露营世界控股 2025年季度报告

FORM10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period endedMarch 31, 2025 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the transition period from _____________ to _______________Commission file number:001-37908 CAMPING WORLD HOLDINGS, INC.(Exact name of registrant as specified in its charter) Delaware81-1737145(State or other jurisdiction of incorporation ororganization)(I.R.S. Employer Identification No.) 2 Marriott DriveLincolnshire,IL60069(Address of principal executive offices) (Zip Code) Telephone: (847)808-3000(Registrant’s telephone number, including area code) N/A(Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periodthat the registrant was required to file such reports), and (2) has been subject to such filing requirementsfor the past 90 days.Yes⌧No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data Filerequired to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during thepreceding12 months(or for such shorter period that the registrant was required to submit suchfiles).Yes⌧No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of“large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company”in Rule 12b-2 of the Exchange Act. Large accelerated filer⌧ Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use theextended transition period for complying with any new or revised financial accounting standards providedpursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of theExchange Act).Yes☐No⌧ As of April 25, 2025, the registrant had62,569,449shares of Class A common stock,39,466,964shares of Class B common stock andoneshare of Class C common stock outstanding. Camping World Holdings, Inc.Quarterly Report on Form 10-QFor the Quarterly Period Ended March 31, 2025 TABLE OF CONTENTS PART I. FINANCIAL INFORMATION Item 1Financial Statements (unaudited)5Unaudited Condensed Consolidated Balance Sheets – March 31, 2025,December 31, 2024, and March 31, 20245Unaudited Condensed Consolidated Statements of Operations – ThreeMonths Ended March 31, 2025 and 20246Unaudited Condensed Consolidated Statements of Stockholders’ Equity –Three Months Ended March 31, 2025 and 20247Unaudited Condensed Consolidated Statements of Cash Flows –ThreeMonths Ended March 31, 2025 and 20248Notes to Unaudited Condensed Consolidated Financial Statements10Item 2Management’s Discussion and Analysis of Financial Condition and Resultsof Operations30Item 3Quantitative and Qualitative Disclosures About Market Risk49Item 4Controls and Procedures49 PART II. OTHER INFORMATION Item 1Legal Proceedings50Item 1ARisk Factors50Item 2Unregistered Sales of Equity Securities and Use of Proceeds50Item 3Defaults Upon Senior Securities51Item 4Mine Safety Disclosures51Item 5Other Information51Item 6Exhibits51 Signatures54 BASIS OF PRESENTATION As used in this Quarterly Report on Form 10-Q (this “Form 10-Q”), unless thecontext otherwise requires, references to: ●“we,” “us,” “our,” “CWH,” the “Company,” “Camping World” and similarreferences refer to Camping World Holdings, Inc., and, unless referencedas “CWH” or otherwise stated, all of its subsidiaries, including CWGSEnterprises, LLC, which we refer to as “CWGS, LLC” and, unless otherwisestated, all of its subsidiaries.●"Active Customer" refers to a customer who has transacted with us in any oftheeight most recently completed fiscal quarters prior to the date ofmeasurement. Unless otherwise indicated, the date of measurement isMarch 31, 2025, our most recently completed fiscal quarter.●“Annual Report” refers to our Annual Report on Form 10-K for the yearendedDecember 31,2024 filed with the Securities and ExchangeCommission (“SEC”) on February 28, 2025.●“ContinuingEquity Owners”refers collectively to ML Acquisition,fundscontrolled by Crestview Partners II GP, L.P. and the Former Profits UnitHolders and each of their permitted transferees that own common units inCWGS, LLC and who may redeem at each of their options their commonunits for, at our election (determined solely by our independent directorswithin the meaning of the rules of the New York Stock Exchange who aredisinterested), cash or