The acquisition is strategically transformative — it internalizes key service/refurbishment capabilities, which should structurally improve gross margins and reduce turnaround times. However, the ~12% dilution and $2.97M in new debt are material for a $58M market cap company. Watch for the Q2 2026 earnings report (due within 60 days) to see initial margin impact and whether the 'millions in cost savings' materialize.
Price Chart
Executive Summary
Off The Hook YS Inc. closed its acquisition of Apex Marine Companies for an aggregate purchase price of $5,966,667, paid via $1.2M cash, 679,012 shares of common stock valued at $1.8M ($2.70/share), and two promissory notes totaling $2,966,667. The deal adds South Florida marine service, storage, and refurbishment facilities, which management claims will generate millions in annual cost savings by internalizing previously outsourced work. The acquisition is financed through a mix of cash, stock, and seller-financed debt, creating a new $2.47M secured note and a $500K unsecured note, with the stock issuance representing approximately 11.7% dilution based on the $58M market cap.
Key Financial Metrics
Key Facts
- Acquisition of Apex Marine closed May 13, 2026 for total consideration of $5,966,667.
- Consideration: $1.2M cash + 679,012 shares ($1.8M at $2.70/share) + $2,466,667 secured note + $500,000 unsecured note.
- The $2,466,667 note is secured by the acquired membership interests, bears 6% interest, and is fully amortized over 24 months.
- The $500,000 note is unsecured, interest-free (except on default), and due 365 days from issuance.
- Stock issuance of 679,012 shares represents ~11.7% dilution relative to the $58M market cap.
- Apex provides South Florida facilities with haul-out capacity up to 150 metric tons and vessels up to 130 feet.
- Management claims the acquisition is already generating millions in annual cost savings by reducing third-party service dependencies.
- The company will file required financial statements within 60 days.
Financial Impact
Total deal value of $5.97M, financed with $1.2M cash, $1.8M in stock (679,012 shares), and $2.97M in seller notes. The stock component creates ~11.7% dilution. The secured note adds $2.47M in debt at 6% interest over 24 months.
Risk Factors
- Integration risk: Apex operations must be successfully integrated to realize claimed cost synergies.
- Dilution: 679,012 new shares (~12% of pre-deal float) overhang the market.
- Leverage: $2.97M in new debt adds ~5% debt-to-market-cap, with $2.47M secured by the acquired assets.
- Execution risk: Forward-looking statements about cost savings are unverified; actual savings may fall short.
- Liquidity: $1.2M cash outlay reduces cash reserves for a company with a $58M market cap.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 7 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001493152-26-022878 |
| Exhibit: ex4-1.htm | 0001493152-26-022878 |
| Exhibit: ex4-2.htm | 0001493152-26-022878 |
| Exhibit: ex99-1.htm | 0001493152-26-022878 |
| Document: 0001493152-26-022878-index-headers.html | 0001493152-26-022878 |
| Document: 0001493152-26-022878-index.html | 0001493152-26-022878 |
| Document: 0001493152-26-022878.txt | 0001493152-26-022878 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 9, 2026 17d ago | 8-K | — | awaiting T+5 | — | — |
Oct 8, 2026 18d ago | 3 | — | awaiting T+5 | — | — |
May 19, 2026 22w ago | 8-K | $2.42 $2.45 | ▲ +1.03% | ▼ −1.21% | — |
May 14, 2026 23w ago | 8-K | $2.63 $2.56 | ▼ −2.48% | ▼ −3.44% | — |
May 14, 2026 23w ago | 8-K | $2.71 $2.56 | ▼ −5.54% | ▼ −4.82% | — |
Apr 9, 2026 28w ago | 8-K | $3.78 $3.03 | ▼ −19.84% | ▼ −23.03% | — |
Apr 6, 2026 29w ago | 8-K | $2.72 $3.05 | ▲ +12.13% | ▲ +8.00% | — |
Apr 2, 2026 29w ago | 8-K | $2.70 $3.24 | ▲ +20.00% | ▲ +16.38% | — |
Apr 1, 2026 29w ago | Press Release | $2.43 $3.78 | ▲ +55.56% | ▲ +51.79% | — |
Mar 23, 2026 31w ago | Press Release | $2.03 $2.00 | ▼ −1.48% | ▲ +2.09% | — |
US Market Status
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