Universal Logistics (NASDAQ: ULH) completes $38M New Jersey property swap
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Universal Logistics Holdings, Inc., through its subsidiary UTSI Finance, Inc., entered into and completed two related real estate agreements with Lakeshore Ventures LLC on June 24, 2026. UTSI sold a facility in Kearny, New Jersey to Lakeshore and received $38.0 million in cash consideration, subject to adjustments, along with all membership interests in Passaic Ventures LLC, which owns a facility in Newark, New Jersey.
Lakeshore is affiliated with the Company’s Chairman, Matthew T. Moroun, and director, Matthew J. Moroun. The transactions were reviewed and approved by the disinterested members of the Board of Directors, including all members of the Audit Committee.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 1.01, 9.01
2 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Cash consideration: $38.0 million
Agreement date: June 24, 2026
2 metrics
Cash consideration
$38.0 million
Paid by Lakeshore for Kearny, New Jersey facility as part of transaction
Agreement date
June 24, 2026
Date UTSI entered into and consummated the Transaction Agreements
Key Terms
Material Definitive Agreement, Real Estate Purchase Agreement, Membership Interest Purchase Agreement, Audit Committee, +1 more
5 terms
Material Definitive Agreement regulatory
"Item 1.01 Entry into a Material Definitive Agreement."
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
Real Estate Purchase Agreement financial
"entered into and consummated the transactions contemplated by a Real Estate Purchase Agreement (the “Kearny REPA”)"
Membership Interest Purchase Agreement financial
"and a Membership Interest Purchase Agreement (the “Passaic MIPA”)"
A membership interest purchase agreement is a contract used when someone buys an ownership stake in a limited liability company (LLC). It spells out what is being sold, the price, any promises about the business’s condition, and who takes responsibility for debts or legal issues—like a receipt and rulebook for the sale. Investors care because it transfers control, affects future cash flow and liabilities, and can change the value and tax treatment of their investment.
Audit Committee regulatory
"reviewed and approved by the disinterested members of the Company’s Board of Directors, including all members of the Audit Committee."
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
Emerging growth company regulatory
"Emerging growth company Item 1.01 Entry into a Material Definitive Agreement."
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
FAQ
What real estate transaction did Universal Logistics (ULH) complete in New Jersey?
Universal Logistics completed a property transaction in New Jersey where its subsidiary sold a Kearny facility to Lakeshore Ventures LLC and acquired all membership interests in Passaic Ventures LLC, which owns a Newark facility, as part of linked purchase agreements.
How much cash did Universal Logistics (ULH) receive in the Lakeshore transaction?
UTSI Finance, a Universal Logistics subsidiary, received cash consideration of $38.0 million, subject to adjustments, from Lakeshore Ventures LLC in exchange for the Kearny, New Jersey facility and as part of the broader real estate and membership interest transaction.
Who is Lakeshore Ventures LLC in relation to Universal Logistics (ULH)?
Lakeshore Ventures LLC is an affiliate of Universal Logistics’ Chairman, Matthew T. Moroun, and director, Matthew J. Moroun. This affiliation makes the New Jersey real estate and membership interest transaction a related-party deal requiring oversight by disinterested board members.
What is Passaic Ventures LLC in the Universal Logistics (ULH) transaction?
Passaic Ventures LLC is an entity whose membership interests were transferred to UTSI Finance, a Universal Logistics subsidiary, by Lakeshore Ventures LLC. Passaic Ventures owns a real property facility in Newark, New Jersey, received as part of the same transaction involving the Kearny facility.