Off The Hook YS (OTH) Registration Filing summary

Company overview and business model

• Operates as a vertically integrated yacht and boat dealership, specializing in buying, selling, wholesaling, financing, servicing, and asset recovery of new and pre-owned vessels across the U.S.

• Generates over $90 million in annual sales, with more than 400 transactions per year and a network of 35+ sales representatives at eight locations.

• Business units include Off The Hook Yacht Sales, Azure Funding (marine and recreational lending), WeBuyBoats.com (lead generation), OTH Yacht Services (maintenance), and Marine Asset Recovery.

• Proprietary AI-driven CRM system streamlines operations, automates lead matching, and provides data-driven insights for brokers.

• Recent partnership with NexGen AI to enhance CRM with external data and machine learning.

Financial performance and metrics

• Revenue for 2024 was $98.99 million, up 7.8% from $91.84 million in 2023; six months ended June 30, 2025 revenue was $58.59 million, up 13% year-over-year.

• Net income for 2024 was $991,684, with pro forma net income for the first half of 2025 at $666,456.

• Gross profit for 2024 was $8.78 million, down 4% from 2023, due to margin compression in new boat sales; pre-owned boat gross profit increased 2.1% to $6.33 million.

• As of June 30, 2025, cash and cash equivalents were $3.12 million, with total assets of $33.97 million and total liabilities of $33.57 million.

• Floorplan notes payable as of June 30, 2025 were $22.76 million; working capital deficit of $1.29 million.

Use of proceeds and capital allocation

• Estimated net proceeds of $21.99 million (at $5.00/share midpoint) will be used for floorplan servicing ($10M), advertising/marketing ($1M), downpayments for waterfront property ($8M), repayment of $2.9M promissory note, and working capital.

• Plans to transition from personally guaranteed to institutionally backed floorplan financing, targeting $50 million in capacity by 2026.

• No current definitive agreements for acquisitions, but may use proceeds for future strategic investments.