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RELATED PARTIES TRANSACTIONS
 12 Months Ended
Dec. 31, 2025
Related Party Transactions [Abstract]  
RELATED PARTIES TRANSACTIONS

NOTE 15. RELATED PARTIES TRANSACTIONS

 

The principal related parties with which the Company had transactions for the years ended December 31, 2025 and 2024 presented are as follows:

 

a) Related Parties

 

Name  Relationship with the Company
OTH Realty II, LLC  Affiliates of the Company
Tom Ruegg  Family of the Stockholder
Jason Ruegg  Shareholder
Dan Ruegg and Diane Ruegg  Family of the Stockholder
Ruegg Capital Group  Affiliates of the Company
OTH Service NC, LLC  Affiliates of the Company
OTH Equipment, LLC  Affiliates of the Company
OTH Sloop Point LLC  Affiliates of the Company

 

 

b) Amounts due to related parties

 

   December 31, 2025   December 31, 2024 
Dan Ruegg and Diane Ruegg (1)   -   $1,054,179 
Tom Ruegg (2)   315,088    358,992 
Ruegg Capital Group (3)   -    9,369 
Total  $315,088   $1,422,540 

 

  (1) This loan was jointly provided by Mr. Dan Ruegg and his spouse, Mrs. Diane Ruegg to support the Company’s daily operational needs. Pursuant to the agreement, Dan and Diane Ruegg agreed to loan the Company up to $1 million as an investment in Off the Hook Yacht Sales NC, LLC. The loan is unsecured, bears interest at an annual rate of 7.00%, and has no maturity date. As of December 31, 2025, the loan was fully paid.
  (2) This operating loan was obtained from Mr. Tom Ruegg on February 3, 2023, with a principal amount of $500,000 and a fixed annual interest rate of 7.00%. Interest is accrued and will be paid together with the principal upon repayment. The loan will mature on July 1, 2027.
  (3) The Company borrowed funds from related parties for working capital purpose. The interest rate is 0%. The Company used the stated rate of 7.50% as imputed interest rate. These working capital advances are payable on demand. As of December 31, 2025 and December 31, 2024, these working capital advances amounted to nil and $9,369, are reflected as related party loans on the accompanying balance sheets. During the years ended December 31, 2025 and 2024, in connection with these related party loans, the Company imputed interest of nil and $10,688, respectively, and recorded interest expense and an increase in additional paid-in capital. As of December 31, 2025, the loan was fully paid.

 

c) Amounts due from related parties

 

Amounts due from related parties consisted of the following for the periods indicated:

 

   December 31, 2025   December 31, 2024 
OTH Service NC, LLC  $-   $11,313 
OTH Equipment   9,245    - 
OTH Realty II, LLC   25,920    - 
OTH Sloop Point LLC   9,458    - 
Total  $44,623   $11,313 

 

d) Related party transactions

 

Member Distribution

 

The Company’s member distribution for the years ending December 31, 2025 and 2024, was $2.8 million and $0.7 million, respectively.