Rubico (RUBI) Registration filing summary

Company overview and business model

• Operates as a global provider of shipping transportation services, specializing in vessel ownership and operation, with a current fleet of two modern, eco-friendly Suezmax tankers focused on crude oil transport.

• Incorporated in the Marshall Islands in 2022 as a spin-off from a former parent, with plans for opportunistic expansion into other seaborne transportation sectors, including recreational and product oil tankers.

• Fleet management is handled by a related party, Central Shipping Inc., under long-term agreements with performance incentives and annual fee adjustments tied to CPI.

• Competitive strengths include a modern, fuel-efficient fleet, strong customer relationships, demonstrated access to financing, and a sector-agnostic acquisition strategy.

Financial performance and metrics

• As of December 31, 2025, total capitalization was $128.1 million, with $82.3 million in debt and $45.8 million in stockholder's equity.

• Recent transactions include $1.9 million in scheduled debt repayments, $5.8 million from a sale and leaseback, and $14.4 million in equity line proceeds.

• Net proceeds from the offering are estimated at $9.2 million, assuming full subscription and after deducting fees and expenses.

Use of proceeds and capital allocation

• Net proceeds will be used for general corporate purposes, including working capital, debt repayment, construction of a new chemical/product oil carrier and megayacht, and potential fleet expansion through vessel acquisitions.

• Management retains significant discretion in allocating proceeds, with no specific allocation to newbuilds or debt repayment at this time.