United States 12 Month Oil Fund parent signs buyout deal

Completion would make TMC privately held and end the NYSE listing of its common stock, subject to stockholder, regulatory and change-of-control approvals.

Rhea-AI Filing Summary

United States 12 Month Oil Fund, LP (USL) reported that its indirect parent, The Marygold Companies, Inc. (TMC), entered into a definitive agreement with Madison Dearborn Partners (MDP) for TMC to become privately held in an all-cash transaction. TMC is the sole shareholder of USCF Investments, Inc., which is the holding company and sole member of United States Commodity Funds LLC (USCF), USL’s general partner.

The transaction is expected to close during the first half of 2027 or earlier upon satisfaction of customary closing conditions, including TMC stockholder approval, regulatory approvals, and certain change-of-control approvals. If completed, TMC’s common stock will no longer be listed on the New York Stock Exchange. MDP and TMC’s leaders indicated that, after closing and at the appropriate time, they will execute on TMC’s previously announced transformation strategy to refocus USCF’s business. There is no guarantee the transaction will be completed within the expected timeframe, or at all.

8-K Event Classification

Item 1.01 — Entry into a Material Definitive Agreement

1 item

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.

Key Figures

Expected transaction closing: First half of 2027 or earlier

1 metrics

Expected transaction closing First half of 2027 or earlier Expected close upon satisfaction of customary closing conditions

Key Terms

customary closing conditions, change-of-control approvals, general partner, all-cash transaction

4 terms

customary closing conditions financial

"upon satisfaction of customary closing conditions"

"Customary closing conditions" are standard rules or checks that must be met before a business deal can be finalized, like making sure all paperwork is in order or that certain approvals are obtained. They matter because they help protect both parties, ensuring everything is in place and reducing the risk of surprises or problems after the deal is closed.

change-of-control approvals regulatory

"certain change-of-control approvals"

Approvals required when control of a company shifts to a new owner or group—often from lenders, regulators, counterparties, or contractual counterparties—so that loans, licenses, supplier contracts, or regulatory permissions remain valid after the transfer. Investors should care because failure to obtain these consents can trigger loan defaults, termination of important contracts, or regulatory blocks, similar to needing a landlord’s OK before transferring a lease to a new tenant.

general partner financial

"USL’s general partner"

A general partner is the person or firm that runs an investment partnership and legally represents it — they make the day-to-day decisions, choose which assets to buy or sell, and are responsible for the partnership’s obligations. Investors care because the general partner’s judgment, risk-taking and fee and profit-sharing arrangements determine both the potential returns and the level of exposure to losses; think of the GP as the ship’s captain whose skill and honesty shape the voyage’s outcome.

all-cash transaction financial

"in an all-cash transaction"

An all-cash transaction is a deal where the full purchase price is paid immediately in cash or cash equivalents, rather than through financing or installment payments. For investors, this type of transaction often indicates a quick, straightforward sale and can signal confidence from the buyer, potentially affecting the value and perception of the involved assets.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

When is the USL-related TMC transaction expected to close?

The transaction is expected to close during the first half of 2027 or earlier, upon satisfaction of customary closing conditions. Those conditions include TMC stockholder approval, regulatory approvals, and certain change-of-control approvals.

What happens to TMC stock if the USL-related transaction closes?

If completed, The Marygold Companies, Inc. (TMC) will become privately held and its common stock will no longer be listed on the New York Stock Exchange. MDP and TMC’s leaders indicated that after closing, at the appropriate time, they will execute on TMC’s previously announced strategy to refocus USCF’s business.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/25/2026 - 05:30 PM Accepted by SEC EDGAR 09/25/2026 - 05:28 PM Learn about SEC filing dates

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): September 25, 2026

UNITED STATES 12 MONTH OIL FUND, LP

 (Exact name of registrant as specified in its charter)

Delaware	001-33859	26-0431897
(State or other jurisdiction	(Commission File Number)	(I.R.S. Employer
of incorporation)		Identification No.)

1850 Mt. Diablo Boulevard, Suite 640

Walnut Creek, California 94596

(Address of principal executive offices) (Zip Code)

(510) 522-9600

 Registrant’s telephone number, including area code

 Not Applicable

(Former name or former address, if changed since last report)

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

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

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

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

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

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

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐  

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered:
Shares of United States 12 Month Oil Fund, LP		USL		NYSE Arca, Inc.

Item 1.01     Entry into a Material Definitive Agreement.

On September 25, 2026, The Marygold Companies, Inc. (“TMC”) publicly announced its entry into a definitive agreement with Madison Dearborn Partners (“MDP”), a leading private equity firm based in Chicago, for TMC to become a privately held company in an all-cash transaction (the “Transaction”). TMC is the sole shareholder of USCF Investments, Inc., which is the holding company and sole member of United States Commodity Funds LLC (“USCF”), the general partner of United States 12 Month Oil Fund, LP.

The Transaction is expected to close during the first half of 2027 or earlier upon satisfaction of customary closing conditions, including the approval of TMC stockholders, regulatory approvals, and certain change-of-control approvals. Upon completion of the Transaction, TMC will become a privately held company and its common stock will no longer be listed on the New York Stock Exchange. TMC and MDP have indicated that, after the close of the Transaction and at the appropriate time, MDP and TMC’s leaders will execute on TMC’s previously announced transformation strategy to refocus USCF’s business. There is no guarantee that the Transaction will be completed within the expected time frame, or at all. 

SIGNATURES

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

		UNITED STATES 12 MONTH OIL FUND, LP
		By:	United States Commodity Funds LLC, its general partner
Date:	September 25, 2026	By:	/s/ John P. Love
		Name:	John P. Love
		Title:	President and Chief Executive Officer, and Management Director

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 2.9 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB