Rubico (RUBI) Registration Filing summary

Company overview and business model

• Operates as an international owner and operator of two modern, fuel-efficient Suezmax tankers focused on crude oil transportation.

• Incorporated in the Marshall Islands in 2022 as a spin-off from a larger parent, with vessels contributed by the parent company.

• All vessels are managed by a related party, Central Shipping Inc., under long-term management agreements.

• Plans to expand fleet opportunistically into other seaborne transportation sectors, including recreational transportation, based on market conditions.

• Both vessels are on long-term time charters with Clearlake Shipping Pte Ltd, providing predictable revenue.

Financial performance and metrics

• Revenues for 2022, 2023, and 2024 were $24.8M, $24.5M, and $24.2M, respectively, with net income of $10.7M, $6.6M, and $5.9M.

• EBITDA for 2022, 2023, and 2024 was $18.5M, $16.9M, and $16.6M, respectively.

• As of June 30, 2025, cash and cash equivalents were $1.5M, with total indebtedness of $75.2M.

• Operating cash flow for the six months ended June 30, 2025, was $6.6M.

• Fleet utilization was 100% for 2022–2024, with average daily TCE rates of $33,254, $32,836, and $32,391.

Use of proceeds and capital allocation

• Net proceeds of approximately $5.1M (or $5.9M if over-allotment is exercised) are intended to fund a potential acquisition of a newbuilding mega yacht or, if not consummated, for general corporate purposes including working capital, debt repayment, and fleet expansion.

• Management retains significant flexibility in allocating proceeds, with no specific vessels identified for acquisition beyond the newbuilding yacht.