement Benefit Obligation Gain
   
Accumulated Other Comprehensive Income (Loss)
 
   
(Unaudited)
 
   
(In thousands)
 
                               
Balance at March 31, 2009
  $ (43,613 )   $ (7,323 )   $ (48,411 )   $ 1,347     $ (98,000 )
Foreign currency translation
    4,229       -       -       -       4,229  
Unrealized loss on investments
    -       (3,373 )     -       -       (3,373 )
Change in fair value of cash flow hedge
    -       -       13,869       -       13,869  
Balance at June 30, 2009
  $ (39,384 )   $ (10,696 )   $ (34,542 )   $ 1,347     $ (83,275 )
 


 
14

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
8. Contingent Liabilities and Commitments
 
The Company leases a portion of its rental equipment and certain of its facilities under operating leases with terms that expire at various dates substantially through 2016, with the exception of one land lease expiring in 2034. At June 30, 2009, AMERCO has guaranteed $184.2 million of residual values for these rental equipment assets at the end of the respective lease terms. Certain leases contain renewal and fair market value purchase options as well as mileage and other restrictions. At the expiration of the lease, the Company has the option to renew the lease, purchase the asset for fair market value, or sell the asset to a third party on behalf of the lessor. AMERCO has been leasing equipment since 1987 and has experienced no material losses relating to these types of residual value guarantees.
 
Lease commitments for leases having terms of more than one year were as follows:
 

   
Property,
Plant and
Equipment
   
Rental
Equipment
   
Total
 
   
(Unaudited)
 
   
(In thousands)
 
Year-ended June 30:
                 
2010
  $ 14,499     $ 129,135     $ 143,634  
2011
    14,253       111,117       125,370  
2012
    13,961       96,432       110,393  
2013
    13,469       79,580       93,049  
2014
    11,672       62,358       74,030  
Thereafter
    5,922       46,942       52,864  
Total
  $ 73,776     $ 525,564     $ 599,340  


 
15

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
9. Contingencies
 
Shoen
 
In September 2002, Paul F. Shoen filed a shareholder derivative lawsuit in the Second Judicial District Court of the State of Nevada, Washoe County, captioned Paul F. Shoen vs. SAC Holding Corporation et al., CV 02-05602, seeking damages and equitable relief on behalf of AMERCO from SAC Holdings and certain current and former members of the AMERCO Board of Directors, including Edward J. Shoen, Mark V. Shoen and James P. Shoen as Defendants. AMERCO is named as a nominal Defendant in the case. The complaint alleges breach of fiduciary duty, self-dealing, usurpation of corporate opportunities, wrongful interference with prospective economic advantage and unjust enrichment and seeks the unwinding of sales of self-storage properties by subsidiaries of AMERCO to SAC prior to the filing of the complaint. The complaint seeks a declaration that such transfers are void as well as unspecified damages. In October 2002, the Defendants filed motions to dismiss the complaint. Also in October 2002, Ron Belec filed a derivative action in the Second Judicial District Court of the State of Nevada, Washoe County, captioned Ron Belec vs. William E. Carty, et al., CV 02-06331 and in January 2003, M.S. Management Company, Inc. filed a derivative action in the Second Judicial District Court of the State of Nevada, Washoe County, captioned M.S. Management Company, Inc. vs. William E. Carty, et al., CV 03-00386. Two additional derivative suits were also filed against these parties. Each of these suits is substantially similar to the Paul F. Shoen case. The Court consolidated the five cases and thereafter dismissed these actions in May 2003, concluding that the AMERCO Board of Directors had the requisite level of independence required in order to have these claims resolved by the Board. Plaintiffs appealed this decision and, in July 2006, the Nevada Supreme Court reversed the ruling of the trial court and remanded the case to the trial court for proceedings consistent with its ruling, allowing the Plaintiffs to file an amended complaint and plead in addition to substantive claims, demand futility.
 
In November 2006, the Plaintiffs filed an amended complaint. In December 2006, the Defendants filed motions to dismiss, based on various legal theories. In March 2007, the Court denied AMERCO’s motion to dismiss regarding the issue of demand futility, stating that “Plaintiffs have satisfied the heightened pleading requirements of demand futility by showing a majority of the members of the AMERCO Board of Directors were interested parties in the SAC transactions.” The Court heard oral argument on the remainder of the Defendants’ motions to dismiss, including the motion (“Goldwasser Motion”) based on the fact that the subject matter of the lawsuit had been settled and dismissed in earlier litigation known as Goldwasser v. Shoen, C.V.N.-94-00810-ECR (D.Nev), Washoe County, Nevada. In addition, in September and October 2007, the Defendants filed Motions for Judgment on the Pleadings or in the Alternative Summary Judgment, based on the fact that the stockholders of the Company had ratified the underlying transactions at the 2007 annual meeting of stockholders of AMERCO. In December 2007, the Court denied this motion. This ruling does not preclude a renewed motion for summary judgment after discovery and further proceedings on these issues. On April 7, 2008, the litigation was dismissed, on the basis of the Goldwasser Motion. On May 8, 2008, the Plaintiffs filed a notice of appeal of such dismissal to the Nevada Supreme Court. On May 20, 2008, AMERCO filed a cross appeal relating to the denial of its Motion to Dismiss in regard to demand futility. The appeals are currently pending and the issues will be fully briefed before the Nevada Supreme Court by September 13, 2009.
 
Environmental
 
AMERCO is a party to several administrative proceedings arising from state and local provisions that regulate the removal and/or cleanup of underground fuel storage tanks. It is the opinion of management, that none of these suits, claims or proceedings involving AMERCO, individually or in the aggregate, are expected to result in a material adverse effect on AMERCO’s financial position or results of operations.
 
Compliance with environmental requirements of federal, state and local governments may significantly affect Real Estate’s business operations. Among other things, these requirements regulate the discharge of materials into the water, air and land and govern the use and disposal of hazardous substances. Real Estate is aware of issues regarding hazardous substances on some of its properties. Real Estate regularly makes capital and operating expenditures to stay in compliance with environmental laws and has put in place a remedial plan at each site where it believes such a plan is necessary. Since 1988, Real Estate has managed a testing and removal program for underground storage tanks.

 
16

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Based upon the information currently available to Real Estate, compliance with the environmental laws and its share of the costs of investigation and cleanup of known hazardous waste sites are not expected to result in a material adverse effect on AMERCO’s financial position or results of operations. Real Estate expects to spend approximately $5.2 million in total through 2011 to remediate these properties.
 
Other
 
The Company is named as a defendant in various other litigation and claims arising out of the normal course of business. In management’s opinion, none of these other matters will have a material effect on the Company’s financial position and results of operations.
 
10. Related Party Transactions
 
AMERCO 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. Management believes that the transactions described below and in the related notes were consummated on terms equivalent to those that would prevail in arm’s-length transactions.
 
SAC Holding Corporation and its subsidiaries (“SAC Holding Corporation”) and SAC Holding II Corporation and its subsidiaries (“SAC Holding II”), collectively referred to as “SAC Holdings” were established in order to acquire self-storage properties. These properties are being managed by the Company pursuant to management agreements. The sale of self-storage properties by the Company to SAC Holdings has in the past provided significant cash flows to the Company.
 
Management believes that its sales of self-storage properties to SAC Holdings has provided a unique structure for the Company to earn moving equipment rental revenues and property management fee revenues from the SAC Holdings self-storage properties that the Company manages.
 
During the first quarter of fiscal 2010, subsidiaries of the Company held various junior unsecured notes of SAC Holdings. Substantially all of the equity interest of SAC Holdings is controlled by Blackwater Investments, Inc. (“Blackwater”). Blackwater is wholly-owned by Mark V. Shoen, a significant shareholder and executive officer of AMERCO. The Company does not have an equity ownership interest in SAC Holdings. The Company recorded interest income of $4.7 million and $4.6 million, and received cash interest payments of $2.8 million and $4.9 million, from SAC Holdings during the first quarter of fiscal 2010 and 2009, respectively. The largest aggregate amount of notes receivable outstanding during the first quarter of fiscal 2010 was $197.6 million and the aggregate notes receivable balance at June 30, 2009 was $197.4 million. In accordance with the terms of these notes, SAC Holdings may repay the notes without penalty or premium at any time.
 
Interest accrues on the outstanding principal balance of junior notes of SAC Holdings that the Company holds at a 9.0% rate per annum. A fixed portion of that basic interest is paid on a monthly basis. Additional interest can be earned on notes totaling $122.2 million of principal depending upon the amount of remaining basic interest and the cash flow generated by the underlying property. This amount is referred to as the “cash flow-based calculation.”
 
To the extent that this cash flow-based calculation exceeds the amount of remaining basic interest, contingent interest would be paid on the same monthly date as the fixed portion of basic interest. To the extent that the cash flow-based calculation is less than the amount of remaining basic interest, the additional interest payable on the applicable monthly date is limited to the amount of that cash flow-based calculation. In such a case, the excess of the remaining basic interest over the cash flow-based calculation is deferred. In addition, subject to certain contingencies, the junior notes provide that the holder of the note is entitled to receive a portion of the appreciation realized upon, among other things, the sale of such property by SAC Holdings. To date, no excess cash flows related to these arrangements have been earned or paid.
 
During the first quarter of fiscal 2010, AMERCO and U-Haul held various junior notes with Private Mini Storage Realty L.P. (“Private Mini”). The equity interests of Private Mini are ultimately controlled by Blackwater. The Company recorded interest income of $1.3 million for the first quarter of fiscal 2010 and 2009 and received cash interest payments of $1.3 million from Private Mini for the first quarter of fiscal 2010 and 2009. The balance of notes receivable from Private Mini at June 30, 2009 was $68.0 million. The largest aggregate amount of notes receivable outstanding during the first quarter of fiscal 2010 was $68.2 million.

 
17

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
The Company currently manages the self-storage properties owned or leased by SAC Holdings, Mercury Partners, L.P. (“Mercury”), Four SAC Self-Storage Corporation (“4 SAC”), Five SAC Self-Storage Corporation (“5 SAC”), Galaxy Investments, L.P. (“Galaxy”), and Private Mini pursuant to a standard form of management agreement, under which the Company receives a management fee of between 4% and 10% of the gross receipts plus reimbursement for certain expenses. The Company received management fees, exclusive of reimbursed expenses, of $9.7 million and $10.9 million from the above mentioned entities during the first quarter of fiscal 2010 and 2009, respectively. This management fee is consistent with the fee received for other properties the Company previously managed for third parties. SAC Holdings, 4 SAC, 5 SAC, Galaxy and Private Mini are substantially controlled by Blackwater. Mercury is substantially controlled by Mark V. Shoen. James P. Shoen, a significant shareholder and director of AMERCO, has an interest in Mercury.
 
The Company leases space for marketing company offices, vehicle repair shops and hitch installation centers from subsidiaries of SAC Holdings, 5 SAC and Galaxy. Total lease payments pursuant to such leases were $0.6 million during the first quarter of fiscal 2010 and 2009. The terms of the leases are similar to the terms of leases for other properties owned by unrelated parties that are leased to the Company.
 
At June 30, 2009, subsidiaries of SAC Holdings, 4 SAC, 5 SAC, Galaxy and Private Mini acted as U-Haul independent dealers. The financial and other terms of the dealership contracts with the aforementioned companies and their subsidiaries are substantially identical to the terms of those with the Company’s other independent dealers whereby commissions are paid by the Company based upon equipment rental revenues. The Company paid the above mentioned entities $9.2 million and $9.5 million in commissions pursuant to such dealership contracts during the first quarter of fiscal 2010 and 2009, respectively.
 
These agreements and notes with subsidiaries of SAC Holdings, 4 SAC, 5 SAC, Galaxy and Private Mini, excluding Dealer Agreements, provided revenues of $10.0 million, expenses of $0.6 million and cash flows of $11.3 million during the first quarter of fiscal 2010. Revenues and commission expenses related to the Dealer Agreements were $43.8 million and $9.2 million, respectively.
 
From January 1, 2009 through March 31, 2009, RepWest purchased 50,200 shares of Series A Preferred on the open market for $0.9 million. RepWest purchased an additional 15,900 shares on the open market for $0.3 million in the second quarter of fiscal 2010. RepWest may continue to make investments in AMERCO’s Preferred Shares in the future.
 
Related Party Assets
 

   
June 30,
   
March 31,
 
   
2009
   
2009
 
   
(Unaudited)
       
   
(In thousands)
 
U-Haul notes, receivables and interest from Private Mini
  $ 70,230     $ 70,584  
U-Haul notes receivable from SAC Holdings Corporation
    197,405       197,552  
U-Haul interest receivable from SAC Holdings Corporation
    10,724       8,815  
U-Haul receivable from SAC Holdings Corporation
    13,427       20,517  
U-Haul receivable from Mercury
    4,411       6,264  
Other
    (20 )     (198 )
    $ 296,177     $ 303,534  
 


 
18

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
11. Consolidating Financial Information by Industry Segment
 
AMERCO has three reportable segments. They are Moving and Storage, Property and Casualty Insurance and Life Insurance. Management tracks revenues separately, but does not report any separate measure of the profitability for rental vehicles, rentals of self-storage spaces and sales of products that are required to be classified as a separate operating segment and accordingly does not present these as separate reportable segments. Deferred income taxes are shown as liabilities on the condensed consolidating statements.
 
AMERCO’s three reportable segments are:
 
 
(a)
Moving and Storage, comprised of AMERCO, U-Haul, and Real Estate and the subsidiaries of U-Haul and Real Estate,
 
 
(b)
Property and Casualty Insurance, comprised of RepWest and its subsidiaries and ARCOA, and
 
 
(c)
Life Insurance, comprised of Oxford and its subsidiaries.
 
The information includes elimination entries necessary to consolidate AMERCO, the parent, with its subsidiaries.
 
Investments in subsidiaries are accounted for by the parent using the equity method of accounting.
 


 
19

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
11.              Financial Information by Consolidating Industry Segment:
 
Consolidating balance sheets by industry segment as of June 30, 2009 are as follows:
 

   
Moving & Storage
   
AMERCO Legal Group
 
   
AMERCO
   
U-Haul
   
Real Estate
   
Eliminations
     
Moving & Storage
Consolidated
   
Property & Casualty Insurance (a)
   
Life
Insurance (a)
   
Eliminations
     
AMERCO
Consolidated
 
   
(Unaudited)
 
   
(In thousands)
 
Assets:
     
Cash and cash equivalents
  $ 38     $ 203,260     $ -     $ -       $ 203,298     $ 19,610     $ 3,809     $ -       $ 226,717  
Reinsurance recoverables and trade receivables, net
    -       27,528       25       -         27,553       186,308       11,856       -         225,717  
Notes and mortgage receivables, net
    -       2,086       642       -         2,728       -       -       -         2,728  
Inventories, net
    -       64,188       -       -         64,188       -       -       -         64,188  
Prepaid expenses
    210       61,038       167       -         61,415       -       -       -         61,415  
Investments, fixed maturities and marketable equities
    -       -       -       -         -       86,395       423,096       (904 )
(d)
    508,587  
Investments, other
    -       874       13,990       -         14,864       111,715       90,759       -         217,338  
Deferred policy acquisition costs, net
    -       -       -       -         -       -       45,432       -         45,432  
Other assets
    9       105,325       28,600       -         133,934       764       393       -         135,091  
Related party assets
    1,236,569       240,620       43,377       (1,222,290 )
(c)
    298,276       2,795       -       (4,894 )
(c)
    296,177  
      1,236,826       704,919       86,801       (1,222,290 )       806,256       407,587       575,345       (5,798 )       1,783,390  
                                                                             
Investment in subsidiaries
    (297,699 )     -       -       601,574  
(b)
    303,875       -       -       (303,875 )
(b)
    -  
                                                                             
Property, plant and equipment, at cost:
                                                                           
Land
    -       41,319       173,058       -         214,377       -       -       -         214,377  
Buildings and improvements
    -       143,433       795,831       -         939,264       -       -       -         939,264  
Furniture and equipment
    263       318,214       18,143       -         336,620       -       -       -         336,620  
Rental trailers and other rental equipment
    -       223,685       -       -         223,685       -       -       -         223,685  
Rental trucks
    -       1,678,102       -       -         1,678,102       -       -       -         1,678,102  
      263       2,404,753       987,032       -         3,392,048       -       -       -         3,392,048  
Less:  Accumulated depreciation
    (223 )     (1,012,956 )     (322,810 )     -         (1,335,989 )     -       -       -         (1,335,989 )
Total property, plant and equipment
    40       1,391,797       664,222       -         2,056,059       -       -       -         2,056,059  
Total assets
  $ 939,167     $ 2,096,716     $ 751,023     $ (620,716 )     $ 3,166,190     $ 407,587     $ 575,345     $ (309,673 )     $ 3,839,449  
                                                                             
(a) Balances as of March 31, 2009
                                                                           
(b) Eliminate investment in subsidiaries
                                                                           
(c) Eliminate intercompany receivables and payables
                                                                     
(d) Eliminate intercompany preferred stock investment
                                                                     
 


 
20

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Consolidating balance sheets by industry segment as of June 30, 2009 are as follows:
 

   
Moving & Storage
   
AMERCO Legal Group
 
   
AMERCO
   
U-Haul
   
Real Estate
   
Eliminations
     
Moving & Storage
Consolidated
   
Property & Casualty Insurance (a)
   
Life
Insurance (a)
   
Eliminations
         
AMERCO
Consolidated
 
   
(Unaudited)
 
   
(In thousands)
 
Liabilities:
                                                             
Accounts payable and accrued expenses
  $ 1,471     $ 296,221     $ 4,553     $ -       $ 302,245     $ -     $ 3,298     $ -           $ 305,543  
AMERCO's notes, loans and leases payable
    -       616,833       917,487       -         1,534,320       -       -       -             1,534,320  
Policy benefits and losses, claims and loss expenses payable
    -       365,608       -       -         365,608       286,568       134,578       -             786,754  
Liabilities from investment contracts
    -       -       -       -         -       -       292,662       -             292,662  
Other policyholders' funds and liabilities
    -       -       -       -         -       7,901       2,042       -             9,943  
Deferred income
    -       28,730       -       -         28,730       -       -       -             28,730  
Deferred income taxes
    180,251       -       -       -         180,251       (36,846 )     (13,048 )     (8 )  
(d)
      130,349  
Related party liabilities
    -       1,225,282       -       (1,222,290 )
(c)
    2,992       1,833       69       (4,894 )  
(c)
      -  
Total liabilities
    181,722       2,532,674       922,040       (1,222,290 )       2,414,146       259,456       419,601       (4,902 )           3,088,301  
                                                                                 
Stockholders' equity:
                                                                               
Series preferred stock:
                                                                               
Series A preferred stock
    -       -       -       -         -       -       -       -             -  
Series B preferred stock
    -       -       -       -         -       -       -       -             -  
Series A common stock
    -       -       -       -         -       -       -       -             -  
Common stock
    10,497       540       1       (541 )
(b)
    10,497       3,301       2,500       (5,801 )  
(b)
      10,497  
Additional paid-in capital
    420,809       121,230       147,481       (268,711 )
(b)
    420,809       89,620       26,271       (117,096 )  
(b,d)
    419,604  
Accumulated other comprehensive income (loss)
    (83,261 )     (72,579 )     -       72,579  
(b)
    (83,261 )     (4,312 )     (6,370 )     10,668    
(b,d)
    (83,275 )
Retained earnings (deficit)
    935,053       (479,748 )     (318,499 )     798,247  
(b)
    935,053       59,522       133,343       (192,542 )  
(b)
      935,376  
Cost of common shares in treasury, net
    (525,653 )     -       -       -         (525,653 )     -       -       -               (525,653 )
Unearned employee stock ownership plan shares
    -       (5,401 )     -       -         (5,401 )     -       -       -               (5,401 )
Total stockholders' equity (deficit)
    757,445       (435,958 )     (171,017 )     601,574         752,044       148,131       155,744       (304,771 )             751,148  
Total liabilities and stockholders' equity
  $ 939,167     $ 2,096,716     $ 751,023     $ (620,716 )     $ 3,166,190     $ 407,587     $ 575,345     $ (309,673 )           $ 3,839,449  
                                                                                   
(a) Balances as of March 31, 2009
                                                                                 
(b) Eliminate investment in subsidiaries
                                                                                 
(c) Eliminate intercompany receivables and payables
                                                                                 
(d) Eliminate intercompany preferred stock investment
                                                                                 
 


 
21

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Consolidating balance sheets by industry segment as of March 31, 2009 are as follows:
 

   
Moving & Storage
   
AMERCO Legal Group
 
   
AMERCO
   
U-Haul
   
Real Estate
   
Eliminations
     
Moving & Storage
Consolidated
   
Property & Casualty Insurance (a)
   
Life
Insurance (a)
   
Eliminations
     
AMERCO
Consolidated
 
       
   
(In thousands)
 
Assets:
     
Cash and cash equivalents
  $ 38     $ 213,040     $ -     $ -       $ 213,078     $ 19,197     $ 8,312     $ -       $ 240,587  
Reinsurance recoverables and trade receivables, net
    -       18,264       31       -         18,295       184,912       10,646       -         213,853  
Notes and mortgage receivables, net
    -       1,892       1,039       -         2,931       -       -       -         2,931  
Inventories, net
    -       70,749       -       -         70,749       -       -       -         70,749  
Prepaid expenses
    1,129       53,001       71       -         54,201       -       -       -         54,201  
Investments, fixed maturities and marketable equities
    -       -       -       -         -       89,892       429,739       -         519,631  
Investments, other
    -       874       13,697       -         14,571       113,724       98,727       -         227,022  
Deferred policy acquisition costs, net
    -       -       -       -         -       -       44,993       -         44,993  
Other assets
    9       103,607       28,807       -         132,423       849       372       -         133,644  
Related party assets
    1,206,555       247,809       46,326       (1,195,060 )
(c)
    305,630       3,178       -       (5,274 )
(c)
    303,534  
      1,207,731       709,236       89,971       (1,195,060 )       811,878       411,752       592,789       (5,274 )       1,811,145  
                                                                             
Investment in subsidiaries
    (321,215 )     -       -       625,863  
(b)
    304,648       -       -       (304,648 )
(b)
    -  
                                                                             
Property, plant and equipment, at cost:
                                                                           
Land
    -       39,599       173,145       -         212,744       -       -       -         212,744  
Buildings and improvements
    -       126,957       793,337       -         920,294       -       -       -         920,294  
Furniture and equipment
    301       314,849       18,164       -         333,314       -       -       -         333,314  
Rental trailers and other rental equipment
    -       214,988       -       -         214,988       -       -       -         214,988  
Rental trucks
    -       1,666,151       -       -         1,666,151       -       -       -         1,666,151  
      301       2,362,544       984,646       -         3,347,491       -       -       -         3,347,491  
Less:  Accumulated depreciation
    (256 )     (1,013,377 )     (319,930 )     -         (1,333,563 )     -       -       -         (1,333,563 )
Total property, plant and equipment
    45       1,349,167       664,716       -         2,013,928       -       -       -         2,013,928  
Total assets
  $ 886,561     $ 2,058,403     $ 754,687     $ (569,197 )     $ 3,130,454     $ 411,752     $ 592,789     $ (309,922 )     $ 3,825,073  
                                                                             
(a) Balances as of December 31, 2008
                                                                           
(b) Eliminate investment in subsidiaries
                                                                           
(c) Eliminate intercompany receivables and payables
                                                                     


 
22

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Consolidating balance sheets by industry segment as of March 31, 2009 are as follows:

   
Moving & Storage
   
AMERCO Legal Group
 
   
AMERCO
   
U-Haul
   
Real Estate
   
Eliminations
     
Moving & Storage
Consolidated
   
Property & Casualty Insurance (a)
   
Life
Insurance (a)
   
Eliminations
     
AMERCO
Consolidated
 
       
   
(In thousands)
 
Liabilities:
                                                         
Accounts payable and accrued expenses
  $ 2,228     $ 312,863     $ 4,518     $ -       $ 319,609     $ -     $ 9,618     $ -       $ 329,227  
AMERCO's notes, loans and leases payable
    -       622,588       923,902       -         1,546,490       -       -       -         1,546,490  
Policy benefits and losses, claims and loss expenses payable
    -       358,280       -       -         358,280       288,449       132,580       -         779,309  
Liabilities from investment contracts
    -       -       -       -         -       -       303,332       -         303,332  
Other policyholders' funds and liabilities
    -       -       -       -         -       9,776       2,185       -         11,961  
Deferred income
    -       24,612       -       -         24,612       -       -       -         24,612  
Deferred income taxes
    161,039       -       -       -         161,039       (36,758 )     (11,768 )     -         112,513  
Related party liabilities
    -       1,197,855       -       (1,195,060 )
(c)
    2,795       2,358       121       (5,274 )
(c)
    -  
Total liabilities
    163,267       2,516,198       928,420       (1,195,060 )       2,412,825       263,825       436,068       (5,274 )       3,107,444  
                                                                             
Stockholders' equity:
                                                                           
Series preferred stock:
                                                                           
Series A preferred stock
    -       -       -       -         -       -       -       -         -  
Series B preferred stock
    -       -       -       -         -       -       -       -         -  
Series A common stock
    -       -       -       -         -       -       -       -         -  
Common stock
    10,497       540       1       (541 )
(b)
    10,497       3,301       2,500       (5,801 )
(b)
    10,497  
Additional paid-in capital
    420,588       121,230       147,481       (268,711 )
(b)
    420,588       89,620       26,271       (115,891 )
(b)
    420,588  
Accumulated other comprehensive income (loss)
    (98,000 )     (90,677 )     -       90,677  
(b)
    (98,000 )     (3,589 )     (3,734 )     7,323  
(b)
    (98,000 )
Retained earnings (deficit)
    915,862       (483,223 )     (321,215 )     804,438  
(b)
    915,862       58,595       131,684       (190,279 )
(b)
    915,862  
Cost of common shares in treasury, net
    (525,653 )     -       -       -         (525,653 )     -       -       -         (525,653 )
Unearned employee stock ownership plan shares
    -       (5,665 )     -       -         (5,665 )     -       -       -         (5,665 )
Total stockholders' equity (deficit)
    723,294       (457,795 )     (173,733 )     625,863         717,629       147,927       156,721       (304,648 )       717,629  
Total liabilities and stockholders' equity
  $ 886,561     $ 2,058,403     $ 754,687     $ (569,197 )     $ 3,130,454     $ 411,752     $ 592,789     $ (309,922 )     $ 3,825,073  
                                                                             
(a) Balances as of December 31, 2008
                                                                           
(b) Eliminate investment in subsidiaries
                                                                           
(c) Eliminate intercompany receivables and payables
                                                                           


 
23

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Consolidating statement of operations by industry segment for the quarter ending June 30, 2009 are as follows:

   
Moving & Storage
   
AMERCO Legal Group
 
   
AMERCO
   
U-Haul
   
Real Estate
   
Eliminations
     
Moving & Storage
Consolidated
   
Property & Casualty Insurance (a)
   
Life
Insurance (a)
   
Eliminations
         
AMERCO
Consolidated
 
   
(Unaudited)
 
   
(In thousands)
 
Revenues:
                                                             
Self-moving equipment rentals
  $ -     $ 373,255     $ -     $ -       $ 373,255     $ -     $ -     $ (314 )  
(c)
    $ 372,941  
Self-storage revenues
    -       26,658       346       -         27,004       -       -       -             27,004  
Self-moving & self-storage products & service sales
    -       57,822       -       -         57,822       -       -       -             57,822  
Property management fees
    -       4,450       -       -         4,450       -       -       -             4,450  
Property and casualty insurance premiums
    -       -       -       -         -       6,215       -       -             6,215  
Net investment and interest income
    1,072       5,537       -       -         6,609       1,836       5,532       (297 )   (b,d)     13,680  
Other revenue
    -       11,923       18,302       (19,692 )
(b)
    10,533       -       736       (326 )  
(b)
      10,943  
Total revenues
    1,072       479,645       18,648       (19,692 )       479,673       8,051       33,872       (937 )             520,659  
                                                                                   
Costs and expenses:
                                                                                 
Operating expenses
    2,686       265,591       2,241       (19,692 )
(b)
    250,826       3,262       5,045       (632 )   (b,c,d)     258,501  
Commission expenses
    -       44,411       -       -         44,411       -       -       -               44,411  
Cost of sales
    -       30,450       -       -         30,450       -       -       -               30,450  
Benefits and losses
    -       -       -       -         -       3,362       24,332       -               27,694  
Amortization of deferred policy acquisition costs
    -       -       -       -         -       -       1,917       -               1,917  
Lease expense
    14       39,562       2       -         39,578       -       -       (305 )  
(b)
      39,273  
Depreciation, net of (gains) losses on disposals
    4       56,038       3,175       -         59,217       -       -       -               59,217  
Total costs and expenses
    2,704       436,052       5,418       (19,692 )       424,482       6,624       31,294       (937 )             461,463  
Equity in earnings of subsidiaries
    8,777       -       -       (6,191 )
(e)
    2,586       -       -       (2,586 )  
(e)
      -  
Earnings from operations
    7,145       43,593       13,230       (6,191 )       57,777       1,427       2,578       (2,586 )             59,196  
Interest income (expense)
    23,411       (38,206 )     (8,426 )     -         (23,221 )     -       -       -               (23,221 )
Pretax earnings
    30,556       5,387       4,804       (6,191 )       34,556       1,427       2,578       (2,586 )             35,975  
Income tax expense
    (8,124 )     (1,912 )     (2,088 )     -         (12,124 )     (500 )     (919 )     -               (13,543 )
Net earnings
    22,432       3,475       2,716       (6,191 )       22,432       927       1,659       (2,586 )             22,432  
Excess carrying amount of preferred stock over consideration paid
    -       -       -       -         -       -       -       323               323  
Less:  Preferred stock dividends
    (3,241 )     -       -       -         (3,241 )     -       -       -               (3,241 )
Earnings available to common shareholders
  $ 19,191     $ 3,475     $ 2,716     $ (6,191 )     $ 19,191     $ 927     $ 1,659     $ (2,263 )           $ 19,514  
                                                                                   
(a) Balances for the quarter ended March 31, 2009
                                                                                 
(b) Eliminate intercompany lease income
                                                                                 
(c) Eliminate intercompany premiums
                                                                                 
(d) Eliminate intercompany interest on debt
                                                                                 
(e) Eliminate equity in earnings of subsidiaries
                                                                                 


 
24

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Consolidating statements of operations by industry for the quarter ended June 30, 2008 are as follows:

   
Moving & Storage
   
AMERCO Legal Group
 
   
AMERCO
   
U-Haul
   
Real Estate
   
Eliminations
     
Moving & Storage
Consolidated
   
Property & Casualty Insurance (a)
   
Life
Insurance (a)
   
Eliminations
         
AMERCO
Consolidated
 
   
(Unaudited)
 
   
(In thousands)
 
Revenues:
                                                             
Self-moving equipment rentals
  $ -     $ 390,029     $ -     $ -       $ 390,029     $ -     $ -     $ -           $ 390,029  
Self-storage revenues
    -       27,144       407       -         27,551       -       -       -             27,551  
Self-moving & self-storage products & service sales
    -       62,556       -       -         62,556       -       -       -             62,556  
Property management fees
    -       4,716       -       -         4,716       -       -       -             4,716  
Life insurance premiums
    -       -       -       -         -       -       26,917       -             26,917  
Property and casualty insurance premiums
    -       -       -       -         -       6,124       -       -             6,124  
Net investment and interest income
    1,143       5,874       -       -         7,017       2,766       5,189       (376 )   (b,c)     14,596  
Other revenue
    -       10,850       17,836       (19,014 )
(b)
    9,672       -       957       (324 )  
(b)
      10,305  
Total revenues
    1,143       501,169       18,243       (19,014 )       501,541       8,890       33,063       (700 )             542,794  
                                                                                   
Costs and expenses:
                                                                                 
Operating expenses
    2,612       267,668       2,200       (19,014 )
(b)
    253,466       2,851       5,772       (376 )   (b,c)     261,713  
Commission expenses
    -       47,965       -       -         47,965       -       -       -               47,965  
Cost of sales
    -       34,985       -       -         34,985       -       -       -               34,985  
Benefits and losses
    -       -       -       -         -       3,831       21,044       -               24,875  
Amortization of deferred policy acquisition costs
    -       -       -       -         -       3       2,085       -               2,088  
Lease expense
    23       34,845       1       -         34,869       -       -       (301 )  
(b)
      34,568  
Depreciation, net of (gains) losses on disposals
    5       61,911       3,022       -         64,938       -       -       -               64,938  
Total costs and expenses
    2,640       447,374       5,223       (19,014 )       436,223       6,685       28,901       (677 )             471,132  
Equity in earnings of subsidiaries
    16,884       -       -       (12,516 )
(d)
    4,368       -       -       (4,368 )  
(d)
      -  
Earnings from operations
    15,387       53,795       13,020       (12,516 )       69,686       2,205       4,162       (4,391 )             71,662  
Interest income (expense)
    22,370       (35,354 )     (10,883 )     -         (23,867 )     -       -       23    
(c)
      (23,844 )
Pretax earnings
    37,757       18,441       2,137       (12,516 )       45,819       2,205       4,162       (4,368 )             47,818  
Income tax expense
    (7,931 )     (6,881 )     (1,181 )     -         (15,993 )     (773 )     (1,226 )     -               (17,992 )
Net earnings
    29,826       11,560       956       (12,516 )       29,826       1,432       2,936       (4,368 )             29,826  
Less:  Preferred stock dividends
    (3,241 )     -       -       -         (3,241 )     -       -       -               (3,241 )
Earnings available to common shareholders
  $ 26,585     $ 11,560     $ 956     $ (12,516 )     $ 26,585     $ 1,432     $ 2,936     $ (4,368 )           $ 26,585  
                                                                                   
(a) Balances for the quarter ended March 31, 2008
                                                                                 
(b) Eliminate intercompany lease income
                                                                                 
(c) Eliminate intercompany interest on debt
                                                                                 
(d) Eliminate equity in earnings of subsidiaries
                                                                                 


 
25

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Consolidating cash flow statements by industry segment for the quarter ended June 30, 2009 are as follows:

   
Moving & Storage
   
AMERCO Legal Group
 
   
AMERCO
   
U-Haul
   
Real Estate
   
Elimination
   
Moving & Storage
Consolidated
   
Property &
Casualty
Insurance (a)
   
Life
Insurance (a)
   
Elimination
   
AMERCO
Consolidated
 
   
(Unaudited)
 
Cash flows from operating activities:
 
(In thousands)
 
Net earnings
  $ 22,432     $ 3,475     $ 2,716     $ (6,191 )   $ 22,432     $ 927     $ 1,659     $ (2,586 )   $ 22,432  
Earnings from consolidated entities
    (8,777 )     -       -       6,191       (2,586 )     -       -       2,586       -  
Adjustments to reconcile net earnings to the cash provided by operations:
                                                                       
Depreciation
    4       54,699       3,176       -       57,879       -       -       -       57,879  
Amortization of deferred policy acquisition costs
    -       -       -       -       -       -       1,917       -       1,917  
Change in allowance for losses on trade receivables
    -       14       -       -       14       -       (1 )     -       13  
Change in allowance for losses on mortgage notes
    -       (6 )     -       -       (6 )     -       -       -       (6 )
Change in allowance for inventory reserve
    -       754       -       -       754       -       -       -       754  
Net (gain) loss on sale of real and personal property
    -       1,339       (1 )     -       1,338       -       -       -       1,338  
Net (gain) loss on sale of investments
    -       -       -       -       -       54       (679 )     -       (625 )
Deferred income taxes
    10,712       -       -       -       10,712       301       (5,685 )     -       5,328  
Net change in other operating assets and liabilities:
                                                                       
Reinsurance recoverables and trade receivables
    -       (9,278 )     (6 )     -       (9,284 )     (1,396 )     (1,210 )     -       (11,890 )
Inventories
    -       5,807       -       -       5,807       -       -       -       5,807  
Prepaid expenses
    919       (8,037 )     (96 )     -       (7,214 )     -       -       -       (7,214 )
Capitalization of deferred policy acquisition costs
    -       -       -       -       -       -       (3,063 )     -       (3,063 )
Other assets
    -       (1,598 )     384       -       (1,214 )     73       (21 )     -       (1,162 )
Related party assets
    174       7,281       (8 )     -       7,447       345       -       -       7,792  
Accounts payable and accrued expenses
    (535 )     8,389       (755 )     -       7,099       -       (230 )     -       6,869  
Policy benefits and losses, claims and loss expenses payable
    -       6,249       -       -       6,249       (1,881 )     1,999       -       6,367  
Other policyholders' funds and liabilities
    -       -       -       -       -       (1,875 )     (146 )     -       (2,021 )
Deferred income
    -       4,050       -       -       4,050       -       -       -       4,050  
Related party liabilities
    -       197       -       -       197       (487 )     (53 )     -       (343 )
Net cash provided (used) by operating activities
    24,929       73,335       5,410       -       103,674       (3,939 )     (5,513 )     -       94,222  
                                                                         
Cash flows from investing activities:
                                                                       
Purchases of:
                                                                       
Property, plant and equipment
    -       (120,567 )     (2,979 )     -       (123,546 )     -       -       -       (123,546 )
Short term investments
    -       -       -       -       -       (10,398 )     (41,137 )     -       (51,535 )
Fixed maturities investments
    -       -       -       -       -       (4,392 )     (29,255 )     -       (33,647 )
Preferred stock
    -       -       -       -       -       (882 )     -       -       (882 )
Real estate
    -       -       (293 )     -       (293 )     -       -       -       (293 )
Mortgage loans
    -       (288 )     -       -       (288 )     -       -       -       (288 )
Proceeds from sales of:
                                                                       
Property, plant and equipment
    -       36,988       1,100       -       38,088       -       -       -       38,088  
Short term investments
    -       -       -       -       -       12,402       48,376       -       60,778  
Fixed maturities investments
    -       -       -       -       -       7,603       32,969       -       40,572  
Real estate
    -       -       -       -       -       12       -       -       12  
Mortgage loans
    -       -       -       -       -       7       728       -       735  
Payments from notes and mortgage receivables
    -       100       397       -       497       -       -       -       497  
Net cash provided (used) by investing activities
    -       (83,767 )     (1,775 )     -       (85,542 )     4,352       11,681       -       (69,509 )
   
(page 1 of 2)
 
(a) Balance for the period ended March 31, 2009
                                                                       


 
26

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Continuation of consolidating cash flow statements by industry segment for the quarter ended June 30, 2009, are as follows:

   
Moving & Storage
   
AMERCO Legal Group
 
   
AMERCO
   
U-Haul
   
Real Estate
   
Elimination
   
Moving & Storage
Consolidated
   
Property &
Casualty
Insurance (a)
   
Life
Insurance (a)
   
Elimination
   
AMERCO
Consolidated
 
   
(Unaudited)
 
Cash flows from financing activities:
 
(In thousands)
 
Borrowings from credit facilities
    -       12,269       1,209       -       13,478       -       -       -       13,478  
Principal repayments on credit facilities
    -       (30,133 )     (7,624 )     -       (37,757 )     -       -       -       (37,757 )
Debt issuance costs
    -       (100 )     (177 )     -       (277 )     -       -       -       (277 )
Capital lease payments
    -       (329 )     -       -       (329 )     -       -       -       (329 )
Leveraged Employee Stock Ownership Plan - repayments from loan
    -       264       -       -       264       -       -       -       264  
Proceeds from (repayment of) intercompany loans
    (21,688 )     18,731       2,957       -       -       -       -       -       -  
Preferred stock dividends paid
    (3,241 )     -       -       -       (3,241 )     -       -       -       (3,241 )
Investment contract deposits
    -       -       -       -       -       -       2,829       -       2,829  
Investment contract withdrawals
    -       -       -       -       -       -       (13,500 )     -       (13,500 )
Net cash provided (used) by financing activities
    (24,929 )     702       (3,635 )     -       (27,862 )     -       (10,671 )     -       (38,533 )
                                                                         
Effects of exchange rate on cash
    -       (50 )     -       -       (50 )     -       -       -       (50 )
                                                                         
Increase (decrease) in cash and cash equivalents
    -       (9,780 )     -       -       (9,780 )     413       (4,503 )     -       (13,870 )
Cash and cash equivalents at beginning of period
    38       213,040       -       -       213,078       19,197       8,312       -       240,587  
Cash and cash equivalents at end of period
  $ 38     $ 203,260     $ -     $ -     $ 203,298     $ 19,610     $ 3,809     $ -     $ 226,717  
   
(page 2 of 2)
 
(a) Balance for the period ended March 31, 2009
                                                                       



 
27

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Consolidating cash flow statements by industry segment for the quarter ended June 30, 2008 are as follows:
 

   
Moving & Storage
   
AMERCO Legal Group
 
   
AMERCO
   
U-Haul
   
Real Estate
   
Elimination
   
Moving & Storage
Consolidated
   
Property &
Casualty
Insurance (a)
   
Life
Insurance (a)
   
Elimination
   
AMERCO
Consolidated
 
   
(Unaudited)
 
Cash flows from operating activities:
 
(In thousands)
 
Net earnings
  $ 29,826     $ 11,560     $ 956     $ (12,516 )   $ 29,826     $ 1,432     $ 2,936     $ (4,368 )   $ 29,826  
Earnings from consolidated entities
    (16,884 )     -       -       12,516       (4,368 )     -       -       4,368       -  
Adjustments to reconcile net earnings to the cash provided by operations:
                                                                       
Depreciation
    5       57,226       3,022       -       60,253       -       -       -       60,253  
Amortization of deferred policy acquisition costs
    -       -       -       -       -       3       2,085       -       2,088  
Change in allowance for losses on trade receivables
    -       (103 )     -       -       (103 )     -       27       -       (76 )
Change in allowance for losses on mortgage notes
    -       (10 )     -       -       (10 )     -       -       -       (10 )
Change in allowance for inventory reserve
    -       624       -       -       624       -       -       -       624  
Net loss on sale of real and personal property
    -       4,685       -       -       4,685       -       -       -       4,685  
Net gain on sale of investments
    -       -       -       -       -       (71 )     (67 )     -       (138 )
Deferred income taxes
    12,850       -       -       -       12,850       75       953       -       13,878  
Net change in other operating assets and liabilities:
                                                                       
Reinsurance recoverables and trade receivables
    -       (8,411 )     1       -       (8,410 )     2,487       34       -       (5,889 )
Inventories
    -       (6,350 )     -       -       (6,350 )     -       -       -       (6,350 )
Prepaid expenses
    2,600       (9,559 )     189       -       (6,770 )     -       -       -       (6,770 )
Capitalization of deferred policy acquisition costs
    -       -       -       -       -       6       (2,288 )     -       (2,282 )
Other assets
    -       (821 )     439       -       (382 )     496       138       -       252  
Related party assets
    90       5,323       (22 )     -       5,391       2,879       -       -       8,270  
Accounts payable and accrued expenses
    1,299       23,739       466       -       25,504       -       (316 )     -       25,188  
Policy benefits and losses, claims and loss expenses payable
    -       2,248       -       -       2,248       (4,544 )     (1,814 )     -       (4,110 )
Other policyholders' funds and liabilities
    -       -       -       -       -       (264 )     (1,140 )     -       (1,404 )
Deferred income
    -       5,013       -       -       5,013       -       -       -       5,013  
Related party liabilities
    -       (1,247 )     -       -       (1,247 )     (110 )     22       -       (1,335 )
Net cash provided (used) by operating activities
    29,786       83,917       5,051       -       118,754       2,389       570       -       121,713  
                                                                         
Cash flows from investing activities:
                                                                       
Purchases of:
                                                                       
Property, plant and equipment
    -       (93,751 )     (2,506 )     -       (96,257 )     -       -       -       (96,257 )
Short term investments
    -       -       -       -       -       (52,392 )     (94,042 )     -       (146,434 )
Fixed maturities investments
    -       -       -       -       -       (2,018 )     (57,778 )     -       (59,796 )
Preferred stock
    -       -       -       -       -       -       (1,895 )     -       (1,895 )
Real estate
    -       (8 )     (18 )     -       (26 )     -       -       -       (26 )
Mortgage loans
    -       (10 )     (191 )     -       (201 )     -       (4,719 )     -       (4,920 )
Proceeds from sales of:
                                                                       
Property, plant and equipment
    -       36,104       200       -       36,304       -       -       -       36,304  
Short term investments
    -       -       -       -       -       16,716       70,010       -       86,726  
Fixed maturities investments
    -       -       -       -       -       34,363       96,556       -       130,919  
Equity securities
    -       -       -       -       -       -       27       -       27  
Real estate
    -       -       -       -       -       15       -       -       15  
Mortgage loans
    -       -       -       -       -       6       2,033       -       2,039  
Payments from notes and mortgage receivables
    -       -       -       -       -       -       -       -       -  
Net cash provided (used) by investing activities
    -       (57,665 )     (2,515 )     -       (60,180 )     (3,310 )     10,192       -       (53,298 )
   
(page 1 of 2)
 
(a) Balance for the period ended March 31, 2008
                                                                       

 
28

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
Continuation of consolidating cash flow statements by industry segment for the quarter ended June 30, 2008, are as follows:

   
Moving & Storage
   
AMERCO Legal Group
 
   
AMERCO
   
U-Haul
   
Real Estate
   
Elimination
   
Moving & Storage
Consolidated
   
Property &
Casualty
Insurance (a)
   
Life
Insurance (a)
   
Elimination
   
AMERCO
Consolidated
 
   
(Unaudited)
 
Cash flows from financing activities:
 
(In thousands)
 
Borrowings from credit facilities
    -       9,851       5,479       -       15,330       -       -       -       15,330  
Principal repayments on credit facilities
    -       (27,418 )     (9,779 )     -       (37,197 )     -       -       -       (37,197 )
Debt issuance costs
    -       (360 )     -       -       (360 )     -       -       -       (360 )
Capital lease payments
    -       (138 )     -       -       (138 )     -       -       -       (138 )
Leveraged Employee Stock Ownership Plan - repayments from loan
    -       315       -       -       315       -       -       -       315  
Proceeds from (repayment of) intercompany loans
    (26,545 )     24,781       1,764       -       -       -       -       -       -  
Preferred stock dividends paid
    (3,241 )     -       -       -       (3,241 )     -       -       -       (3,241 )
Investment contract deposits
    -       -       -       -       -       -       4,703       -       4,703  
Investment contract withdrawals
    -       -       -       -       -       -       (15,273 )     -       (15,273 )
Net cash provided (used) by financing activities
    (29,786 )     7,031       (2,536 )     -       (25,291 )     -       (10,570 )     -       (35,861 )
                                                                         
Effects of exchange rate on cash
    -       616       -       -       616       -       -       -       616  
                                                                         
Increase (decrease) in cash and cash equivalents
    -       33,899       -       -       33,899       (921 )     192       -       33,170  
Cash and cash equivalents at beginning of period
    30       191,220       -       -       191,250       6,848       8,524       -       206,622  
Cash and cash equivalents at end of period
  $ 30     $ 225,119     $ -     $ -     $ 225,149     $ 5,927     $ 8,716     $ -     $ 239,792  
   
(page 2 of 2)
 
(a) Balance for the period ended March 31, 2008
                                                                       



 
29

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
12. Industry Segment and Geographic Area Data
 

   
United States
   
Canada
   
Consolidated
 
   
(Unaudited)
 
   
(All amounts are in thousands of U.S. $'s)
 
Quarter ended June 30, 2009
                 
Total revenues
  $ 490,887     $ 29,772     $ 520,659  
Depreciation and amortization, net of (gains) losses on disposals
    59,387       1,747       61,134  
Interest expense
    23,081       140       23,221  
Pretax earnings
    33,071       2,904       35,975  
Income tax expense
    12,555       988       13,543  
Identifiable assets
    3,730,675       108,774       3,839,449  
 

   
United States
   
Canada
   
Consolidated
 
   
(Unaudited)
 
   
(All amounts are in thousands of U.S. $'s)
 
Quarter ended June 30, 2008
                 
Total revenues
  $ 508,748     $ 34,046     $ 542,794  
Depreciation and amortization, net of (gains) losses on disposals
    64,537       2,489       67,026  
Interest expense
    23,673       171       23,844  
Pretax earnings
    45,585       2,233       47,818  
Income tax expense
    17,232       760       17,992  
Identifiable assets
    3,772,127       107,264       3,879,391  
 

 
13. Employee Benefit Plans
 
The components of the net periodic benefit costs with respect to postretirement benefits were as follows:
 
   
Quarter Ended June 30,
 
   
2009
   
2008
 
   
(Unaudited)
 
   
(In thousands)
 
Service cost for benefits earned during the period
  $ 105     $ 103  
Interest cost on accumulated postretirement benefit
    151       134  
Other components
    (26 )     (23 )
Net periodic postretirement benefit cost
  $ 230     $ 214  
 


 
30

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
14. Fair Value Measurements
 
Fair values of cash equivalents approximate carrying value due to the short period of time to maturity. Fair values of short-term investments, investments available-for-sale, long-term investments, mortgage loans and notes on real estate, and interest rate swap contracts are based on quoted market prices, dealer quotes or discounted cash flows. Fair values of trade receivables approximate their recorded value.
 
The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of temporary cash investments, trade receivables, reinsurance recoverables and notes receivable. Limited credit risk exists on trade receivables due to the diversity of our customer base and their dispersion across broad geographic markets. The Company places its temporary cash investments with financial institutions and limits the amount of credit exposure to any one financial institution.
 
The Company has mortgage receivables, which potentially expose the Company to credit risk. The portfolio of notes is principally collateralized by mini-warehouse storage facilities and commercial properties. The Company has not experienced losses related to the notes from individual notes or groups of notes in any particular industry or geographic area. The estimated fair values were determined using the discounted cash flow method and using interest rates currently offered for similar loans to borrowers with similar credit ratings.
 
The carrying amount of long-term debt and short-term borrowings are estimated to approximate fair value as the actual interest rate is consistent with the rate estimated to be currently available for debt of similar term and remaining maturity.
 
Other investments including short-term investments are substantially current or bear reasonable interest rates. As a result, the carrying values of these financial instruments approximate fair value.
 
Effective April 1, 2008, assets and liabilities recorded at fair value on the condensed consolidated balance sheets were measured and classified based upon a three tiered approach to valuation. Statement of Financial Accounting Standards (“SFAS”) 157, Fair Value Measurements (“SFAS 157”) requires that financial assets and liabilities recorded at fair value be classified and disclosed in one of the following three categories:
 
Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
 
Level 2 – Quoted prices for identical or similar financial instruments in markets that are not considered to be active, or similar financial instruments for which all significant inputs are observable, either directly or indirectly, or inputs other than quoted prices that are observable, or inputs that are derived principally from or corroborated by observable market data through correlation or other means;
 
Level 3 – Prices or valuations that require inputs that are both significant to the fair value measurement and are unobservable. These reflect management’s assumptions about the assumptions a market participant would use in pricing the asset or liability.

 
31

 

AMERCO AND CONSOLIDATED ENTITIES
 
NOTES TO CONDENSED CONSOLIDATED STATEMENTS – (CONTINUED)
 
 
A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The following table represents the financial assets and liabilities on the condensed consolidated balance sheet that are subject to SFAS 157 and the valuation approach applied to each of these items.
 

   
Total
   
Quoted Prices in Active Markets for Identical Assets (Level 1)
   
Significant Other Observable Inputs (Level 2)
   
Significant Unobservable Inputs (Level 3)
 
   
(Unaudited)
 
   
(In thousands)
 
Assets
                       
Short-term investments
  $ 291,408     $ 291,408     $ -     $ -  
Fixed maturities - available for sale
    501,679       484,068       14,677       2,934  
Preferred stock
    7,805       7,805       -       -  
Common stock
    7       7       -       -  
Less: Preferred stock of AMERCO held by RepWest
    (904 )     (904 )     -       -  
Total
  $ 799,995     $ 782,384     $ 14,677     $ 2,934  
                                 
                                 
Liabilities
                               
Guaranteed residual values of TRAC leases
  -     $ -     $ -     $ -  
Derivatives
    56,095       -       56,095       -  
Total
  $ 56,095     $ -     $ 56,095     $ -  
 

 
The following table represents the fair value measurements at June 30, 2009 using significant unobservable inputs (Level 3).
 
   
Fixed Maturities - Auction Rate Securities
   
Fixed Maturities - Asset Backed Securities
   
Common Stock
   
Total
 
   
(Unaudited)
 
   
(In thousands)
 
Balance at March 31, 2009
  $ 2,413     $ -     $ 5     $ 2,418  
Transfers into Level 3 (a)
    -       363       -       363  
Fixed Maturities - Auction Rate Securities gain (unrealized)
    158       -       -       158  
Sale of securities
    -       -       (5 )     (5 )
Balance at June 30, 2009
  $ 2,571     $ 363     $ -     $ 2,934  
 
(a) Reflects the transfer of asset backed securities for which no meaningful market rate bids are currently available. The valuation of these assets was based on a pricing matrix system as determined by the custodian of these securities.
 


 
32

 


 
ITEM 2.                      Management’s Discussion and Analysis of Financial Condition and Results of Operations
 
 
General
 
We begin Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) with the overall strategy of AMERCO, followed by a description of, and strategy related to, our operating segments to give the reader an overview of the goals of our businesses and the direction in which our businesses and products are moving. We then discuss our Critical Accounting Policies and Estimates that we believe are important to understanding the assumptions and judgments incorporated in our reported financial results. We then discuss our results of operations for the first quarter of fiscal 2010, compared with the first quarter of fiscal 2009 which are followed by an analysis of changes in our balance sheets and cash flows, and a discussion of our financial commitments in the sections entitled Liquidity and Capital Resources and Disclosures about Contractual Obligations and Commercial Commitments. We conclude this MD&A by discussing our outlook for the remainder of fiscal 2010.
 
This MD&A should be read in conjunction with the other sections of this Quarterly Report on Form 10-Q, including the Notes to Condensed Consolidated Financial Statements. Various sections of this MD&A contain a number of forward-looking statements, as discussed under the caption Cautionary Statements Regarding Forward-Looking Statements all of which are based on our current expectations and could be affected by the uncertainties and risk factors described throughout this filing or in our most recent Annual Report of Form 10-K. Our actual results may differ materially from these forward-looking statements.
 
The first fiscal quarter for AMERCO ends on the 30th of June for each year that is referenced. Our insurance company subsidiaries have a first quarter that ends on the 31st of March for each year that is referenced. They have been consolidated on that basis. Our insurance companies’ financial reporting processes conform to calendar year reporting as required by state insurance departments. Management believes that consolidating their calendar year into our fiscal year financial statements does not materially affect the financial position or results of operations. The Company discloses any material events occurring during the intervening period. Consequently, all references to our insurance subsidiaries’ years 2009 and 2008 correspond to fiscal 2010 and 2009 for AMERCO.
 
Overall Strategy
 
Our overall strategy is to maintain our leadership position in the North American “do-it-yourself” moving and storage industry. We accomplish this by providing a seamless and integrated supply chain to the “do-it-yourself” moving and storage market. As part of executing this strategy, we leverage the brand recognition of U-Haul with our full line of moving and self-storage related products and services and the convenience of our broad geographic presence.
 
Our primary focus is to provide our customers with a wide selection of moving rental equipment, convenient self-storage rental facilities and related moving and self-storage products and services. We are able to expand our distribution and improve customer service by increasing the amount of moving equipment and storage rooms available for rent, expanding the number of independent dealers in our network and expanding and taking advantage of our growing eMove capabilities.
 
Property and Casualty Insurance is focused on providing and administering property and casualty insurance to U-Haul and its customers, its independent dealers and affiliates.
 
Life Insurance is focused on long-term capital growth through direct writing and reinsuring of life, Medicare supplement and annuity products in the senior marketplace.
 


 
33

 

 
Description of Operating Segments
 
 
AMERCO’s three reportable segments are:
 
 
Moving and Storage, comprised of AMERCO, U-Haul, and Real Estate and the subsidiaries of U-Haul and Real Estate,
 
 
Property and Casualty Insurance, comprised of RepWest and its subsidiaries and ARCOA, and
 
 
Life Insurance, comprised of Oxford and its subsidiaries.
 
Moving and Storage Operating Segment
 
Our Moving and Storage Operating Segment consists of the rental of trucks, trailers, specialty rental items and self-storage spaces primarily to the household mover as well as sales of moving supplies, towing accessories and propane. Operations are conducted under the registered trade name U-Haul® throughout the United States and Canada.
 
With respect to our truck, trailer, specialty rental items and self-storage rental business, we are focused on expanding our dealer network, which provides added convenience for our customers and expanding the selection and availability of rental equipment to satisfy the needs of our customers.
 
U-Haul brand self-moving related products and services, such as boxes, pads and tape allow our customers to, among other things, protect their belongings from potential damage during the moving process. We are committed to providing a complete line of products selected with the “do-it-yourself” moving and storage customer in mind.
 
eMove is an online marketplace that connects consumers to over 4,000 independent Moving Help™ service providers and over 4,500 independent Self-Storage Affiliates. Our network of customer-rated affiliates provides pack and load help, cleaning help, self-storage and similar services, all over North America. Our goal is to further utilize our web-based technology platform to increase service to consumers and businesses in the moving and storage market.
 
For more than sixty years, U-Haul has incorporated sustainable practices into its everyday operations. Our basic business premise of truck-sharing helps reduce greenhouse gas emissions and reduces the need for total large-capacity vehicles. Today, we remain focused on reducing waste and are dedicated to manufacturing reusable components and recyclable products. This commitment to sustainability, through our products and services, has helped us to reduce any negative impact on the environment.
 
Property and Casualty Insurance Operating Segment
 
Our Property and Casualty Insurance provides loss adjusting and claims handling for U-Haul through regional offices across North America. Property and Casualty Insurance also underwrites components of the Safemove, Safetow and Safestor protection packages to U-Haul customers. We continue to focus on increasing the penetration of these products into the market. The business plan for Property and Casualty Insurance includes offering property and casualty products in other U-Haul related programs.
 
Life Insurance Operating Segment
 
Our Life Insurance provides life and health insurance products primarily to the senior market through the direct writing or reinsuring of life insurance, Medicare supplement and annuity policies.
 
Critical Accounting Policies and Estimates
 
The Company’s financial statements have been prepared in accordance with the generally accepted accounting principles (“GAAP”) in the United States. The methods, estimates and judgments we use in applying our accounting policies can have a significant impact on the results we report in our financial statements. Certain accounting policies require us to make difficult and subjective judgments and assumptions, often as a result of the need to estimate matters that are inherently uncertain.
 
In the following paragraphs we have set forth, with a detailed description, the accounting policies that we deem most critical to us and that require management’s most difficult and subjective judgments. These estimates are based on historical experience, observance of trends in particular areas, information and valuations available from outside sources and on various other assumptions that are believed to be reasonable under the circumstances and which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual amounts may differ from these estimates under different assumptions and conditions; such differences may be material.
 
We also have other policies that we consider key accounting policies, such as revenue recognition; however, these policies do not meet the definition of critical accounting estimates, because they do not generally require us to make estimates or judgments that are difficult or subjective. The accounting policies that we deem most critical to us, and involve the most difficult, subjective or complex judgments include the following:

 
34

 

 
Principles of Consolidation
 
The Company applies Financial Accounting Standards Board (“FASB”) Interpretation No. 46(R) (“FIN 46(R)”), Consolidation of Variable Interest Entities and Accounting Research Bulletin (“ARB”) 51, Consolidated Financial Statements (“ARB 51”), in its principles of consolidation. FIN 46(R) addresses arrangements where a company does not hold a majority of the voting or similar interests of a variable interest entity (“VIE”). A company is required to consolidate a VIE if it has determined it is the primary beneficiary. ARB 51 addresses the policy when a company owns a majority of the voting or similar rights and exercises effective control.
 
As promulgated by FIN 46(R), a VIE is not self-supportive due to having one or both of the following conditions: a) it has an insufficient amount of equity for it to finance its activities without receiving additional subordinated financial support or b) its owners do not hold the typical risks and rights of equity owners. This determination is made upon the creation of a variable interest and can be re-assessed should certain changes in the operations of a VIE, or its relationship with the primary beneficiary trigger a reconsideration under the provisions of FIN 46(R). After a triggering event occurs the most recent facts and circumstances are utilized in determining whether or not a company is a VIE, which other company(s) have a variable interest in the entity, and whether or not the company’s interest is such that it is the primary beneficiary.
 
In fiscal 2003 and fiscal 2002, SAC Holdings were considered special purpose entities and were consolidated based on the provisions of EITF Issue 90-15 Impact of Nonsubstantive Lessors, Residual Value Guarantees and Other Provisions in Leasing Transactions, (“EITF 90-15”). In fiscal 2004, the Company evaluated its interests in SAC Holdings utilizing the guidance promulgated in FIN 46(R). The Company concluded that SAC Holdings were VIE’s and that the Company was the primary beneficiary. Accordingly, the Company continued to include SAC Holdings in its consolidated financial statements.
 
Triggering events in February and March of 2004 and November 2007 required AMERCO to reassess its involvement in specific SAC Holdings entities. During these reassessments it was concluded that AMERCO was no longer the primary beneficiary resulting in the deconsolidation of SAC Holding Corporation in fiscal 2004 and SAC Holding II in fiscal 2008.
 
It is possible that SAC Holdings could take actions that would require us to re-determine whether SAC Holdings has become a VIE or whether we have become the primary beneficiary of SAC Holdings. Should this occur, we could be required to consolidate some or all of SAC Holdings with our financial statements.
 
The condensed consolidated balance sheets as of June 30, 2009 and March 31, 2009 include the accounts of AMERCO and its wholly-owned subsidiaries. The June 30, 2009 and 2008 condensed consolidated statements of operations and cash flows include the accounts of AMERCO and its wholly-owned subsidiaries.
 
Recoverability of Property, Plant and Equipment
 
Property, plant and equipment are stated at cost. Interest expense incurred during the initial construction of buildings and rental equipment is considered part of cost. Depreciation is computed for financial reporting purposes using the straight-line or an accelerated method based on a declining balance formula over the following estimated useful lives: rental equipment 2-20 years and buildings and non-rental equipment 3-55 years. The Company follows the deferral method of accounting based in the American Institute of Certified Public Accountants’ (“AICPA’s”) Airline Guide for major overhauls in which engine overhauls are capitalized and amortized over five years and transmission overhauls are capitalized and amortized over three years. Routine maintenance costs are charged to operating expense as they are incurred. Gains and losses on dispositions of property, plant and equipment are netted against depreciation expense when realized. Equipment depreciation is recognized in amounts expected to result in the recovery of estimated residual values upon disposal, i.e., minimize gains or losses. In determining the depreciation rate, historical disposal experience, holding periods and trends in the market for vehicles are reviewed.
 
We regularly perform reviews to determine whether facts and circumstances exist which indicate that the carrying amount of assets, including estimates of residual value, may not be recoverable or that the useful life of assets are shorter or longer than originally estimated. Reductions in residual values (i.e., the price at which we ultimately expect to dispose of revenue earning equipment) or useful lives will result in an increase in depreciation expense over the life of the equipment. Reviews are performed based on vehicle class, generally subcategories of trucks and trailers. We assess the recoverability of our assets by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their estimated remaining lives against their respective carrying amounts. We consider factors such as current and expected future market price trends on used vehicles and the expected life of vehicles included in the fleet. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets. If asset residual values are determined to be recoverable, but the useful lives are shorter or longer than originally estimated, the net book value of the assets is depreciated over the newly determined remaining useful lives.

 
35

 

 
In fiscal 2006, management performed an analysis of the expected economic value of new rental trucks and determined that additions to the fleet resulting from purchase should be depreciated on an accelerated method based upon a declining formula. The salvage value and useful life assumptions of the rental truck fleet remain unchanged. Under the declining balances method (2.4 times declining balance), the book value of a rental truck is reduced approximately 16%, 13%, 11%, 9%, 8%, 7%, and 6% during years one through seven, respectively and then reduced on a straight line basis an additional 10% by the end of year fifteen. Whereas, a standard straight line approach would reduce the book value by approximately 5.3% per year over the life of the truck. For the affected equipment, the accelerated depreciation was $12.8 million and $14.1 million greater than what it would have been if calculated under a straight line approach for the first quarter of fiscal 2010 and 2009, respectively.
 
We typically sell our used vehicles at our sales centers throughout North America, on our web site at uhaul.com/trucksales or by phone at 1-866-404-0355. Additionally, we sell a large portion of our pick-up and cargo van fleet at automobile dealer auctions. Although we intend to sell our used vehicles for prices approximating book value, the extent to which we realize a gain or loss on the sale of used vehicles is dependent upon various factors including the general state of the used vehicle market, the age and condition of the vehicle at the time of its disposal and the depreciation rates with respect to the vehicle.
 
Insurance Reserves
 
Liabilities for life insurance and certain annuity and health policies are established to meet the estimated future obligations of policies in force, and are based on mortality, morbidity and withdrawal assumptions from recognized actuarial tables which contain margins for adverse deviation. In addition, liabilities for health, disability and other policies include estimates of payments to be made on insurance claims for reported losses and estimates of losses incurred, but not yet reported. Liabilities for annuity contracts consist of contract account balances that accrue to the benefit of the policyholders.
 
Insurance reserves for Property and Casualty Insurance and U-Haul take into account losses incurred based upon actuarial estimates. These estimates are based on past claims experience and current claim trends as well as social and economic conditions such as changes in legal theories and inflation. Due to the nature of the underlying risks and the high degree of uncertainty associated with the determination of the liability for future policy benefits and claims, the amounts to be ultimately paid to settle liabilities cannot be precisely determined and may vary significantly from the estimated liability.
 
Due to the long tailed nature of the assumed reinsurance and the excess workers compensation lines of insurance that were written by RepWest, it may take a number of years for claims to be fully reported and finally settled.
 
Impairment of Investments
 
For investments accounted for under SFAS 115, Accounting for Certain Investments in Debt and Equity Securities in determining if and when a decline in market value below amortized cost is other-than-temporary, management makes certain assumptions or judgments in its assessment including but not limited to: ability and intent to hold the security, quoted market prices, dealer quotes or discounted cash flows, industry factors, financial factors, and issuer specific information such as credit strength. Other-than-temporary impairment in value is recognized in the current period operating results. The Company’s insurance subsidiaries recognized $0.1 million in other-than-temporary impairments for the first quarters of fiscal 2010 and 2009. These impairments were credit related and recorded against earnings.
 
Income Taxes
 
The Company’s tax returns are periodically reviewed by various taxing authorities. The final outcome of these audits may cause changes that could materially impact our financial results.
 
AMERCO files a consolidated tax return with all of its legal subsidiaries, except for Dallas General Life Insurance Company (“DGLIC”), a subsidiary of Oxford, which will file on a stand alone basis until 2012.
 
Fair Values
 
Fair values of cash equivalents approximate carrying value due to the short period of time to maturity. Fair values of short-term investments, investments available-for-sale, long-term investments, mortgage loans and notes on real estate, and interest rate swap contracts are based on quoted market prices, dealer quotes or discounted cash flows. Fair values of trade receivables approximate their recorded value.
 
The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of temporary cash investments, trade receivables, reinsurance recoverables and notes receivable. Limited credit risk exists on trade receivables due to the diversity of our customer base and their dispersion across broad geographic markets. The Company places its temporary cash investments with financial institutions and limits the amount of credit exposure to any one financial institution.

 
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The Company has mortgage receivables, which potentially expose the Company to credit risk. The portfolio of notes is principally collateralized by mini-warehouse storage facilities and commercial properties. The Company has not experienced losses related to the notes from individual notes or groups of notes in any particular industry or geographic area. The estimated fair values were determined using the discounted cash flow method and using interest rates currently offered for similar loans to borrowers with similar credit ratings.
 
The carrying amount of long-term debt and short-term borrowings are estimated to approximate fair value as the actual interest rate is consistent with the rate estimated to be currently available for debt of similar term and remaining maturity.
 
Other investments including short-term investments are substantially current or bear reasonable interest rates. As a result, the carrying values of these financial instruments approximate fair value.
 
Subsequent Events
 
In May 2009, the FASB issued SFAS 165, Subsequent Events (“SFAS 165”). This statement provides guidance on management’s assessment of subsequent events and incorporates this guidance into accounting literature. SFAS 165 is effective prospectively for interim and annual periods ending after June 15, 2009. The adoption of this standard did not have a material impact on our consolidated financial statements. The company has evaluated subsequent events through August 3, 2009, the date of issuance of our consolidated financial statements.
 
Adoption of New Accounting Pronouncements
 
Fair Value of Financial Instruments
 
In April 2009, the FASB issued (FSP) FAS 157-4, Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly, which provides guidelines for a broad interpretation of when to apply market-based fair value measurements. The FSP reaffirms management's need to use judgment to determine when a market that was once active has become inactive and in determining fair values in markets that are no longer active. The early adoption of this statement did not have a material impact on our financial statements.
 
In April 2009, the FASB issued (FSP) FAS 115-2 and FAS 124-2, Recognition and Presentation of Other-Than-Temporary Impairments, which segregates credit and noncredit components of impaired debt securities that are not expected to be sold. Impairments will continue to be measured at fair value with credit losses recognized in earnings and non-credit losses recognized in other comprehensive income. The FSP also requires some additional disclosures regarding expected cash flows, credit losses, and an aging of securities with unrealized losses. The adoption of this statement did not have a material impact on our financial statements.
 
In April 2009, the FASB issued (FSP) FAS 107-1 and APB 28-1, Disclosures about Fair Value of Financial Instruments, which increases the frequency of fair value disclosures to a quarterly instead of annual basis. The guidance relates to fair value disclosures for any financial instruments that are not currently reflected on the balance sheet at fair value. The adoption of this statement did not have a material impact on our financial statements.
 
In December 2007, the FASB issued SFAS 141(R), Business Combinations (“SFAS 141(R)”). SFAS 141(R) provides companies with principles and requirements on how an acquirer recognizes and measures in its financial statements the identifiable assets acquired, liabilities assumed, and any noncontrolling interest in the acquiree as well as the recognition and measurement of goodwill acquired in a business combination. SFAS 141(R) also requires certain disclosures to enable users of the financial statements to evaluate the nature and financial effects of the business combination. Acquisition costs associated with the business combination will generally be expensed as incurred. The adoption of this statement did not have a material impact on our financial statements.
 
In December 2007, the FASB issued SFAS 160, Noncontrolling Interests in Consolidated Financial Statements — an amendment of ARB No. 51 (“SFAS 160”). This Statement clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. This Statement changes the way the consolidated income statement is presented by requiring net income to be reported at amounts that include the amounts attributable to both the parent and the noncontrolling interest and to disclose those amounts on the face of the income statement. The adoption of this statement did not have a material impact on our financial statements.

 
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Recent Accounting Pronouncements
 
In May 2009, the FASB issued SFAS 165, Subsequent Events (“SFAS 165”). This statement provides guidance on management’s assessment of subsequent events and incorporates this guidance into accounting literature. SFAS 165 is effective prospectively for interim and annual periods ending after June 15, 2009. The adoption of this standard did not have a material impact on our consolidated financial statements.
 
In June 2009, the FASB issued SFAS 166, Accounting for Transfers of Financial Assets - an amendment of FASB Statement No. 140 (“SFAS 166”). This statement is to improve the relevance, representational faithfulness, and comparability of the information that a reporting entity provides in its financial statements about a transfer of financial assets; the effects of a transfer on its financial position, financial performance, and cash flows; and a transferor’s continuing involvement, if any, in transferred financial assets. This statement is to address (1) practices that have developed since the issuance of SFAS 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities, that are not consistent with the original intent and key requirements of SFAS 140, and (2) concerns of financial statement users that many of the financial assets (and related obligations) that have been derecognized should continue to be reported in the financial statements of transferors. SFAS 166 is effective for fiscal years beginning after November 15, 2009. Early adoption of SFAS 166 is not permitted. This statement must be applied to transfers occurring on or after the effective date. Additionally, on and after the effective date, the concept of a qualifying special-purpose entity is no longer relevant for accounting purposes. The Company does not believe that the adoption of this statement will have a material impact on our financial statements.
 
In June 2009, the FASB issued SFAS 167, Amendments to FASB Interpretation No. 46(R) (“SFAS167”). This statement is to improve financial reporting by enterprises involved with variable interest entities. This statement is to address (1) the effects on certain provisions of FIN 46(R) as a result of the elimination of the qualifying special-purpose entity concept in SFAS 166 and (2) constituent concerns about the application of certain key provisions of FIN 46(R), including those in which the accounting and disclosures under FIN 46(R) do not always provide timely and useful information about an enterprise’s involvement in a variable interest entity. SFAS 167 is effective for fiscal years beginning after November 15, 2009. Early adoption of SFAS 167 is not permitted.
 
In June 2009, the FASB issued SFAS 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles, (“SFAS 168”), which establishes the FASB Accounting Standards Codification™ (the “Codification”), which supersedes all existing accounting standard documents and will become the single source of authoritative non-governmental U.S. GAAP. All other accounting literature not included in the Codification will be considered non-authoritative. The Codification was implemented on July 1, 2009 and will be effective for interim and annual periods ending after September 15, 2009. We expect to conform our financial statements and related Notes to the new Codification for the quarter ended September 30, 2009.

 
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Results of Operations
 
AMERCO and Consolidated Entities
 
Quarter Ended June 30, 2009 compared with the Quarter Ended June 30, 2008
 
Listed below on a consolidated basis are revenues for our major product lines for the first quarter of fiscal 2010 and the first quarter of fiscal 2009:
 

   
Quarter Ended June 30,
 
   
2009
   
2008
 
   
(Unaudited)
 
   
(In thousands)
 
 Self-moving equipment rentals
  $ 372,941     $ 390,029  
 Self-storage revenues
    27,004       27,551  
 Self-moving and self-storage products and service sales
    57,822       62,556  
 Property management fees
    4,450       4,716  
 Life insurance premiums
    27,604       26,917  
 Property and casualty insurance premiums
    6,215       6,124  
 Net investment and interest income
    13,680       14,596  
 Other revenue
    10,943       10,305  
 Consolidated revenue
  $ 520,659     $ 542,794  
 

 
Self-moving equipment rental revenues decreased $17.1 million during the first quarter of fiscal 2010, compared with the first quarter of fiscal 2009. Results were driven primarily by a decline in one-way moving revenues. One-way moving transactions and the average revenue per transaction decreased compared with the first quarter of fiscal 2009. Total truck rental transactions declined for the quarter due to the decrease in one-way moves partially offset by an increase in In-Town activity.  Foreign currency exchange rates between the United States and Canada negatively affected our translated U.S. dollar reported revenues in the first quarter of fiscal 2010 compared with the same period last year.
 
Self-storage revenues decreased $0.5 million during the first quarter of fiscal 2010, compared with the first quarter of fiscal 2009 due to a decline in the number of occupied rooms.
 
Sales of self-moving and self-storage products and services decreased $4.7 million during the first quarter of fiscal 2010, compared with the first quarter of fiscal 2009. A significant portion of the decrease was related to propane. Measured on a volume basis, propane sales increased during the quarter; however, the significant decline in the cost of propane more than offset this volume increase.
 
Life insurance premiums increased $0.7 million during the first quarter of fiscal 2010, compared with the first quarter of fiscal 2009 primarily as a result of increased sales of its final expense life insurance product.
 
Net investment and interest income decreased $0.9 million during the first quarter of fiscal 2010, compared with the first quarter of fiscal 2009 as a result of reduced investment yields on short-term invested asset balances.
 
As a result of the items mentioned above, revenues for AMERCO and its consolidated entities were $520.7 million for the first quarter of fiscal 2010, compared with $542.8 million for the first quarter of fiscal 2009.

 
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Listed below are revenues and earnings from operations at each of our three operating segments for the first quarter of fiscal 2010 and the first quarter of fiscal 2009. The insurance companies first quarters ended March 31, 2009 and 2008:
 

   
Quarter Ended June 30,
 
   
2009
   
2008
 
   
(Unaudited)
 
   
(In thousands)
 
 Moving and storage
           
 Revenues
  $ 479,673     $ 501,541  
 Earnings from operations
    57,777       69,686  
 Property and casualty insurance
               
 Revenues
    8,051       8,890  
 Earnings from operations
    1,427       2,205  
 Life insurance
               
 Revenues
    33,872       33,063  
 Earnings from operations
    2,578       4,162  
 Eliminations
               
 Revenues
    (937 )     (700 )
 Earnings from operations
    (2,586 )     (4,391 )
 Consolidated results
               
 Revenues
    520,659       542,794  
 Earnings from operations
    59,196       71,662  
 

 
Total costs and expenses decreased $9.7 million during the first quarter of fiscal 2010, compared with the first quarter of fiscal 2009.  Commission and cost of sales expenses decreased in relation to their associated revenue declines. Operating expenses for Moving and Storage decreased $2.6 million while equipment related costs leveled off during the quarter.  Lease expense increased $4.7 million while depreciation expense decreased $2.4 million.  Losses from the disposal of equipment declined $3.3 million for the quarter compared with the same period last year. Expenses at the Life Insurance segment increased $2.4 million largely due to increased incurred benefit costs for Medicare supplement and life insurance products.
 
As a result of the above mentioned changes in revenues and expenses, earnings from operations decreased to $59.2 million in the first quarter of fiscal 2010, compared with $71.7 million for the first quarter of fiscal 2009.
 
Interest expense for the first quarter of fiscal 2010 was $23.2 million, compared with $23.8 million in the first quarter of fiscal 2009.
 
Income tax expense was $13.5 million in the first quarter of fiscal 2010, compared with $18.0 million in first quarter of fiscal 2009 due to lower pretax earnings for the first quarter of fiscal 2010.
 
In the first quarter of fiscal 2010, the Company recognized an excess carrying amount on the purchase of Series A Preferred by RepWest of $0.3 million as required by EITF Issue D-42.
 
Dividends accrued on our Series A Preferred Stock were $3.2 million for both the first quarter of fiscal 2010 and 2009.
 
As a result of the above mentioned items, earnings available to common shareholders were $19.5 million in the first quarter of fiscal 2010, compared with $26.6 million in the first quarter of fiscal 2009.
 
The weighted average common shares outstanding basic and diluted were 19,369,591 in the first quarter of fiscal 2010, compared with 19,343,184 in the first quarter of fiscal 2009.
 
Basic and diluted earnings per share in the first quarter of fiscal 2010 were $1.01, compared with $1.37 for the first quarter of fiscal 2009.

 
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Moving and Storage
 
Quarter Ended June 30, 2009 compared with the Quarter Ended June 30, 2008
 
Listed below are revenues for the major product lines at our Moving and Storage operating segment for the first quarter of fiscal 2010 and the first quarter of fiscal 2009:
 

   
Quarter Ended June 30,
 
   
2009
   
2008
 
   
(Unaudited)
 
   
(In thousands)
 
 Self-moving equipment rentals
  $ 373,255     $ 390,029  
 Self-storage revenues
    27,004       27,551  
 Self-moving and self-storage products and service sales
    57,822       62,556  
 Property management fees
    4,450       4,716  
 Net investment and interest income
    6,609       7,017  
 Other revenue
    10,533       9,672  
 Moving and Storage revenue
  $ 479,673     $ 501,541  
 
Self-moving equipment rental revenues decreased $16.8 million during the first quarter of fiscal 2010, compared with the first quarter of fiscal 2009.  Results were driven primarily by a decline in one-way moving revenues.  One-way moving transactions and the average revenue per transaction decreased compared with the first quarter of fiscal 2009.  Total truck rental transactions declined for the quarter due to the decrease in one-way moves partially offset by an increase in In-Town activity.  Foreign currency exchange rates between the United States and Canada negatively affected our translated U.S. dollar reported revenues in the first quarter of fiscal 2010 compared with the same period last year.
 
Self-storage revenues decreased $0.5 million during the first quarter of fiscal 2010, compared with the first quarter of fiscal 2009 due to a decline in the number of occupied rooms.
 
Sales of self-moving and self-storage products and services decreased $4.7 million during the first quarter of fiscal 2010, compared with the first quarter of fiscal 2009.  A significant portion of the decrease was related to propane.  Measured on a volume basis, propane sales increased during the quarter; however, the significant decline in the cost of propane more than offset this volume increase.
 
The Company owns and manages self-storage facilities. Self-storage revenues reported in the consolidated financial statements represent Company-owned locations only. Self-storage data for our owned storage locations is as follows:
 

   
Quarter Ended June 30,
 
   
2009
   
2008
 
   
(Unaudited)
 
   
(In thousands, except occupancy rate)
 
Room count as of June 30
    139       133  
Square footage as of June 30
    11,272       10,676  
Average number of rooms occupied
    105       107  
Average occupancy rate based on room count
    75.9 %     80.8 %
Average square footage occupied
    8,697       8,727  
 

 
Total costs and expenses decreased $11.7 million during the first quarter of fiscal 2010, compared with the first quarter of fiscal 2009.  Commission and cost of sales expenses decreased in relation to their associated revenue declines.  Operating expenses for Moving and Storage decreased $2.6 million while equipment related costs leveled off during the quarter.  Lease expense increased $4.7 million while depreciation expense decreased $2.4 million.  Losses from the disposal of equipment declined $3.3 million for the quarter compared with the same period last year.
 
Equity in the earnings of AMERCO’s insurance subsidiaries decreased $1.8 million in the first quarter of fiscal 2010, compared with the first quarter of fiscal 2009.
 
As a result of the above mentioned changes in revenues and expenses, earnings from operations decreased to $57.8 million in first quarter of fiscal 2010, compared with $69.7 million for the first quarter of fiscal 2009.

 
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Property and Casualty Insurance
 
Quarter Ended March 31, 2009 compared with the Quarter Ended March 31, 2008
 
Net premiums were $6.2 million and $6.1 million for the quarters ended March 31, 2009 and 2008, respectively.
 
Net investment income was $1.8 million and $2.8 million for the quarters ended March 31, 2009 and 2008, respectively. The decrease was a result of lower returns on short-term investments.
 
Net operating expenses were $3.3 million and $2.9 million for the quarters ended March 31, 2009 and 2008, respectively. The increase was due to the recovery of previous litigation expenses in 2008.
 
Benefits and losses incurred were $3.4 million and $3.8 million for the quarters ended March 31, 2009 and 2008, respectively.
 
As a result of the above mentioned changes in revenues and expenses, pretax earnings from operations were $1.4 million and $2.2 million for the quarters ended March 31, 2009 and 2008, respectively.
 
Life Insurance
 
Quarter Ended March 31, 2009 compared with the Quarter Ended March 31, 2008
 
Net premiums were $27.6 million and $26.9 million for the quarters ended March 31, 2009 and 2008, respectively. Medicare supplement premiums decreased by $1.5 million due to policy terminations and lapses in excess of new sales and rate increases.  Life insurance premiums increased by $2.1 million as a result of new sales from distribution expansion.
 
Net investment income was $5.5 million and $5.2 million for the quarters ended March 31, 2009 and 2008, respectively. The increase was primarily due to a gain on the sale of bonds in the current quarter.
 
Net operating expenses were $5.0 million and $5.8 million for the quarters ended March 31, 2009 and 2008, respectively.  The decrease was mostly attributable to a reduction of expenses for the Credit segment and a reduction of Medicare supplement commissions due to lower collected premiums as compared with the prior year.
 
Benefits incurred were $24.3 million and $21.0 million for the quarters ended March 31, 2009 and 2008, respectively. The increase was due to an additional $1.9 million of life insurance reserves related to increased sales volume. Additionally, 2008 results included the release of redundant Medicare supplement claim liabilities; no such reduction was necessary in 2009.
 
Amortization of deferred acquisition costs (“DAC”) and the value of business acquired (“VOBA”) was $1.9 million and $2.1 million for the quarters ended March 31, of 2009 and 2008, respectively.
 
As a result of the above mentioned changes in revenues and expenses, pretax earnings from operations were $2.6 million and $4.2 million for the quarters ended March 31, 2009 and 2008, respectively.
 
Liquidity and Capital Resources
 
We believe our current capital structure is a positive factor that will enable us to pursue our operational plans and goals, and provide us with sufficient liquidity for the foreseeable future. The majority of our obligations currently in place mature at the end of fiscal years 2014, 2015 or 2018. However, since there are many factors which could affect our liquidity, including some which are beyond our control, there is no assurance that future cash flows will be sufficient to meet our outstanding debt obligations and our other future capital needs.

 
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At June 30, 2009, cash and cash equivalents totaled $226.7 million, compared with $240.6 million on March 31, 2009. The assets of our insurance subsidiaries are generally unavailable to fulfill the obligations of non-insurance operations (AMERCO, U-Haul and Real Estate). As of June 30, 2009 (or as otherwise indicated), cash and cash equivalents, other financial assets (receivables, short-term investments, other investments, fixed maturities, and related party assets) and obligations of each operating segment were:
 

   
Moving & Storage
   
Property and Casualty Insurance (a)
   
Life Insurance (a)
 
   
(Unaudited)
 
   
(In thousands)
 
Cash and cash equivalents
  $ 203,298     $ 19,610     $ 3,809  
Other financial assets
    343,421       387,213       525,711  
Debt obligations
    1,534,320       -       -  
                         
(a) As of March 31, 2009
                       
 

 
Our Moving and Storage operations (AMERCO, U-Haul and Real Estate) had cash available under existing credit facilities or loans of $65.0 million comprised of:
 

   
June 30, 2009
 
   
(Unaudited)
 
   
(In thousands)
 
       
Real estate loan (revolving credit)
  $ 30,000  
Working capital loan (revolving credit)
    35,000  
    $ 65,000  
 

 
Net cash provided by operating activities decreased $27.5 million in the first quarter of fiscal 2010, compared with fiscal 2009.  The decrease in self-moving equipment rental revenues and product and service sales was the principal contributor to the decline in operating cash flows.
 
Net cash used in investing activities increased $16.2 million in the first quarter of fiscal 2010, compared with fiscal 2009.  Cash used to acquire property plant and equipment has decreased approximately $100.0 million in the first quarter of fiscal 2010 compared with the first quarter of fiscal 2009.  However, cash from lease fundings, which is netted against this amount, decreased $125.9 million during the same period leading to the net increase in cash used for investing activities.
 
Net cash used by financing activities increased $2.7 million in the first quarter of fiscal 2010, compared with fiscal 2009 due to a decrease in cash from new debt issuance.
 
Liquidity and Capital Resources and Requirements of Our Operating Segments
 
Moving and Storage
 
To meet the needs of our customers, U-Haul maintains a large fleet of rental equipment. Capital expenditures have primarily reflected new rental equipment acquisitions and the buyouts of existing fleet from TRAC leases. The capital to fund these expenditures has historically been obtained internally from operations and the sale of used equipment, and externally from debt and lease financing. In the future, we anticipate that our internally generated funds will be used to service the existing debt and fund operations. U-Haul estimates that during fiscal 2010 the Company will reinvest in its truck and trailer rental fleet approximately $125 million, net of equipment sales and excluding any lease buyouts. Fleet investments in fiscal 2010 and beyond will be dependent upon several factors including availability of capital, the truck rental environment and the used-truck sales market. We anticipate that the fiscal 2010 investment will be funded largely through external lease financing, debt financing and cash from operations. Management considers several factors including cost and tax consequences when selecting a method to fund capital expenditures. Our allocation between debt and lease financing can change from year to year based upon financial market conditions which may alter the cost or availability of financing options.

 
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Real Estate has traditionally financed the acquisition of self-storage properties to support U-Haul's growth through debt financing and funds from operations and sales. The Company’s plan for the expansion of owned storage properties includes the acquisition of existing self-storage locations from third parties, the acquisition and development of bare land, and the acquisition and redevelopment of existing buildings not currently used for self-storage. The Company is funding these development projects through construction loans and internally generated funds. For the first quarter of fiscal 2010, the Company invested approximately $16 million in real estate acquisitions, new construction and renovation and repair. For fiscal 2010, the timing of new projects will be dependent upon several factors including the entitlement process, availability of capital, weather, and the identification and successful acquisition of target properties. U-Haul's growth plan in self-storage also includes the expansion of the eMove program, which does not require significant capital.
 
Net capital expenditures (purchases of property, plant and equipment less proceeds from the sale of property, plant and equipment) were $85.5 million and $60.0 million for the first quarter of fiscal 2010 and 2009, respectively. During the first quarter of fiscal 2010 and 2009, the Company entered into $17.9 million and $143.8 million, respectively of new equipment leases.
 
Moving and Storage continues to hold significant cash and has access to additional liquidity. Management may invest these funds in our existing operations, expand our product lines or pursue external opportunities in the self-moving and storage market place.
 
Property and Casualty Insurance
 
State insurance regulations restrict the amount of dividends that can be paid to stockholders of insurance companies. As a result, Property and Casualty Insurance’s assets are generally not available to satisfy the claims of AMERCO or its legal subsidiaries.
 
Stockholder’s equity was $148.1 million and $147.9 million at March 31, 2009 and December 31, 2008, respectively. The increase resulted from earnings of $0.9 million and a decrease in the other comprehensive income of $0.7 million. Property and Casualty Insurance does not use debt or equity issues to increase capital and therefore has no direct exposure to capital market conditions other than through its investment portfolio.
 
Life Insurance
 
Life Insurance manages its financial assets to meet policyholder and other obligations including investment contract withdrawals. Life Insurance’s net withdrawals for the quarter ended March 31, 2009 were $10.7 million. State insurance regulations restrict the amount of dividends that can be paid to stockholders of insurance companies. As a result, Life Insurance’s funds are generally not available to satisfy the claims of AMERCO or its legal subsidiaries.
 
Life Insurance’s stockholder’s equity was $155.7 million and $156.7 million at March 31, 2009 and December 31, 2008, respectively. The net decrease resulted from earnings of $1.7 million and a decrease in other comprehensive income of $2.7 million. Life Insurance does not use debt or equity issues to increase capital and therefore has no direct exposure to capital market conditions other than through its investment portfolio.
 
Cash Provided from Operating Activities by Operating Segments
 
Moving and Storage
 
Cash provided from operating activities were $103.7 million and $118.8 million in the first quarter of fiscal 2010 and 2009, respectively. The decrease in self-moving equipment rental revenues and product and service sales was the principal contributor to the decline in operating cash flows.
 
Property and Casualty Insurance
 
Cash provided (used) by operating activities were ($3.9) million and $2.4 million for the quarters ended March 31, 2009 and 2008, respectively. The increase in cash used by operations was a result of an increase in reinsurance recoverables, and there was a reduction of intercompany balances that occurred in 2008 that did not reoccur in 2009.
 
Property and Casualty Insurance’s cash and cash equivalents and short-term investment portfolio amounted to $110.4 million and $112.0 million at March 31, 2009 and December 31, 2008, respectively. This balance reflects funds in transition from maturity proceeds to long term investments. Management believes this level of liquid assets, combined with budgeted cash flow, is adequate to meet periodic needs. Capital and operating budgets allow Property and Casualty Insurance to schedule cash needs in accordance with investment and underwriting proceeds.

 
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Life Insurance
 
Cash provided (used) by operating activities were ($5.5) million and $0.6 million, for the quarters ended March 31, 2009 and 2008, respectively. The decrease was primarily due to $5.6 million in timing differences of estimated tax payments made in the first quarter of 2009 compared with 2008.
 
In addition to cash flows from operating activities and financing activities, a substantial amount of liquid funds are available through Life Insurance’s short-term portfolio. At March 31, 2009 and December 31, 2008, cash and cash equivalents and short-term investments amounted to $27.7 million and $39.3 million, respectively. Management believes that the overall sources of liquidity will continue to meet foreseeable cash needs.
 
Liquidity and Capital Resources - Summary
 
We believe we have the financial resources needed to meet our business plans and to meet our business  requirements including capital expenditures for the investment in our rental fleet, rental equipment and storage space, working capital requirements, and our preferred stock dividend program.
 
Our borrowing strategy is primarily focused on asset-backed financing and rental equipment operating leases. As part of this strategy, we seek to ladder maturities and hedge floating rate loans through the use of interest rate swaps. While each of these loans typically contains provisions governing the amount that can be borrowed in relation to specific assets, the overall structure is flexible with no limits on overall Company borrowings. Management feels it has adequate liquidity between cash and cash equivalents and unused borrowing capacity in existing facilities to meet the current and expected needs of the Company over the next several years. At June 30, 2009, we had cash availability under existing credit facilities or loans of $65.0 million. It is possible that circumstances beyond our control could alter the ability of the financial institutions to lend us the unused lines of credit. Despite the current financial market conditions, we believe that there are additional opportunities for leverage in our existing capital structure. For a more detailed discussion of our long-term debt and borrowing capacity, please refer to Note 4 Borrowings to the Notes to Condensed Consolidated Financial Statements.
 
Fair Value of Financial Instruments
 
On April 1, 2008 we adopted SFAS 157. Effective on this date, assets and liabilities recorded at fair value on the condensed consolidated balance sheets were measured and classified based upon a three tiered approach to valuation. SFAS 157 requires that financial assets and liabilities recorded at fair value be classified and disclosed in a Level 1, Level 2 or Level 3 category. For more information, please refer to Note 14 Fair Value Measurements of the Notes to Condensed Consolidated Financial Statements.
 
The available-for-sale securities held by the Company are recorded at fair value. These values are determined primarily from actively traded markets where prices are based either on direct market quotes or observed transactions. Liquidity is a factor considered during the determination of the fair value of these securities. Market price quotes may not be readily available for certain securities or the market for them has slowed or ceased. In situations where the market is determined to be illiquid, fair value is determined based upon limited available information and other factors including expected cash flows. At June 30, 2009, we had $2.9 million of available-for-sale assets classified in Level 3.
 
The interest rate swaps held by the Company as hedges against interest rate risk for our variable rate debt are recorded at fair value. These values are determined using pricing valuation models which include broker quotes for which significant inputs are observable. They include adjustments for counterparty credit quality and other deal-specific factors, where appropriate.
 
Disclosures about Contractual Obligations and Commercial Commitments
 
Our estimates as to future contractual obligations have not materially changed from the disclosure included under the subheading Contractual Obligations in Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of our Annual Report on Form 10-K for the fiscal year ended March 31, 2009.
 
 Off Balance Sheet Arrangements
 
The Company uses off-balance sheet arrangements in situations where management believes that the economics and sound business principles warrant their use.
 
AMERCO utilizes operating leases for certain rental equipment and facilities with terms expiring substantially through 2016, with the exception of one land lease expiring in 2034. In the event of a shortfall in proceeds from the sales of the underlying rental equipment assets, AMERCO has guaranteed approximately $184.2 million of residual values at June 30, 2009 for these assets at the end of their respective lease terms. AMERCO has been leasing rental equipment since 1987. To date, we have not experienced residual value shortfalls related to these leasing arrangements. Using the average cost of fleet related debt as the discount rate, the present value of AMERCO’s minimum lease payments and residual value guarantees was $607.9 million at June 30, 2009.

 
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Historically, AMERCO has used off-balance sheet arrangements in connection with the expansion of our self-storage business. Refer to Note 10 Related Party Transactions of the Notes to Condensed Consolidated Financial Statements. These arrangements were primarily used when the Company’s overall borrowing structure was more limited. The Company does not face similar limitations currently and off-balance sheet arrangements have not been utilized in our self-storage expansion in recent years. In the future, the Company will continue to identify and consider off-balance sheet opportunities to the extent such arrangements would be economically advantageous to the Company and its stockholders.
 
The Company currently manages the self-storage properties owned or leased by SAC Holdings, Mercury, 4 SAC, 5 SAC, Galaxy, and Private Mini pursuant to a standard form of management agreement, under which the Company receives a management fee of between 4% and 10% of the gross receipts plus reimbursement for certain expenses. The Company received management fees, exclusive of reimbursed expenses, of $9.7 million and $10.9 million from the above mentioned entities during the first quarter of fiscal 2010 and 2009, respectively. This management fee is consistent with the fee received for other properties the Company previously managed for third parties. SAC Holdings, 4 SAC, 5 SAC, Galaxy and Private Mini are substantially controlled by Blackwater. Mercury is substantially controlled by Mark V. Shoen. James P. Shoen, a significant shareholder and director of AMERCO, has an interest in Mercury.
 
The Company leases space for marketing company offices, vehicle repair shops and hitch installation centers from subsidiaries of SAC Holdings, 5 SAC and Galaxy. Total lease payments pursuant to such leases were $0.6 million for the first quarter of fiscal 2010 and 2009. The terms of the leases are similar to the terms of leases for other properties owned by unrelated parties that are leased to the Company.
 
At June 30, 2009, subsidiaries of SAC Holdings, 4 SAC, 5 SAC, Galaxy and Private Mini acted as U-Haul independent dealers. The financial and other terms of the dealership contracts with the aforementioned companies and their subsidiaries are substantially identical to the terms of those with the Company’s other independent dealers whereby commissions are paid by the Company based on equipment rental revenues. The Company paid the above mentioned entities $9.2 million and $9.5 million in commissions pursuant to such dealership contracts during the first quarter of fiscal 2010 and 2009, respectively.
 
These agreements along with notes with subsidiaries of SAC Holdings, 4 SAC, 5 SAC, Galaxy and Private Mini, excluding Dealer Agreements, provided revenues of $10.0 million, expenses of $0.6 million and cash flows of $11.3 million during the first quarter of fiscal 2010. Revenues and commission expenses related to the Dealer Agreements were $43.8 million and $9.2 million, respectively.
 
During the first quarter of fiscal 2010, subsidiaries of the Company held various junior unsecured notes of SAC Holdings. The Company does not have an equity ownership interest in SAC Holdings. The Company recorded interest income of $4.7 million and $4.6 million, and received cash interest payments of $2.8 million and $4.9 million, from SAC Holdings during the first quarter of fiscal 2010 and 2009, respectively. The largest aggregate amount of notes receivable outstanding during the first quarter of fiscal 2010 was $197.6 million and the aggregate notes receivable balance at June 30, 2009 was $197.4 million. In accordance with the terms of these notes, SAC Holdings may repay the notes without penalty or premium at any time.
 
Fiscal 2010 Outlook
 
 
We will continue to focus our attention on increasing transaction volume and improving pricing, product and utilization for self-moving equipment rentals. Maintaining an adequate level of new investment in our truck fleet is an important component of our plan to meet these goals. Our significant investment in the fleet over the last four years provides us the opportunity in fiscal 2010 to reduce our new equipment capital expenditures relative to the last several years. Revenue in the U-Move program could continue to be adversely impacted should we fail to execute in any of these areas. Even if we execute our plans we could see declines in revenues primarily due to the adverse economic conditions that are beyond our control.
 
We have added new storage locations and expanded at existing locations. In fiscal 2010 we are looking to complete current projects and increase occupancy in our existing portfolio of locations. New projects and acquisitions will be considered and pursued if they fit our long-term plans and meet our financial objectives. While the Company was able to maintain storage revenue in fiscal 2009 due to pricing, this trend may not continue. The Company will continue to invest capital and resources in the “U-Box”TM storage container program throughout fiscal 2010.
 
Property and Casualty Insurance will continue to provide loss adjusting and claims handling for U-Haul and underwrite components of the Safemove, Safetow and Safestor protection packages to U-Haul customers.
 
Life Insurance is pursuing its goal of expanding its presence in the senior market through the sales of its Medicare supplement, life and annuity policies. This strategy includes growing its agency force, expanding its new product offerings, and pursuing business acquisition opportunities.

 
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Cautionary Statements Regarding Forward-Looking Statements
 
This Quarterly Report on Form 10-Q, contains “forward-looking statements” regarding future events and our future results of operations. We may make additional written or oral forward-looking statements from time to time in filings with the SEC or otherwise. We believe such forward-looking statements are within the meaning of the safe-harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements may include, but are not limited to, projections of revenues, earnings or loss; estimates of capital expenditures, plans for future operations, products or services; financing needs and plans; our perceptions of our legal positions and anticipated outcomes of government investigations and pending litigation against us; liquidity; goals and strategies; plans for new business; storage occupancy; growth rate assumptions, pricing, costs, and access to capital and leasing markets as well as assumptions relating to the foregoing. The words “believe,” “expect,” “anticipate,” “estimate,” “project” and similar expressions identify forward-looking statements, which speak only as of the date the statement was made.
 
Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. Factors that could significantly affect results include, without limitation, the risk factors set forth in the section entitled Item 1A. Risk Factors contained in our Annual Report on Form 10-K for the fiscal year ended March 31, 2009, as well as the following: the Company’s ability to operate pursuant to the terms of its credit facilities; the Company’s ability to maintain contracts that are critical to its operations; the costs and availability of financing; the Company’s ability to execute its business plan; the Company’s ability to attract, motivate and retain key employees; general economic conditions; fluctuations in our costs to maintain and update our fleet and facilities; our ability to refinance our debt; changes in government regulations, particularly environmental regulations; our credit ratings; the availability of credit; changes in demand for our products; changes in the general domestic economy; the degree and nature of our competition; the resolution of pending litigation against the Company; changes in accounting standards and other factors described in this report or the other documents we file with the SEC. The above factors, the following disclosures, as well as other statements in this report and in the Notes to Condensed Consolidated Financial Statements, could contribute to or cause such risks or uncertainties, or could cause our stock price to fluctuate dramatically. Consequently, the forward-looking statements should not be regarded as representations or warranties by the Company that such matters will be realized. The Company assumes no obligation to update or revise any of the forward-looking statements, whether in response to new information, unforeseen events, changed circumstances or otherwise.

 
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Item 3.                      Quantitative and Qualitative Disclosures about Market Risk
 
 
We are exposed to financial market risks, including changes in interest rates and currency exchange rates. To mitigate these risks, we may utilize derivative financial instruments, among other strategies. We do not use derivative financial instruments for speculative purposes.
 
 Interest Rate Risk
 
The exposure to market risk for changes in interest rates relates primarily to our variable rate debt obligations.  We have used interest rate swap agreements and forward swaps to reduce our exposure to changes in interest rates. The Company enters into these arrangements with counterparties that are significant financial institutions with whom we generally have other financial arrangements. We are exposed to credit risk should these counterparties not be able to perform on their obligations.
 

 
Notional Amount
 
Fair Value
 
Effective Date
 
Expiration Date
 
Fixed Rate
 
Floating Rate
(Unaudited)
(In thousands)
                         
$
71,933
(a), (b)
 
(5,276)
 
5/10/2006
 
4/10/2012
 
5.06%
 
1 Month LIBOR
 
77,237
(a), (b)
 
(6,515)
 
10/10/2006
 
10/10/2012
 
5.57%
 
1 Month LIBOR
 
25,612
(a)
 
(2,503)
 
7/10/2006
 
7/10/2013
 
5.67%
 
1 Month LIBOR
 
 271,667
(a)
 
 (35,976)
 
8/18/2006
 
8/10/2018
 
5.43%
 
1 Month LIBOR
 
18,000
(a)
 
(1,516)
 
2/12/2007
 
2/10/2014
 
5.24%
 
1 Month LIBOR
 
12,242
(a)
 
(997)
 
3/12/2007
 
3/10/2014
 
4.99%
 
1 Month LIBOR
 
12,250
(a)
 
(935)
 
3/12/2007
 
3/10/2014
 
4.99%
 
1 Month LIBOR
 
16,000
(a), (b)
 
(536)
 
8/15/2008
 
6/15/2015
 
3.62%
 
1 Month LIBOR
 
16,625
(a)
 
(744)
 
8/29/2008
 
7/10/2015
 
4.04%
 
1 Month LIBOR
 
25,483
(a)
 
(1,345)
 
9/30/2008
 
9/10/2015
 
4.16%
 
1 Month LIBOR
 
14,500
(a), (b)
 
 248
 
3/30/2009
 
4/15/2016
 
2.24%
 
1 Month LIBOR
                         
 
(a) interest rate swap agreement
               
 
(b) forward swap
           
 

 
As of June 30, 2009, the Company had approximately $758.3 million of variable rate debt obligations. If LIBOR were to increase 100 basis points, the increase in interest expense on the variable rate debt would decrease future earnings and cash flows by approximately $2.0 million annually (after consideration of the effect of the above derivative contracts).
 
Additionally, our insurance subsidiaries’ fixed income investment portfolios expose the Company to interest rate risk. This interest rate risk is the price sensitivity of a fixed income security to changes in interest rates. As part of our insurance companies’ asset and liability management, actuaries estimate the cash flow patterns of our existing liabilities to determine their duration. These outcomes are compared to the characteristics of the assets that are currently supporting these liabilities assisting management in determining an asset allocation strategy for future investments that management believes will mitigate the overall effect of interest rates.
 
Foreign Currency Exchange Rate Risk
 
The exposure to market risk for changes in foreign currency exchange rates relates primarily to our Canadian business. Approximately 5.7% and 6.3% of our revenue for the first quarter of fiscal 2010 and 2009, respectively were generated in Canada. The result of a 10.0% change in the value of the U.S. dollar relative to the Canadian dollar would not be material to net income. We typically do not hedge any foreign currency risk since the exposure is not considered material.

 
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Item 4.                      Controls and Procedures
 
 
Attached as exhibits to this Form 10-Q are certifications of the registrants’ Chief Executive Officer (“CEO”) and Chief Accounting Officer (“CAO”), which are required in accordance with Rule 13a-14 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). This "Controls and Procedures" section includes information concerning the controls and procedures evaluation referred to in the certifications and it should be read in conjunction with the certifications for a more complete understanding of the topics presented in Evaluation of Disclosure Controls and Procedures.
 
 Evaluation of Disclosure Controls and Procedures
 
The Company’s management, with the participation of the CEO and CAO, conducted an evaluation of the effectiveness of the design and operation of the Company’s "disclosure controls and procedures" (as such term is defined in the Exchange Act Rules 13a-15(e) and 15d-15(e)) (“Disclosure Controls”) as of the end of the period covered by this Form 10-Q. Our Disclosure Controls are designed to reasonably assure that information required to be disclosed in our reports filed under the Exchange Act, such as this Form 10-Q, is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms. Our Disclosure Controls are also designed to reasonably assure that such information is accumulated and communicated to our management, including the CEO and CAO, as appropriate to allow timely decisions regarding required disclosure. Based upon the controls evaluation, our CEO and CAO have concluded that as of the end of the period covered by this Form 10-Q, our Disclosure Controls were effective related to the above stated design purposes.
 
Inherent Limitations on the Effectiveness of Controls
 
The Company's management, including the CEO and CAO, does not expect that our Disclosure Controls or our internal control over financial reporting will prevent or detect all error and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system's objectives will be met. The design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Further, because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation of controls effectiveness to future periods are subject to risks. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.
 
Changes in Internal Control over Financial Reporting
 
There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

 
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PART II OTHER INFORMATION
 
 
Item 1. Legal Proceedings
 
Information regarding our legal proceedings can be found under Note 9 Contingencies to the Notes to Condensed Consolidated Financial Statements.
 
Item 1A. Risk Factors
 
We are not aware of any material updates to the risk factors described in the Company’s previously filed Annual Report on Form 10-K for the fiscal year ended March 31, 2009.
 
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
 
On December 3, 2008, the Board authorized and directed us to amend the ESOP to provide that distributions under the ESOP with respect to accounts valued at no more than $1,000 may be in the form of cash at the sole discretion of the advisory committee, subject to a participant’s or beneficiary’s right to elect a distribution of AMERCO common stock. The Board also authorized us, using management’s discretion, to buy back shares of former employee ESOP participants whose respective ESOP account balances are valued at more than $1,000 but who own less than 100 shares, at the then-prevailing market prices. No such shares have been purchased.
 
From January 1, 2009 through March 31, 2009, RepWest purchased 50,200 shares of Series A Preferred on the open market for $0.9 million. RepWest purchased an additional 15,900 shares on the open market for $0.3 million in the second quarter of fiscal 2010. RepWest may continue to make investments in AMERCO’s Preferred Shares in the future.
 
Item 3. Defaults upon Senior Securities
 
Not applicable.
 
Item 4. Submission of Matters to a Vote of Security Holders
 
Not applicable.
 
Item 5. Other Information
 
Not applicable.
 
Item 6. Exhibits
 
The following documents are filed as part of this report:
 

Exhibit Number
 
 
Description
 
 
Page or Method of Filing
3.1
 
Restated Articles of Incorporation of AMERCO
 
Incorporated by reference to AMERCO’s Registration Statement on form S-4 filed March 30, 2004, file no. 1-11255
 
3.2
 
Restated By-Laws of AMERCO
 
Incorporated by reference to AMERCO’s Current Report on Form 8-K filed on December 5, 2007, file no. 1-11255
 
31.1
 
Rule 13a-14(a)/15d-14(a) Certificate of Edward J. Shoen, President and Chairman of the Board of AMERCO
 
 
Filed herewith
31.2
 
Rule 13a-14(a)/15d-14(a) Certificate of Jason A. Berg, Principal Financial Officer and Chief Accounting Officer of AMERCO
 
 
Filed herewith
32.1
 
Certificate of Edward J. Shoen, President and Chairman of the Board of AMERCO pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
 
Furnished herewith
32.2
 
Certificate of Jason A. Berg, Principal Financial Officer and Chief Accounting Officer of AMERCO pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
Furnished herewith


 
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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 thereunto duly authorized.


AMERCO


Date:  August 5, 2009                                                                                       /s/ Edward J. Shoen                                                      
Edward J. Shoen
President and Chairman of the Board
(Duly Authorized Officer)


Date:  August 5, 2009                                                                                        /s/ Jason A. Berg                                                      
Jason A. Berg
Chief Accounting Officer
(Principal Financial Officer)



 
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