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.

• Portfolio includes Off The Hook Yacht Sales, Azure Funding (marine/aviation lender), and Marine Asset Recovery, with proprietary CRM and digital platforms.

• Generates over $90 million in annual sales, with 400+ transactions per year and a nationwide broker network.

• Business model leverages proprietary AI-driven CRM for inventory management, lead generation, and transaction efficiency.

• Expanding into marina acquisitions, premium brokerage, and digital auction platforms to diversify revenue streams.

Financial performance and metrics

• FY 2024 revenue: $98.99M (up 7.8% YoY); net income: $991.7K; gross profit: $8.78M (down 4% YoY).

• 1H 2025 revenue: $58.6M (up 13% YoY); net income: $843.6K; gross profit: $5.34M (up 32.7% YoY).

• Pre-owned boat sales are the largest revenue driver, with new boat sales representing ~10% of total sales.

• As of June 30, 2025: $3.1M cash, $33.97M total assets, $33.57M total liabilities, working capital deficit of $1.29M.

• Floorplan notes payable: $22.76M as of June 30, 2025; seeking to expand to $50M by 2026.

Use of proceeds and capital allocation

• Estimated net proceeds of ~$22M (at $5.00/share midpoint) to be used for floorplan servicing, marketing, waterfront property acquisition, debt repayment, and working capital.

• Plans to remove personal guarantees on floorplan financing and secure institutionally backed credit facilities.

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