CAMPING WORLD HOLDINGS, INC., 10-K filed on 2/28/2025
Annual Report
v3.25.0.1
Document and Entity Information - USD ($)
12 Months Ended
Dec. 31, 2024
Feb. 21, 2025
Jun. 30, 2024
Document and Entity Information      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2024    
Document Transition Report false    
Securities Act File Number 001-37908    
Entity Registrant Name CAMPING WORLD HOLDINGS, INC.    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 81-1737145    
Entity Address, Address Line One 2 Marriott Drive    
Entity Address, City or Town Lincolnshire    
Entity Address, State or Province IL    
Entity Address, Postal Zip Code 60069    
City Area Code 847    
Local Phone Number 808-3000    
Title of 12(b) Security Class A Common Stock,    
Trading Symbol CWH    
Security Exchange Name NYSE    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Document Financial Statement Error Correction [Flag] true    
Document Financial Statement Restatement Recovery Analysis [Flag] true    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
Entity Shell Company false    
Entity Central Index Key 0001669779    
Current Fiscal Year End Date --12-31    
Document Fiscal Year Focus 2024    
Document Fiscal Period Focus FY    
Amendment Flag false    
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
ICFR Auditor Attestation Flag true    
Auditor Name Deloitte & Touche LLP    
Auditor Firm ID 34    
Auditor Location Chicago, Illinois    
Entity Public Float     $ 749,458,912
Class A Common Stock      
Document and Entity Information      
Entity Common Stock, Shares Outstanding   62,541,422  
Class B Common Stock      
Document and Entity Information      
Entity Common Stock, Shares Outstanding   39,466,964  
Class C Common Stock      
Document and Entity Information      
Entity Common Stock, Shares Outstanding   1  
v3.25.0.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 208,422 $ 39,647
Contracts in transit 61,222 60,229
Accounts receivable, net 120,412 128,070
Inventories 1,821,837 2,042,949
Prepaid expenses and other assets 58,045 48,353
Assets held for sale 1,350 29,864
Total current assets 2,271,288 2,349,112
Property and equipment, net 846,760 834,426
Operating lease assets 739,352 740,052
Deferred tax assets, net 215,140 201,094
Intangible assets, net 19,469 13,717
Goodwill 734,023 711,222
Other assets 37,245 39,829
Total assets 4,863,277 4,889,452
Current liabilities:    
Accounts payable 145,346 133,516
Accrued liabilities 118,557 149,096
Deferred revenues 92,124 92,366
Current portion of operating lease liabilities 61,993 63,695
Current portion of finance lease liabilities 7,044 17,133
Current portion of Tax Receivable Agreement liability 0 12,943
Current portion of long-term debt 23,275 22,121
Notes payable - floor plan, net 1,161,713 1,371,145
Other current liabilities 70,900 68,536
Liabilities related to assets held for sale 0 17,288
Total current liabilities 1,680,952 1,947,839
Operating lease liabilities, net of current portion 764,113 763,958
Finance lease liabilities, net of current portion 131,004 97,751
Tax Receivable Agreement liability, net of current portion 150,372 149,866
Revolving line of credit 0 20,885
Long-term debt, net of current portion 1,493,318 1,498,958
Deferred revenues 63,642 66,780
Other long-term liabilities 94,927 85,440
Total liabilities 4,378,328 4,631,477
Commitments and contingencies
Stockholders' equity:    
Preferred stock, par value $0.01 per share - 20,000 shares authorized; none issued and outstanding 0 0
Additional paid-in capital 193,692 131,665
Treasury stock, at cost; none and 4,551 shares, respectively 0 (159,440)
Retained earnings 132,241 195,627
Total stockholders' equity attributable to Camping World Holdings, Inc. 326,562 168,352
Non-controlling interests 158,387 89,623
Total stockholders' equity 484,949 257,975
Total liabilities and stockholders' equity 4,863,277 4,889,452
Class A Common Stock    
Stockholders' equity:    
Common stock 625 496
Class B Common Stock    
Stockholders' equity:    
Common stock 4 4
Class C Common Stock    
Stockholders' equity:    
Common stock $ 0 $ 0
v3.25.0.1
Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2024
Dec. 31, 2023
Stockholders' equity:    
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, authorized 20,000,000 20,000,000
Preferred stock, issued 0 0
Preferred stock, outstanding 0 0
Treasury Stock, (In shares) 0 4,551,000
Class A Common Stock    
Stockholders' equity:    
Common stock, par value $ 0.01 $ 0.01
Common stock, authorized 250,000,000 250,000,000
Common stock, issued 62,502,000 49,571,000
Common stock, outstanding 62,502,000 45,020,000
Class B Common Stock    
Stockholders' equity:    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, authorized 75,000,000 75,000,000
Common stock, issued 39,466,000 39,466,000
Common stock, outstanding 39,466,000 39,466,000
Class C Common Stock    
Stockholders' equity:    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, authorized 1 1
Common stock, issued 1 1
Common stock, outstanding 1 1
v3.25.0.1
Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Revenue:      
Total revenue $ 6,099,974 $ 6,226,547 $ 6,967,013
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):      
Total costs applicable to revenue 4,274,478 4,347,898 4,704,729
Operating expenses:      
Selling, general, and administrative 1,573,117 1,538,988 1,606,984
Depreciation and amortization 81,190 68,643 80,304
Long-lived asset impairment 15,061 9,269 4,231
Lease termination (2,297) (103) 1,614
Loss (gain) on sale or disposal of assets 9,855 (5,222) 622
Total operating expenses 1,676,926 1,611,575 1,693,755
Income from operations 148,570 267,074 568,529
Other expense:      
Floor plan interest expense (95,121) (83,075) (42,031)
Other interest expense, net (140,444) (135,270) (75,745)
Tax Receivable Agreement liability adjustment 0 2,442 114
Other expense, net (3,262) (1,769) (752)
Total other expense (238,827) (217,672) (118,414)
(Loss) income before income taxes (90,257) 49,402 450,115
Income tax benefit (expense) 11,377 3,527 (112,283)
Net (loss) income (78,880) 52,929 337,832
Less: net income (loss) attributable to non-controlling interests 40,243 (19,557) (214,084)
Net (loss) income attributable to Camping World Holdings, Inc. $ (38,637) $ 33,372 $ 123,748
Class A Common Stock      
(Loss) earnings per share of Class A common stock:      
Basic $ (0.80) $ 0.75 $ 2.92
Diluted $ (0.80) $ 0.57 $ 2.91
Weighted average shares of Class A common stock outstanding:      
Basic 48,005 44,626 42,386
Diluted 48,005 84,972 42,854
Good Sam Services and Plans      
Revenue:      
Total revenue $ 194,575 $ 193,827 $ 192,128
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):      
Total costs applicable to revenue 70,726 59,391 71,966
RV and Outdoor Retail      
Revenue:      
Total revenue 5,905,399 6,032,720 6,774,885
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):      
Total costs applicable to revenue 4,203,752 4,288,507 4,632,763
RV and Outdoor Retail | New vehicles      
Revenue:      
Total revenue 2,825,640 2,576,278 3,228,077
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):      
Total costs applicable to revenue 2,418,169 2,175,819 2,576,276
RV and Outdoor Retail | Used vehicles      
Revenue:      
Total revenue 1,613,849 1,979,632 1,877,601
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):      
Total costs applicable to revenue 1,317,152 1,574,238 1,418,053
RV and Outdoor Retail | Products, service and other      
Revenue:      
Total revenue 820,111 870,038 999,214
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):      
Total costs applicable to revenue 463,640 533,625 631,010
RV and Outdoor Retail | Finance and insurance, net      
Revenue:      
Total revenue 599,718 562,256 623,456
RV and Outdoor Retail | Good Sam Club      
Revenue:      
Total revenue 46,081 44,516 46,537
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):      
Total costs applicable to revenue $ 4,791 $ 4,825 $ 7,424
v3.25.0.1
Consolidated Statements of Stockholders' Equity - USD ($)
shares in Thousands, $ in Thousands
Common Stock
Class A Common Stock
Common Stock
Class B Common Stock
Common Stock
Class C Common Stock
Additional Paid-in Capital
Treasury Stock
Retained Earnings
Non-Controlling Interest
Total
Balance at Dec. 31, 2021 $ 475 $ 4 $ 0 $ 97,562 $ (130,006) $ 210,725 $ 75,837 $ 254,597
Balance (in shares) at Dec. 31, 2021 47,521 41,466 0          
Balance (in shares) at Dec. 31, 2021         (3,390)      
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Stock-based compensation $ 0 $ 0 $ 0 13,897 $ 0 0 16,830 30,727
Exercise of stock options $ 0 $ 0 $ 0 (349) $ 890 0 0 541
Exercise of stock options (in shares) 0 0 0   25      
Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options $ 0 $ 0 $ 0 (245) $ 0 0 245 0
Vesting of restricted stock units $ 0 $ 0 $ 0 (35,831) $ 42,640 0 (6,600) 209
Vesting of restricted stock units (in shares) 0 0 0   1,211      
Repurchases of Class A common stock for withholding taxes on vested RSUs $ 0 $ 0 $ 0 2,371 $ (13,499) 0 0 (11,128)
Repurchases of Class A common stock for withholding taxes on vested RSUs (in shares) 0 0 0   (383)      
Repurchases of Class A common stock to treasury stock $ 0 $ 0 $ 0 27,561 $ (79,757) 0 (37,774) (89,970)
Repurchases of Class A common stock to treasury stock (Shares)         (2,593)      
Disgorgement of short-swing profits by Section 16 officer 0 0 0 58 $ 0 0 0 58
Redemption of LLC common units for Class A common stock $ 1 0 0 41,844 0 0 (45) 41,800
Redemption of LLC common units for Class A common stock (in shares) 50              
Distributions to holders of LLC common units $ 0 0 0 0 0 0 (162,963) (162,963)
Dividends 0 0 0 0 0 (105,387) 0 (105,387)
Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability 0 0 0 294 0 0 0 294
Non-controlling interest adjustment 0 0 0 (242) 0 0 242 0
Net (loss) income 0 0 0 0 0 123,748 214,084 337,832
Balance at Dec. 31, 2022 $ 476 $ 4 $ 0 146,920 $ (179,732) 229,086 99,856 296,610
Balance (in shares) at Dec. 31, 2022 47,571 41,466 0          
Balance (in shares) at Dec. 31, 2022         (5,130)      
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Stock-based compensation $ 0 $ 0 $ 0 9,458 $ 0 0 11,391 20,849
Exercise of stock options 0 0 0 (238) $ 627 0 0 389
Exercise of stock options (in shares)         18      
Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options 0 0 0 (485) $ 0 0 161 (324)
Vesting of restricted stock units $ 0 $ 0 $ 0 (25,080) $ 29,542 0 (4,024) 438
Vesting of restricted stock units (in shares) 0 0 0   844      
Repurchases of Class A common stock for withholding taxes on vested RSUs $ 0 $ 0 $ 0 3,016 $ (9,877) 0 0 (6,861)
Repurchases of Class A common stock for withholding taxes on vested RSUs (in shares) 0 0 0   (283)      
Redemption of LLC common units for Class A common stock $ 20 $ 0 $ 0 1,169 $ 0 0 (4,739) (3,550)
Redemption of LLC common units for Class A common stock (in shares) 2,000 (2,000)            
Distributions to holders of LLC common units $ 0 $ 0 0 0 0 0 (31,510) (31,510)
Dividends 0 0 0 0 0 (66,831) 0 (66,831)
Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability 0 0 0 (4,164) 0 0 0 (4,164)
Non-controlling interest adjustment 0 0 0 1,069 0 0 (1,069) 0
Net (loss) income 0 0 0 0 0 33,372 19,557 52,929
Balance at Dec. 31, 2023 $ 496 $ 4 $ 0 131,665 $ (159,440) 195,627 89,623 $ 257,975
Balance (in shares) at Dec. 31, 2023 49,571 39,466 0          
Balance (in shares) at Dec. 31, 2023         (4,551)     4,551
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Public offering of Class A common stock, net of underwriting discounts and commissions $ 126 $ 0 $ 0 185,080 $ 148,150 0 0 $ 333,356
Public offering of Class A common stock, net of underwriting discounts and commissions (in shares) 12,601       4,229      
Offering costs related to public offering of Class A common stock $ 0 0 0 (980) $ 0 0 0 (980)
Stock-based compensation 0 0 0 11,764 0 0 9,842 21,606
Exercise of stock options $ 0 $ 0 $ 0 (345) $ 894 0 0 549
Exercise of stock options (in shares) 0 0 0   25      
Non-controlling interest adjustment for capital contribution of proceeds from the public offering of Class A common stock $ 0 $ 0 $ 0 (118,798) $ 0 0 118,798 0
Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options 0 0 0 (239) 0 0 239 0
Vesting of restricted stock units $ 3 $ 0 $ 0 (13,097) $ 15,320 0 (2,226) 0
Vesting of restricted stock units (in shares) 280 0 0   437      
Repurchases of Class A common stock for withholding taxes on vested RSUs $ (1) $ 0 $ 0 (487) $ (4,924) 0 0 (5,412)
Repurchases of Class A common stock for withholding taxes on vested RSUs (in shares) (99)       (140)      
Redemption of LLC common units for Class A common stock $ 1 $ 0 0 1,531 $ 0 0 (682) 850
Redemption of LLC common units for Class A common stock (in shares) 149 0            
Distributions to holders of LLC common units $ 0 $ 0 0 0 0 0 (18,682) (18,682)
Dividends 0 0 0 0 0 (24,749) 0 (24,749)
Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability 0 0 0 (684) 0 0 0 (684)
Non-controlling interest adjustment 0 0 0 (1,718) 0 0 1,718 0
Net (loss) income 0 0 0 0 0 (38,637) (40,243) (78,880)
Balance at Dec. 31, 2024 $ 625 $ 4 $ 0 $ 193,692 $ 0 $ 132,241 $ 158,387 $ 484,949
Balance (in shares) at Dec. 31, 2024 62,502 39,466 0          
Balance (in shares) at Dec. 31, 2024         0     0
v3.25.0.1
Consolidated Statements of Stockholders' Equity (Parenthetical) - $ / shares
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Class A Common Stock      
Dividends declared per share $ 0.5 $ 1.5 $ 2.5
v3.25.0.1
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Operating activities      
Net income $ (78,880) $ 52,929 $ 337,832
Adjustments to reconcile net (loss) income to net cash provided by operating activities:      
Depreciation and amortization 81,190 68,643 80,304
Stock-based compensation 21,585 24,086 33,847
(Gain) loss on lease termination (6,813) (103) 1,614
Long-lived asset impairment 15,061 9,269 4,231
Loss (gain) on sale or disposal of assets 9,855 (5,222) 622
Provision for losses on accounts receivable 754 (892) 669
Noncash lease expense 56,685 61,045 59,647
Accretion of original debt issuance discount 2,416 2,207 2,602
Noncash interest 3,109 2,846 2,077
Deferred income taxes (12,946) (14,208) 56,500
Tax Receivable Agreement liability adjustment 0 (2,442) (114)
Change in assets and liabilities, net of acquisitions:      
Receivables and contracts in transit 10,173 (23,957) (4,111)
Inventories 228,024 200,940 (254,319)
Prepaid expenses and other assets (9,824) 16,070 (5,104)
Accounts payable and other accrued expenses (8,908) 287 (42,303)
Payment pursuant to Tax Receivable Agreement (13,350) (10,937) (11,322)
Deferred revenues (3,380) (6,796) 1,451
Operating lease liabilities (59,150) (60,033) (67,097)
CARES Act deferral of payroll taxes 0 0 (14,706)
Other, net 9,558 (2,925) 7,463
Net cash provided by operating activities 245,159 310,807 189,783
Investing activities      
Purchases of property and equipment (90,837) (131,080) (154,926)
Proceeds from sale of property and equipment 4,025 3,204 1,623
Purchases of real property (9,602) (67,194) (55,666)
Proceeds from the sale of real property 58,153 40,785 7,352
Purchases of businesses, net of cash acquired (72,323) (209,459) (217,034)
Proceeds from divestiture of business 19,957 0 0
Purchases of and loans to other investments 0 (3,444) (3,000)
Purchases of intangible assets (143) (2,218) (884)
Proceeds from sale of intangible assets 2,595 0 0
Net cash used in investing activities (88,175) (369,406) (422,535)
Financing activities      
Proceeds from long-term debt 55,624 59,227 127,759
Payments on long-term debt (80,939) (38,958) (12,322)
Net (payments) proceeds on notes payable - floor plan, net (217,857) 59,280 314,061
Borrowings on revolving line of credit 43,000 0 0
Payments on revolving line of credit (63,885) 0 0
Proceeds from landlord funded construction on finance leases 0 0 6,028
Payments on finance leases (7,485) (5,497) (5,977)
Proceeds from sale-leaseback arrangement 0 0 27,951
Payments on sale-leaseback arrangement (198) (187) (132)
Payment of debt issuance costs (1,123) (937) (3,181)
Proceeds from issuance of Class A common stock sold in a public offering, net of underwriter discounts and commissions 333,356 0 0
Payments of stock offering costs (408) 0 0
Dividends on Class A common stock (24,749) (66,831) (105,387)
Proceeds from exercise of stock options 549 389 541
RSU shares withheld for tax (5,412) (6,861) (11,128)
Repurchases of Class A common stock to treasury stock 0 0 (79,757)
Disgorgement of short-swing profits by Section 16 officer 0 0 58
Distributions to holders of LLC common units (18,682) (31,510) (162,963)
Net cash provided by (used in) financing activities 11,791 (31,885) 95,551
Increase (decrease) in cash and cash equivalents 168,775 (90,484) (137,201)
Cash and cash equivalents at beginning of the period 39,647 130,131 267,332
Cash and cash equivalents at end of the period $ 208,422 $ 39,647 $ 130,131
v3.25.0.1
Summary of Significant Accounting Policies
12 Months Ended
Dec. 31, 2024
Summary of Significant Accounting Policies  
Summary of Significant Accounting Policies

1. Summary of Significant Accounting Policies

Principles of Consolidation and Basis of Presentation

The consolidated financial statements include the accounts of Camping World Holdings, Inc. (“CWH”) and its subsidiaries (collectively, the “Company”) and are presented in accordance with accounting principles generally accepted in the United States (“GAAP”). All intercompany accounts and transactions of the Company and its subsidiaries have been eliminated in consolidation.

CWH was formed on March 8, 2016 as a Delaware corporation for the purpose of facilitating an initial public offering (the “IPO”) and other related transactions in order to carry on the business of CWGS Enterprises, LLC (“CWGS, LLC”). CWGS, LLC was formed in March 2011 when it received, through contribution from its then parent company, all of the membership interests of Affinity Group Holding, LLC and FreedomRoads Holding Company, LLC (“FreedomRoads”). The IPO and related reorganization transactions that occurred on October 6, 2016 resulted in CWH as the sole managing member of CWGS, LLC, with CWH having sole voting power in and control of the management of CWGS, LLC (see Note 19 — Stockholders’ Equity). As of December 31, 2024, 2023, and 2022, CWH owned 61.0%, 52.9% and 50.2%, respectively, of CWGS, LLC. Accordingly, the Company consolidates the financial results of CWGS, LLC and reports a non-controlling interest in its consolidated financial statements.

The Company does not have any components of other comprehensive income recorded within its consolidated financial statements and, therefore, does not separately present a statement of comprehensive income in its consolidated financial statements.

Description of the Business

Camping World Holdings, Inc., together with its subsidiaries, is the world’s largest retailer of RVs and related products and services. As noted above, CWGS, LLC is a holding company and operates through its subsidiaries. The Company has the following two reportable segments: (i) Good Sam Services and Plans and (ii) RV and Outdoor Retail. See Note 23 – Segments Information for further information about the Company’s segments. Within the Good Sam Services and Plans segment, the Company primarily derives revenue from the sale of the following offerings: emergency roadside assistance plans; commissions on property and casualty insurance programs; travel assist programs; extended vehicle service contracts; vehicle financing and refinancing assistance; and consumer publications and directories. Within the RV and Outdoor Retail segment, the Company primarily derives revenue from the sale of new and used RVs; commissions on the finance and insurance contracts related to the sale of RVs; the sale of RV service and collision work; the sale of RV parts, accessories, and supplies; the sale of outdoor products, equipment, gear and supplies; and the sale of Good Sam Club memberships and co-branded credit cards. The Company operates a national network of RV dealerships and service centers as well as a comprehensive e-commerce platform, primarily under the Camping World brand, and markets its products and services primarily to RV and outdoor enthusiasts.

Revisions to Prior Period Consolidated Financial Statements

Subsequent to the issuance of the Company's consolidated financial statements for the year ended December 31, 2023, the Company's management identified prior period misstatements related to the measurement of the realizable portion of the Company’s outside basis difference deferred tax asset in CWGS, LLC, including the associated valuation allowance. As a result, deferred tax assets, net, additional paid-in capital, and income tax benefit (expense) have been revised from the amounts previously reported as of and for the years ended December 31, 2023 and 2022. The misstatements affecting additional paid-in capital and income tax benefit (expense) as of and for the year ended December 31, 2021, are reflected as adjustments to additional paid-in capital and retained earnings, respectively, as of January 1, 2022. The Company evaluated

the materiality of these errors both qualitatively and quantitatively in accordance with Staff Accounting Bulletin (“SAB”) No. 99, Materiality, and SAB No. 108, Considering the Effects of Prior Year Misstatements When Quantifying Misstatements in Current Year Financial Statements, and determined the effect of these revisions was not material to the previously issued financial statements. However, correcting the cumulative error during the year ended December 31, 2024 would have been material to the current period. Therefore, the Company has revised the consolidated financial statements for the prior periods presented, including the comparative prior period amounts in the applicable notes to the consolidated financial statements. The Company will also revise previously reported financial information for such immaterial misstatements in future consolidated financial statements, as applicable. These immaterial misstatements did not impact the Company’s reportable segments, since they only related to the public holding company, CWH.

The following table presents the effect of the immaterial misstatements on the Company’s consolidated balance sheet for the period indicated:

As of December 31, 2023

($ in thousands)

    

As Previously Reported

    

Adjustment

    

As Revised

Deferred tax assets, net

$

157,326

$

43,768

$

201,094

Total assets

4,845,684

43,768

4,889,452

Additional paid-in capital

98,280

33,385

131,665

Retained earnings

185,244

10,383

195,627

Total stockholders' equity attributable to Camping World Holdings, Inc.

124,584

43,768

168,352

Total stockholders' equity

214,207

43,768

257,975

Total liabilities and stockholders' equity

4,845,684

43,768

4,889,452

The following table presents the effect of the immaterial misstatements on the consolidated statements of operations for the periods indicated:

Year Ended December 31, 2023

Year Ended December 31, 2022

($ in thousands except per share amounts)

    

As Previously Reported

    

Adjustment

    

As Revised

    

As Previously Reported

    

Adjustment

    

As Revised

Income tax benefit (expense)

$

1,199

$

2,328

$

3,527

$

(99,084)

$

(13,199)

$

(112,283)

Net income

50,601

2,328

52,929

351,031

(13,199)

337,832

Net income attributable to Camping World Holdings, Inc.

31,044

2,328

33,372

136,947

(13,199)

123,748

Earnings per share of Class A common stock:

Basic

$

0.70

$

0.05

$

0.75

$

3.23

$

(0.31)

$

2.92

Diluted

$

0.55

$

0.02

$

0.57

$

3.22

$

(0.31)

$

2.91

The following table presents the effect of the immaterial misstatements on the consolidated statements of stockholders’ equity for the periods indicated:

Additional Paid-In Capital

Retained Earnings

Total Stockholders' Equity

($ in thousands)

    

As Previously Reported

    

Adjustment

    

As Revised

    

As Previously Reported

    

Adjustment

    

As Revised

    

As Previously Reported

    

Adjustment

    

As Revised

Balance at January 1, 2022

$

98,113

$

(551)

$

97,562

$

189,471

$

21,254

$

210,725

$

233,894

$

20,703

$

254,597

Stock-based compensation

13,897

13,897

30,727

30,727

Exercise of stock options

(349)

(349)

541

541

Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options

(245)

(245)

Vesting of restricted stock units

(35,831)

(35,831)

209

209

Repurchases of Class A common stock for withholding taxes on vested RSUs

2,371

2,371

(11,128)

(11,128)

Repurchases of Class A common stock to treasury stock

27,561

27,561

(89,970)

(89,970)

Redemption of LLC common units for Class A common stock

424

41,420

41,844

380

41,420

41,800

Disgorgement of short-swing profits by Section 16 officer

58

58

58

58

Distributions to holders of LLC common units

(162,963)

(162,963)

Dividends

(105,387)

(105,387)

(105,387)

(105,387)

Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability

294

294

294

294

Non-controlling interest adjustment

(242)

(242)

Net income

136,947

(13,199)

123,748

351,031

(13,199)

337,832

Balance at December 31, 2022

$

106,051

$

40,869

$

146,920

$

221,031

$

8,055

$

229,086

$

247,686

$

48,924

$

296,610

Stock-based compensation

9,458

9,458

20,849

20,849

Exercise of stock options

(238)

(238)

389

389

Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options

(485)

(485)

(324)

(324)

Vesting of restricted stock units

(25,080)

(25,080)

438

438

Repurchases of Class A common stock for withholding taxes on vested RSUs

3,016

3,016

(6,861)

(6,861)

Redemption of LLC common units for Class A common stock

8,653

(7,484)

1,169

3,934

(7,484)

(3,550)

Distributions to holders of LLC common units

(31,510)

(31,510)

Dividends

(66,831)

(66,831)

(66,831)

(66,831)

Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability

(4,164)

(4,164)

(4,164)

(4,164)

Non-controlling interest adjustment

1,069

1,069

Net income

31,044

2,328

33,372

50,601

2,328

52,929

Balance at December 31, 2023

$

98,280

$

33,385

$

131,665

$

185,244

$

10,383

$

195,627

$

214,207

$

43,768

$

257,975

The following table presents the effect of the immaterial misstatements on the consolidated statements of cash flows for the periods indicated. These immaterial misstatements resulted in no change in net cash provided from operating activities for the periods indicated:

Year Ended December 31, 2023

Year Ended December 31, 2022

($ in thousands)

    

As Previously Reported

    

Adjustment

    

As Revised

    

As Previously Reported

    

Adjustment

    

As Revised

Net income

$

50,601

$

2,328

$

52,929

$

351,031

$

(13,199)

$

337,832

Deferred income taxes

(11,880)

(2,328)

(14,208)

43,301

13,199

56,500

Use of Estimates

The preparation of these consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results may differ from those estimates. In preparing these consolidated financial statements, management has made its best estimates and judgments of certain amounts included in the consolidated financial statements, giving due consideration to

materiality. The Company bases its estimates and judgments on historical experience and other assumptions that management believes are reasonable. However, application of these accounting policies involves the exercise of judgment and use of assumptions as to future uncertainties and, as a result, actual results could differ materially from these estimates. The Company periodically evaluates estimates and assumptions used in the preparation of the consolidated financial statements and makes changes on a prospective basis when adjustments are necessary. Significant estimates made in the accompanying consolidated financial statements include certain assumptions related to accounts receivable, inventory, goodwill, intangible assets, long-lived assets, long-lived asset impairments, program cancellation reserves, chargebacks, accruals related to estimated tax liabilities, product return reserves, and other liabilities.

Cash and Cash Equivalents

The Company considers all short-term, highly liquid investments purchased with an original maturity date of three months or less to be cash equivalents. The carrying amount approximates fair value because of the short-term maturity of these instruments. Outstanding checks that are in excess of the cash balances at certain banks are included in accrued liabilities in the accompanying consolidated balance sheets, and changes in the amounts are reflected in operating cash flows in the accompanying consolidated statement of cash flows.

Contracts in Transit, Accounts Receivable and Current Expected Credit Losses

Contracts in transit consist of amounts due from non-affiliated financing institutions on retail finance contracts from vehicle sales for the portion of the vehicle sales price financed by the Company’s customers. These retail installment sales contracts are typically funded within ten days of the initial approval of the retail installment sales contract by the third-party lender.

Accounts receivable are stated at realizable value, net of an allowance for credit losses. Accounts receivable balances due in excess of one year were $7.4 million at December 31, 2024 and $8.8 million at December 31, 2023, which are included in other assets in the accompanying consolidated balance sheets.

The allowance for credit losses is based on management’s assessment of the collectability of its customer accounts. The Company regularly reviews the composition of the accounts receivable aging, historical bad debts, changes in payment patterns, customer creditworthiness, current economic trends, and reasonable and supportable forecasts about the future. Relevant risk characteristics include customer size and historical loss patterns. Management has evaluated the expected credit losses related to contracts in transit and determined that no allowance for credit losses was required at December 31, 2024 and 2023. Management additionally has evaluated the expected credit losses related to accounts receivable and determined that allowances for credit losses of approximately $2.7 million as of December 31, 2024 and $3.0 million as of December 31, 2023 were required.

The following table details the changes in the allowance for credit losses relating to current receivables (in thousands):

Year Ended December 31,

    

2024

    

2023

Allowance for credit losses:

Balance, beginning of period

$

2,978

$

4,222

Charged to bad debt expense

754

(954)

Deductions (1)

(984)

(290)

Balance, end of period

$

2,748

$

2,978

(1)These amounts primarily relate to the write off of uncollectable accounts after collection efforts have been exhausted.

Concentration of Credit Risk

The Company’s most significant industry concentration of credit risk is with financial institutions from which the Company has recorded receivables and contracts in transit. These financial institutions provide financing to the Company’s customers for the purchase of a vehicle in the normal course of business. These

receivables are short-term in nature and are from various financial institutions located throughout the United States.

The Company has cash deposited in various financial institutions that is in excess of the insurance limits provided by the Federal Deposit Insurance Corporation. The amount in excess of FDIC limits at December 31, 2024 and 2023 was approximately $231.5 million and $47.4 million, respectively.

The Company is potentially subject to concentrations of credit risk in accounts receivable. Concentrations of credit risk with respect to accounts receivable are limited due to the large number of customers and their geographic dispersion.

Inventories

New and used RV inventories consist primarily of new and used recreational vehicles held for sale valued using the specific-identification method and valued at the lower of cost or net realizable value. Cost includes purchase costs, reconditioning costs, dealer-installed accessories, freight, and rebates. For vehicles accepted in trades, the cost is the fair value of such used vehicles at the time of the trade-in plus reconditioning costs. Products, parts, accessories, and other inventories primarily consist of installable parts, as well as retail travel and leisure specialty merchandise and are stated at lower of cost, including freight and rebates, or net realizable value using the first in, first out method. Prior to the divestiture of the RV and Outdoor Retail segment’s RV furniture business in May 2024 (see Note 6 — Assets Held for Sale and Business Divestiture for further details), a portion of the products, parts, accessories and other inventory included capitalized labor relating to assembly.

Assets Held for Sale

The Company continually evaluates its portfolio for non-strategic assets and classifies assets and liabilities to be sold (“Disposal Group”) as held for sale in the period in which all specified GAAP criteria are met. Upon determining that a Disposal Group meets the criteria to be classified as held for sale, but does not meet the criteria for discontinued operations, the Company reports the assets and liabilities of the Disposal Group, if material, as separate line items on the consolidated balance sheets and ceases to record depreciation and amortization relating to the Disposal Group.

The Company initially measures a Disposal Group that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met. Conversely, gains are not recognized on the sale of a Disposal Group until the date of sale. The estimated fair value for Disposal Groups comprised of properties are typically based on appraisals and/or offers from prospective buyers.

Property and Equipment, net

Property and equipment is recorded at historical cost, net of accumulated depreciation and amortization, and, if applicable, impairment charges. Depreciation of property and equipment is provided using the straight-line method over the following estimated useful lives of the assets:

    

Years

Building and improvements

40

Leasehold improvements

3-40

Furniture, fixtures and equipment

3-12

Software

3-5

Leasehold improvements are amortized over the useful lives of the assets or the remaining term of the respective lease, whichever is shorter.

Leases

Leases are recorded in accordance with Accounting Standards Codification (“ASC”) 842, Leases (“ASC 842”) (see Note 11 — Lease Obligations). The Company leases property and equipment throughout the United States primarily under finance and operating leases. For leases with initial lease terms at commencement that are greater than 12 months, the Company records the related asset and obligation at the present value of lease payments over the term. Many of the Company’s leases include rental escalation clauses, renewal options and/or termination options that are factored into the determination of lease payments when appropriate. The Company aggregates non-lease components with the related lease components when evaluating the accounting treatment for property, equipment, and billboard leases.

Many of the Company’s lease agreements include fixed rental payments. Certain of its lease agreements include fixed rental payments that are adjusted periodically for changes in the Consumer Price Index (“CPI”). Payments based on a change in an index or a rate, rather than a specified index or rate, are not considered in the determination of lease payments for purposes of measuring the related lease liability. While lease liabilities are not remeasured as a result of changes to the CPI, changes to the CPI are typically treated as variable lease payments and recognized in the period in which the obligation for those payments is incurred. Common area maintenance, property tax, and insurance associated with triple net leases, as well as payments based on revenue generated at certain leased locations, are included in variable lease costs, but are not included in the measurement of the lease liability.

Most of the Company’s real estate leases include one or more options to renew, with renewal terms that can extend the lease term from one to five years or more. The exercise of lease renewal options is at the Company’s sole discretion. If it is reasonably certain that the Company will exercise such options, the periods covered by such options are included in the lease term and are recognized as part of the operating lease assets and operating lease liabilities. The depreciable life of assets and leasehold improvements are limited to the shorter of the lease term or useful life if there is a transfer of title or purchase option reasonably certain of exercise.

The Company cannot readily determine the rate implicit in its leases. Therefore, the Company must estimate its incremental borrowing rate to discount the lease payments based on information available at lease commencement. The Company estimates its incremental borrowing rate using a yield curve based on the credit rating of its collateralized debt and maturities that are commensurate with the lease term at the applicable commencement or remeasurement date.

Goodwill and Other Intangible Assets

Goodwill is evaluated for impairment on an annual basis as of the beginning of the fourth quarter, or more frequently if events or changes in circumstances indicate that the Company’s goodwill might be impaired. The Company has the option to assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the Company determines it is more likely than not that the fair value of a reporting unit is less than its carrying amount or the Company elects to not perform a qualitative analysis, then it is required to perform a quantitative impairment test by calculating the fair value of the reporting unit and comparing the fair value with the carrying amount of the reporting unit. If the carrying amount of a reporting unit exceeds its fair value, then the Company records an impairment of goodwill equal to the amount that the carrying amount of a reporting unit exceeds its fair value. (see Note 8 – Goodwill and Intangible Assets). Finite-lived intangibles are recorded at cost, net of accumulated amortization and, if applicable, impairment charges.

Long-Lived Assets

Long lived assets are included in property and equipment, which also includes capitalized software costs to be held and used. For the Company’s major software systems, such as its accounting and membership systems, its capitalized costs may include some internal or external costs to configure, install and test the software during the application development stage. The Company does not capitalize preliminary project costs, nor does it capitalize training, data conversion costs, maintenance or post development stage costs. The Company’s long-lived assets are reviewed for impairment whenever events or changes in circumstances

indicate that the carrying amount of an asset may not be recoverable. The Company’s long-lived asset groups exist predominantly at the individual location level and the associated impairment analysis involves the comparison of an asset group’s estimated future undiscounted cash flows over its remaining useful life to its respective carrying value, which primarily includes furniture, equipment, leasehold improvements, and operating lease assets. For long-lived asset groups identified with carrying values not recoverable by future undiscounted cash flows, impairment charges are recognized to the extent the sum of the discounted future cash flows from the use of the asset group is less than the carrying value. The impairment charge is allocated to the individual long-lived assets within an asset group; however, an individual long-lived asset is not impaired below its individual fair value, if readily determinable. The measurement of any impairment loss includes estimation of the fair value of the asset group’s respective operating lease assets, which includes estimates of market rental rates based on comparable lease transactions.

Long-Term Debt

The fair value of the Company’s long-term debt is estimated based on the quoted market prices for the same or similar issues or on the current rates offered for debt of the same or similar remaining maturities.

Revenue Recognition

Revenues are recognized by the Company when control of the promised goods or services is transferred to its customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Sales and other taxes collected from the customer concurrent with revenue-producing activities are excluded from revenue. Incidental items that are immaterial in the context of the contract are recognized as expense. The Company’s contracts with customers may include multiple performance obligations. For such arrangements, the Company allocates revenue to each performance obligation based on its relative stand-alone selling price. The Company generally determines stand-alone selling prices based on the prices charged to customers or using the adjusted market assessment approach. The Company presents disaggregated revenue on its consolidated statements of operations.

The Company does not adjust the promised amount of consideration for the effects of a significant financing component if the Company expects, at contract inception, that the period of time between payment and transfer of the promised goods or services will be one year or less. The Company expenses sales commissions when incurred in cases where the amortization period of those otherwise capitalized sales commissions would have been one year or less. The Company does not disclose the value of unsatisfied performance obligations for revenue streams for (i) contracts with an original expected length of one year or less and (ii) contracts for which the Company recognizes revenue at the amount to which it has the right to invoice for services performed. The Company accounts for shipping and handling as activities to fulfill the promise to transfer the good to the customer and does not evaluate whether shipping and handling is a separate performance obligation.

Good Sam Services and Plans

Good Sam Services and Plans revenue consists primarily of revenue from publications and marketing fees from various consumer services and plans. Roadside Assistance (“RA”) revenues are deferred and recognized over the contractual life of the membership. RA claim expenses are recognized when incurred. Marketing fees for finance, insurance, extended service and other similar products are recognized as variable consideration, net of estimated cancellations, if applicable, when a product contract payment has been received or financing has been arranged. These marketing fees are recorded net as the Company acts as an agent in the transaction. The related estimate for cancellations on the marketing fees for multi-year finance and insurance products utilize actuarial analysis to estimate the exposure. Promotional expenses consist primarily of direct mail advertising expenses and renewal expenses and are expensed at the time related materials are mailed. Newsstand sales of publications and related expenses are recorded as variable consideration at the time of delivery, net of estimated returns. Subscription sales of publications are reflected in income over the lives of the subscriptions. The related selling expenses are expensed as incurred. Advertising revenues and related expenses are recorded at the time of delivery.

New and Used Vehicles

RV vehicle revenue consists of sales of new and used recreational vehicles, sales of RV parts and services, and commissions on the related finance and insurance contracts. Revenue from the sale of recreational vehicles is recognized upon completion of the sale to the customer. Conditions to completing a sale include having an agreement with the customer, including pricing, whereby the sales price must be reasonably expected to be collected and having control transferred to the customer.

Products, Service and Other

Revenue from RV-related parts, service and other products sales is recognized over time as work is completed, and when parts or other products are delivered to the Company’s customers. For service and parts revenues recorded over time, the Company utilizes a method that considers total costs incurred to date and the applicable margin in relation to total expected efforts to complete our performance obligation in order to determine the appropriate amount of revenue to recognize over time.

The remaining RV and Outdoor retail revenue consists of sales of products, service and other, including RV accessories and supplies; outdoor products, equipment, gear and supplies; and, prior to the divestiture of RV and Outdoor Retail segment’s RV furniture business in May 2024 (see Note 6 — Assets Held for Sale and Business Divestiture for further details), the distribution of RV furniture. Revenue from products, service and other is recognized over time as work is completed, and when parts or other products are delivered to the Company’s customers. E-commerce sales are recognized when the product is shipped and recorded as variable consideration, which is net of anticipated merchandise returns that reduce revenue and cost of sales in the period that the related sales are recorded.

When points are awarded to customers under the Good Sam Club program for purchases of products or services, a portion of the product or service revenue is allocated to the points liability based on the relative standalone selling price of the points, net of estimated breakage. The resulting point liability is deferred until the revenue is recognized (i) when the points are redeemed by the customer as a reduction of the purchase price of future purchases of the Company’s products or services or (ii) when the point liability is adjusted to reflect changes in breakage estimates. Points generally expire twelve months after the date that they are credited to a customer’s account.

Finance and Insurance, net

Finance and insurance revenue is recorded net, since the Company is acting as an agent in the transaction, and is recognized when a finance and insurance product contract payment has been received or financing has been arranged. The proceeds the Company receives for arranging financing contracts, selling extended service contracts, and selling other insurance products, are subject to chargebacks if the customer terminates the respective contract earlier than a stated period. In the case of insurance products and extended service contracts, the stated period typically extends from one to seven years with the refundable revenue declining over the contract term. These proceeds are recorded as variable consideration, net of estimated chargebacks. Chargebacks are estimated based on ultimate future cancellation rates by product type and year sold using a combination of actuarial methods and leveraging the Company’s historical experience from the past ten years, adjusted for new consumer trends. The chargeback liabilities included in the estimate of variable consideration totaled $65.4 million and $68.2 million as of December 31, 2024 and December 31, 2023, respectively, which are recorded as part of other current liabilities and other long-term liabilities on the Company’s consolidated balance sheets.

Good Sam Club

Good Sam Club revenue consists of revenue from club membership fees and royalty fees from co-branded credit cards. Membership revenue is generated from annual, multiyear and lifetime memberships. The revenue and expenses associated with these memberships are deferred and amortized over the membership period. Unearned revenue and profit are subject to revisions as the membership progresses to completion. Revisions to membership period estimates would change the amount of income and expense amortized in future accounting periods. For lifetime memberships, an 18-year period is used, which is the actuarially

determined estimated fulfillment period. Royalty revenue is earned under the terms of an arrangement with a third-party credit card provider based on a percentage of the Company’s co-branded credit card portfolio retail spending with such third-party credit card provider and for acquiring new cardholders.

When points are awarded to cardholders under the co-branded credit card program relating to sign-up or card activity, a portion of the revenue from the third-party credit card provider is allocated to the points liability based on the relative standalone selling price of the points, net of estimated breakage. The resulting point liability is deferred until the revenue is recognized (i) when the points are redeemed by the cardholder as a reduction of the purchase price of future purchases of the Company’s products or services, (ii) as a credit to their credit card balance, (iii) or when the point liability is adjusted to reflect changes in breakage estimates. Points generally expire twelve months after the date that they are credited to a customer’s account.

Advertising Expenses

Advertising expenses are expensed as incurred. Advertising expenses for the years ended December 31, 2024, 2023 and 2022 were $127.0 million, $101.1 million and $150.7 million, respectively. Advertising expenses relating to RV and Outdoor Retail segment were included in selling, general and administrative expenses in the consolidated statements of operations. Advertising expenses relating to the Good Sam Services and Plans segment were included in costs applicable to revenues in the consolidated statements of operations, since, by the nature of those revenue streams, they are integral to the generation of those revenues.

Vendor Allowances

As a component of the Company’s consolidated procurement program, the Company frequently enters into contracts with vendors that provide for payments of rebates or other allowances. These vendor payments are reflected in the carrying value of the inventory when earned or as progress is made toward earning the rebate or allowance and as a component of cost of sales as the inventory is sold. Certain of these vendor contracts provide for rebates and other allowances that are contingent upon the Company meeting specified performance measures such as a cumulative level of purchases over a specified period of time. Such contingent rebates and other allowances are given accounting recognition at the point at which achievement of the specified performance measures are deemed to be probable and reasonably estimable.

Shipping and Handling Fees and Costs

The Company reports shipping and handling costs billed to customers as a component of revenues, and related costs are reported as a component of costs applicable to revenues. For the years ended December 31, 2024, 2023, and 2022, $2.9 million, $4.4 million, and $7.2 million of shipping and handling fees, respectively, were included in the RV and Outdoor Retail segment as revenue.

Income Taxes

The Company recognizes deferred tax assets and liabilities based on the asset and liability method, which requires an adjustment to the deferred tax asset or liability to reflect income tax rates currently in effect. When income tax rates increase or decrease, a corresponding adjustment to income tax expense is recorded by applying the rate change to the cumulative temporary differences. The Company recognizes the tax benefit from an uncertain tax position in accordance with accounting guidance on accounting for uncertainty in income taxes. The Company classifies interest and penalties relating to income taxes as income tax expense. See Note 12 — Income Taxes for additional information.

Seasonality

The Company has experienced, and expects to continue to experience, variability in revenue, net income, and cash flows as a result of annual seasonality in its business. Because RVs are used primarily by vacationers and campers, demand for services, protection plans, products, and resources generally declines during the winter season, while sales and profits are generally highest during the spring and summer months. In addition, unusually severe weather conditions in some geographic areas may impact demand.

The Company generates a disproportionately higher amount of its annual revenue in its second and third fiscal quarters, which include the spring and summer months. The Company incurs additional expenses in the second and third fiscal quarters due to higher sale volumes, increased staffing in its store locations and program costs. If, for any reason, the Company miscalculates the demand for its products or its product mix during the second and third fiscal quarters, its sales in these quarters could decline, resulting in higher labor costs as a percentage of gross profit, lower margins and excess inventory, which could cause the Company’s annual results of operations to suffer and its stock price to decline.

Additionally, selling, general, and administrative (“SG&A”) expenses as a percentage of gross profit tend to be higher in the first and fourth quarters due to the seasonality of the Company’s business.

Due to the Company’s seasonality, the possible adverse impact from other risks associated with its business, including atypical weather, consumer spending levels and general business conditions, is potentially greater if any such risks occur during the Company’s peak sales seasons.

Recently Adopted Accounting Pronouncements

In March 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-01, Leases (Topic 842): Common Control Arrangements. For public companies, this standard requires the amortization of leasehold improvements associated with common control leases over the useful life to the common control group. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2023, with early adoption permitted. The Company’s adoption of the provisions of this ASU as of January 1, 2024 did not materially impact the Company’s consolidated financial statements.

In August 2023, the FASB issued ASU 2023-05, Business Combinations―Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement. This ASU requires joint ventures to recognize a new basis of accounting for contributed net assets as of the formation date, to measure the contributed identifiable net assets at fair value on the formation date using the business combination guidance in ASC 805-20 (with certain exceptions) regardless of whether an investor contributes a business, to measure the net assets’ fair value based on 100% of the joint venture’s equity immediately following formation, to record goodwill (or an equity adjustment, if negative) for the difference between the fair value of the joint venture’s equity and its net assets and to provide disclosures about the nature and financial effect of the formation transaction. The standard is effective prospectively for all joint venture formations with a formation date on or after January 1, 2025, with early adoption permitted. Additionally, for joint ventures that were formed before January 1, 2025, the Company may elect to apply the standard retrospectively. The Company’s early adoption of the provisions of this ASU as of January 1, 2024 did not materially impact the Company’s consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This ASU requires public entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker (CODM) and included within each reported measure of segment profit or loss. The title and position of the CODM must be disclosed with an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. If the CODM uses more than one measure of a segment’s profit or loss in assessing segment performance, and deciding how to allocate resources, an entity may report one or more of those additional measures of segment profit. Additionally, public entities must disclose an amount for “other segment items” by reportable segment representing the difference between segment revenue less the significant expenses disclosed and each reported measure of segment profit or loss, and a description of its composition. Moreover, all annual disclosures about a reportable segment's profit or loss and assets are to be presented in interim periods. The standard should be applied retrospectively to all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant expense categories identified and disclosed in the period of adoption. The standard is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company adopted the provisions of this ASU as of January 1, 2024, with respect to the annual disclosures beginning with the year ended December 31, 2024 and interim disclosures beginning with the three months ending March 31, 2025, including

the presentation of the comparable prior periods. The adoption of this ASU resulted in additional segment reporting disclosures and did not otherwise have a material impact on the Company’s consolidated financial statements.

Recently Issued Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU requires that public business entities on an annual basis disclose (1) consistent categories and greater disaggregation of information in the rate reconciliation, and (2) income taxes paid disaggregated by jurisdiction. The standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company expects that the adoption of this ASU will impact certain of its income tax disclosures and will not otherwise have a material impact on the Company’s consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement―Reporting Comprehensive Income―Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This ASU requires that at each interim and annual reporting period entities present a new tabular disclosure in the notes to the financial statements, presenting disaggregation of the amounts of purchases of inventory, employee compensation, depreciation, intangible asset amortization and depletion. Furthermore, the ASU requires entities to include certain amounts that are already required to be disclosed under GAAP in the same disclosure as other disaggregation requirements and disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively. Additionally, entities are required to disclose the total amount of selling expenses and, in annual reporting period, an entity’s definition of selling expenses. The standard is effective for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact that the adoption of the provisions of the ASU will have on its consolidated financial statements.

v3.25.0.1
Revenue
12 Months Ended
Dec. 31, 2024
Revenue  
Revenue

2. Revenue

Contract Assets and Capitalized Costs to Acquire a Contract

As of December 31, 2024 and 2023, contract assets of $10.0 million and $16.1 million, respectively, related to RV service revenues were included in accounts receivable in the accompanying consolidated balance sheets. As of December 31, 2024 and 2023, the Company had capitalized costs to acquire a contract consisting of $4.4 million and $4.5 million, respectively, from the deferral of sales commissions expenses relating to multi-year consumer services and plans and the recording of such expenses over the same period as the recognition of the related revenues.

Deferred Revenues

The Company records deferred revenues when cash payments are received or due in advance of the Company’s performance, net of estimated refunds that are presented separately as a component of accrued liabilities. For the year ended December 31, 2024, $90.3 million of revenues recognized were included in the deferred revenues balance at the beginning of the period. For the year ended December 31, 2023, $92.6 million of revenues recognized were included in the deferred revenues balance at the beginning of the period.

As of December 31, 2024, the Company had unsatisfied performance obligations primarily relating to plans for its roadside assistance, Good Sam Club memberships, Good Sam Club loyalty program, Coast to Coast memberships, the annual campground guide, and magazine publication revenue streams. The total unsatisfied performance obligations for these revenue streams at December 31, 2024 and the periods during which the Company expects to recognize the amounts as revenue are presented as follows (in thousands):

    

As of

    

December 31, 2024

2025

    

$

92,124

2026

31,678

2027

16,911

2028

8,453

2029

4,174

Thereafter

2,426

Total

$

155,766

The Company’s payment terms vary by the type and location of its customer and the products or services offered. The term between invoicing and when payment is due is not significant. For certain products or services and customer types, the Company requires payment before the products or services are delivered to the customer.

v3.25.0.1
Accounts Receivable
12 Months Ended
Dec. 31, 2024
Accounts Receivable  
Accounts Receivable

3. Accounts Receivable

Accounts receivable consisted of the following at December 31, 2024 and 2023 (in thousands):

    

December 31,

    

December 31,

2024

2023

Good Sam Services and Plans

$

14,373

$

17,589

RV and Outdoor Retail

New and used vehicles

2,310

2,830

Parts, service and other

34,210

35,748

Trade accounts receivable

38,313

27,773

Due from manufacturers

22,008

37,190

Other

11,946

9,365

Corporate

553

123,160

131,048

Allowance for credit losses

(2,748)

(2,978)

$

120,412

$

128,070

As of December 31, 2024 and 2023, the Company had Good Sam Services and Plans receivables that were expected to be collected after one year of $7.4 million and $8.8 million, respectively, which were included in other assets in the consolidated balance sheets.

v3.25.0.1
Inventories and Floor Plan Payables
12 Months Ended
Dec. 31, 2024
Inventories and Floor Plan Payables  
Inventories and Floor Plan Payables

4. Inventories and Floor Plan Payables

Inventories consisted of the following at December 31, 2024 and 2023 (in thousands):

December 31, 

December 31, 

    

2024

    

2023

Good Sam services and plans

$

263

$

452

New RVs

1,241,533

1,378,403

Used RVs

413,546

464,833

Products, parts, accessories and other

166,495

199,261

$

1,821,837

$

2,042,949

Substantially all of the Company’s new RV inventory and certain of its used RV inventory, included in the RV and Outdoor Retail segment, is financed by a floor plan credit agreement with a syndication of banks (“Floor Plan Lenders”). The borrowings under the floor plan credit agreement are collateralized by substantially all of the assets of FreedomRoads, LLC (“FR”), a wholly-owned subsidiary of FreedomRoads, which operates the RV dealerships. The floor plan borrowings are tied to specific vehicles and principal is due upon the sale of the related vehicle or upon reaching certain aging criteria.

As of December 31, 2024 and 2023, FR maintained floor plan financing through the Eighth Amended and Restated Credit Agreement (as amended from time to time, the “Floor Plan Facility”) entered into in September 2021. The Floor Plan Facility at December 31, 2024 allowed FR to borrow (a) up to $1.85 billion under a floor plan facility of which 30% may be used to finance used RV inventory, (b) up to $30.0 million under a letter of credit facility and (c) up to a maximum amount outstanding of $70.0 million under the revolving line of credit.

The Floor Plan Facility also includes an accordion feature allowing FR, at its option, to request to increase the aggregate amount of the floor plan notes payable in $50.0 million increments up to a maximum amount of $300.0 million. The Floor Plan Lenders are not under any obligation to provide commitments in respect of any future increase under the accordion feature.

As of December 31, 2024 and 2023, the applicable interest rate for the floor plan notes payable under the Floor Plan Facility was 6.72% and 7.28%, respectively. As of December 31, 2024, under the Floor Plan Facility, at the Company’s option, the floor plan notes payable, and borrowings for letters of credit, in each case, bear interest at a rate per annum equal to (a) the floating Secured Overnight Financing Rate (“SOFR”), plus a SOFR adjustment of 0.11%, plus the applicable rate of 1.90% to 2.50% determined based on FR’s consolidated current ratio, or, (b) the base rate (as described below) plus the applicable rate of 0.40% to 1.00% determined based on FR’s consolidated current ratio.

The outstanding balance of the revolving line of credit under the Floor Plan Facility was paid off in November 2024 and there was no balance outstanding as of December 31, 2024. As of December 31, 2023, the applicable interest rate for revolving line of credit borrowings under the Floor Plan Facility was 7.63%. As of December 31, 2024, under the Floor Plan Facility, revolving line of credit borrowings bear interest at a rate per annum equal to, at the Company’s option, either: (a) a floating SOFR rate, plus a SOFR adjustment of 0.11%, plus 2.25%, in the case of floating SOFR rate loans, or (b) a base rate determined by reference to the greatest of: (i) the federal funds rate plus 0.50% or (ii) the prime rate published by Bank of America, N.A., plus 0.75%, in the case of base rate loans. Additionally, under the Floor Plan Facility, the revolving line of credit borrowings are subject to a borrowing base calculation, which did not limit the borrowing capacity at December 31, 2024 and 2023.

The Floor Plan Facility includes a flooring line aggregate interest reduction (“FLAIR”) offset account that allows the Company to transfer cash to the Floor Plan Lenders as an offset to the payables under the Floor

Plan Facility. These transfers reduce the amount of liability outstanding under the floor plan borrowings that would otherwise accrue interest, while retaining the ability to withdraw amounts from the FLAIR offset account subject to the financial covenants under the Floor Plan Facility. As a result of using the FLAIR offset account, the Company experiences a reduction in floor plan interest expense in its consolidated statements of operations. As of December 31, 2024 and 2023, FR had $79.5 million and $145.0 million, respectively, in the FLAIR offset account. The maximum FLAIR percentage of outstanding floor plan borrowings is 35% under the Floor Plan Facility. The FLAIR offset account does not reduce the outstanding amount of loans under the Floor Plan Facility for purposes of determining the unencumbered borrowing capacity under the Floor Plan Facility.

Management has determined that the credit agreement governing the Floor Plan Facility includes subjective acceleration clauses, which could impact debt classification. Management believes that no events have occurred at December 31, 2024 that would trigger a subjective acceleration clause. Additionally, the credit agreement governing the Floor Plan Facility contains certain financial covenants. FR was in compliance with all financial debt covenants at December 31, 2024 and 2023.

In February 2025, FR entered into an amendment to the Floor Plan Facility (the “Floor Plan Amendment”), which (a) increased the commitment for floor plan borrowings by $300.0 million to $2.15 billion, (b) increased the commitment for the letter of credit facility by $15.0 million to $45.0 million, and (c) extended the maturity date from September 30, 2026 to the earlier of, if applicable, (i) February 18, 2030 or (ii) March 5, 2028, if the Company’s Term Loan Facility (as defined and discussed in Note 10 — Long-Term Debt) has not been repaid, refinanced, or defeased and the maturity has not been extended by at least 180 days after February 18, 2030.

The following table details the outstanding amounts and available borrowings under the Floor Plan Facility as of December 31, 2024 and December 31, 2023 (in thousands):

December 31, 

December 31, 

    

2024

    

2023

Floor Plan Facility:

Notes payable floor plan:

Total commitment

$

1,850,000

$

1,850,000

Less: borrowings, net of FLAIR offset account

(1,161,713)

(1,371,145)

Less: FLAIR offset account(1)

(79,472)

(145,047)

Additional borrowing capacity

608,815

333,808

Less: short-term payable for sold inventory(2)

(33,152)

(41,577)

Less: purchase commitments(3)

(9,340)

(27,420)

Unencumbered borrowing capacity

$

566,323

$

264,811

Revolving line of credit

$

70,000

$

70,000

Less: borrowings

-

(20,885)

Additional borrowing capacity

$

70,000

$

49,115

Letters of credit:

Total commitment

$

30,000

$

30,000

Less: outstanding letters of credit

(14,300)

(12,300)

Additional letters of credit capacity

$

15,700

$

17,700

(1)Flooring line aggregate interest reduction (“FLAIR”) offset account that allows the Company to transfer cash to the Floor Plan Lenders as offset to the payables under the Floor Plan Facility. The FLAIR offset account does not reduce the outstanding amount of loans under the Floor Plan Facility for purposes of determining the unencumbered borrowing capacity under the Floor Plan Facility.
(2)The short-term payable represents the amount due for sold inventory. A payment for any floor plan units sold is due within three to ten business days of sale. Due to the short term nature of these payables, the Company reclassifies the amounts from notes payable‒floor plan, net to accounts payable in the Consolidated Balance Sheets. Changes in the vehicle floor plan payable are reported as cash flows from financing activities in the Consolidated Statements of Cash Flows.
(3)Purchase commitments represent vehicles approved for floor plan financing where the inventory has not yet been received by the Company from the supplier and no floor plan borrowing is outstanding.

The following table rolls forward the Company's outstanding supplier finance program obligations confirmed as valid under its Floor Plan Facility for the year ended December 31, 2024 (in thousands):

Year Ended

    

December 31, 2024

Notes payable - floor plan, net, beginning of year

$

1,371,145

Add: FLAIR offset account, beginning of year

145,047

Add: short-term payable for sold inventory, beginning of year

41,577

Confirmed obligations outstanding, beginning of year

1,557,769

Add: new obligations confirmed during the period

2,292,615

Less: confirmed obligations paid during the period

(2,576,047)

Confirmed obligations outstanding, end of period

1,274,337

Less: FLAIR offset account, end of period

(79,472)

Less: short-term payable for sold inventory, end of period

(33,152)

Notes payable - floor plan, net, end of period

$

1,161,713

v3.25.0.1
Restructuring and Long-Lived Asset Impairment
12 Months Ended
Dec. 31, 2024
Restructuring and Long-Lived Asset Impairment  
Restructuring and Long-Lived Asset Impairment

5. Restructuring and Long-Lived Asset Impairment

Restructuring – 2019 Strategic Shift

On September 3, 2019, the Board of Directors of CWH approved a plan (the “2019 Strategic Shift”) to strategically shift its business away from locations where the Company does not have the ability or where it is not feasible to sell and/or service RVs at a sufficient capacity (the “Outdoor Lifestyle Locations”). Of the Outdoor Lifestyle Locations in the RV and Outdoor Retail segment operating at September 3, 2019, the Company has closed or divested 39 Outdoor Lifestyle Locations, two distribution centers, and 20 specialty retail locations relating to the 2019 Strategic Shift. As of December 31, 2020, the Company had completed the store closures and divestitures relating to the 2019 Strategic Shift. During the year ended December 31, 2021, the Company completed its analysis of its retail product offerings that were not RV-related.

As of December 31, 2021, the activities under the 2019 Strategic Shift were completed with the exception of certain lease termination costs and other associated costs relating to the leases of previously closed locations under the 2019 Strategic Shift. The process of identifying subtenants and negotiating lease terminations has been delayed, which initially was in part due to the COVID-19 pandemic. The timing of these negotiations will vary as both subleases and terminations are contingent on landlord approvals. The Company expects that the ongoing lease-related costs relating to the 2019 Strategic Shift, net of associated sublease income, will be less than $3.5 million per year.

As of December 31, 2024, the Company had incurred total restructuring costs associated with the 2019 Strategic Shift of $128.0 million. The breakdown of these costs is as follows:

one-time employee termination benefits relating to retail store or distribution center closures/divestitures of $1.2 million;
lease termination costs of $23.1 million;
incremental inventory reserve charges of $57.4 million; and
other associated costs of $46.3 million.

The following table details the costs incurred associated with the 2019 Strategic Shift for the periods presented (in thousands):

Year Ended December 31, 

2024

    

2023

    

2022

2019 Strategic Shift restructuring costs:

Lease termination costs(1)

(1,575)

1,316

Other associated costs(2)

3,368

3,965

7,026

Total 2019 Strategic Shift restructuring costs

$

1,793

$

3,965

$

8,342

(1)These costs were included in lease termination charges in the consolidated statements of operations. This reflects termination fees paid, net of any gain from derecognition of the related operating lease assets and liabilities.
(2)Other associated costs primarily represent lease and other operating expenses incurred during the post-close wind-down period for the locations related to the 2019 Strategic Shift. For the years ended December 31, 2024, 2023 and 2022, these costs were included in selling, general, and administrative expenses in the consolidated statements of operations.

The following table details changes in the restructuring accrual associated with the 2019 Strategic Shift (in thousands):

Lease

    

Other

    

Termination

    

Associated

    

Costs (1)

    

Costs (2)

    

Total

Balance at December 31, 2021

$

$

926

$

926

Charged to expense

6,097

7,026

13,123

Paid or otherwise settled

(6,097)

(7,083)

(13,180)

Balance at December 31, 2022

869

869

Charged to expense

3,965

3,965

Paid or otherwise settled

(3,676)

(3,676)

Balance at December 31, 2023

1,158

1,158

Charged to expense

1,860

3,368

5,228

Paid or otherwise settled

(1,860)

(4,526)

(6,386)

Balance at December 31, 2024

$

$

$

(1)Lease termination costs exclude the $7.6 million and $4.8 million of gains from the derecognition of the operating lease assets and liabilities relating to the terminated leases as part of the 2019 Strategic Shift for the thirty months ended December 31, 2021 and for the year ended December 31, 2022, respectively.
(2)Other associated costs primarily represent labor, lease and other operating expenses incurred during the post-close wind-down period for the locations related to the 2019 Strategic Shift.

The Company evaluated the requirements of ASC No. 205-20, Presentation of Financial Statements – Discontinued Operations relative to the 2019 Strategic Shift and determined that discontinued operations treatment is not applicable. Accordingly, the results of operations of the locations impacted by the 2019 Strategic Shift are reported as part of continuing operations in the accompanying consolidated financial statements.

Restructuring – Active Sports

On March 1, 2023, management of the Company determined to implement plans (the “Active Sports Restructuring”) to exit and restructure operations of its indirect subsidiary, Active Sports, LLC, a specialty products retail business (“Active Sports”) as part of its review of underperforming assets and business lines.  Upon liquidating a significant amount of inventory and exiting the related distribution centers, the Company reevaluated its exit plan and concluded instead that it would integrate the remaining operations into its existing distribution and fulfillment infrastructure while maintaining lower inventory levels and a smaller fixed cost structure. These plans have resulted in a much smaller operation and included the closure of the specialty retail location. The incremental inventory reserve charges were based, in part, on the Company’s estimates of the discounting necessary to liquidate the Active Sports inventory.

The activities under the Active Sports Restructuring were substantially completed by December 31, 2023. Certain lease costs continued to be incurred until the termination of the last remaining significant lease during the year ended December 31, 2024.

As of December 31, 2024, the total restructuring costs associated with the Active Sports Restructuring were $8.1 million. The breakdown of these restructuring costs is as follows:

one-time employee termination benefits relating to the specialty retail store and distribution center closures of $0.2 million;
incremental inventory reserve charges of $4.3 million;
lease termination charges of $1.7 million; and
other associated costs of $1.9 million.

The following table details the costs incurred associated with the Active Sports Restructuring (in thousands):

Year Ended December 31,

2024

    

2023

    

2022

Active Sports Restructuring costs:

One-time termination benefits(1)

$

$

193

$

Incremental inventory reserve charges(1)

4,344

Lease termination costs (2)

1,343

375

Other associated costs(3)

868

1,003

Total Active Sports Restructuring costs

$

2,211

$

5,915

$

(1)These costs were included in costs applicable to revenues – products, service and other in the consolidated statements of operations.
(2)These costs were included in lease termination charges in the consolidated statements of operations. This reflects termination fees paid or to be paid, net of any gain from derecognition of the related operating lease assets and liabilities. The Company paid $1.5 million lease termination fee for a lease terminated during the year ended December 31, 2024.
(3)Other associated costs primarily represent labor, lease and other operating expenses incurred during the post-close wind-down period for the Active Sports Restructuring for the periods presented and were included primarily in selling, general, and administrative expenses in the consolidated statements of operations.

The following table details changes in the restructuring accrual associated with the Active Sports Restructuring (in thousands):

    

One-time

    

Lease

    

Other

    

    

Termination

    

Termination

    

Associated

    

    

Benefits

    

Costs (1)

    

Costs (2)

    

Total

Balance at March 31, 2023

$

$

$

$

Charged to expense

193

1,003

1,196

Paid or otherwise settled

(193)

(1,003)

(1,196)

Balance at December 31, 2023

Charged to expense

1,492

868

2,360

Paid or otherwise settled

(1,492)

(868)

(2,360)

Balance at December 31, 2024

$

$

$

$

(1)Lease termination costs exclude the $0.1 million of gain from the derecognition of the operating lease assets and liabilities relating to the terminated leases as part of the Active Sports Restructuring for the year ended December 31, 2024.
(2)Other associated costs primarily represent labor, lease and other operating expenses incurred during the post-close wind-down period for the specialty retail location and distribution centers related to the Active Sports Restructuring.

Long-Lived Asset Impairment

During the three months ended March 31, 2023, the Company recorded an impairment charge totaling $6.6 million related to the Active Sports Restructuring, of which $4.5 million related to intangible assets, and $2.1 million related to other long-lived asset categories.

During the years ended December 31, 2024, 2023 and 2022, the Company had indicators of impairment of the long-lived assets for certain locations, which were unrelated to the Active Sports Restructuring. Such indicators primarily included decreases in market rental rates or market value of real property for closed locations, or based on the Company’s review of location performance in the normal course of business. As a result of updating certain assumptions in the long-lived asset impairment analysis for these locations, the Company determined that the fair value of certain long-lived assets were below their carrying value and were impaired.

The long-lived asset impairment charges were calculated as the amount that the carrying value of these locations exceeded the estimated fair value, except that individual assets cannot be impaired below their individual fair values when that fair value can be determined without undue cost and effort. Estimated fair value is typically based on estimated discounted future cash flows, while property appraisals or market rent analyses are utilized for determining the fair value of certain assets related to properties and leases.

The following table details long-lived asset impairment charges by type of long-lived asset and by restructuring activity, all of which relate to the RV and Outdoor Retail segment (in thousands):

Year Ended December 31, 

2024

    

2023

    

2022

Long-lived asset impairment charges by type of long-lived asset:

Leasehold improvements

$

4,032

$

1,857

$

2,557

Operating lease right of use assets

7,242

1,107

1,613

Building and improvements

3,787

Furniture and equipment

329

61

Software

1,362

Construction in progress and software in development

113

Intangible assets

4,501

Total long-lived asset impairment charges

$

15,061

$

9,269

$

4,231

Long-lived asset impairment charges by restructuring activity:

2019 Strategic Shift

1,614

Active Sports Restructuring

6,648

Unrelated to restructuring activities

15,061

2,621

2,617

Total long-lived asset impairment charges

$

15,061

$

9,269

$

4,231

v3.25.0.1
Assets Held for Sale and Business Divestiture
12 Months Ended
Dec. 31, 2024
Assets Held for Sale and Business Divestiture  
Assets Held for Sale and Business Divestiture

6. Assets Held for Sale and Business Divestiture

As of December 31, 2024, two properties from the RV and Outdoor Retail segment relating to real estate met the criteria to be classified as held for sale.

The following table presents the components of assets held for sale and liabilities related to assets held for sale at December 31, 2024 and 2023 (in thousands):

December 31, 

December 31, 

    

2024

    

2023

Assets held for sale:

Property and equipment, net

$

1,350

$

29,864

$

1,350

$

29,864

Liabilities related to assets held for sale:

Current portion of long-term debt

$

$

864

Long-term debt, net of current portion

16,424

$

$

17,288

Additionally, on May 3, 2024, the Company closed on the sale of certain assets of the RV and Outdoor Retail segment’s RV furniture business (“CWDS”) and, in connection with the sale, entered into a supply agreement (“Supplier Agreement”) with the buyer and the sublease of certain properties and equipment to the buyer. The approximately $30.4 million fair value of consideration received from the divestiture were comprised of approximately $20.0 million of cash consideration, $9.5 million of an intangible asset for the Supplier Agreement, and $0.9 million of cash consideration as a holdback to be released by the buyer after one year less any offset for expenditures that were indemnified by the Company. The divested net assets of CWDS were comprised primarily of approximately $28.8 million of products, parts, accessories and other inventories, $0.9 million of net intangible assets, $1.2 million of accounts payable assumed and $8.9 million of goodwill allocated from the RV and Outdoor Retail segment based on the relative fair value of CWDS. This divestiture transaction resulted in a loss of $7.1 million and is included in loss (gain) on sale or disposal of assets in the consolidated statements of operations for the year ended December 31, 2024. The Company believes that it has gained operational efficiencies by exiting the manufacture of RV furniture and focusing its resources on the sourcing and sale of its RV and aftermarket accessory products. The fair value of the Supplier Agreement intangible asset was estimated as the present value of the estimated benefits that a market participant would receive

under the Supplier Agreement, such as favorable pricing and rebates, over the term of the agreement, which is categorized as a Level 3 measurement. This Supplier Agreement intangible asset is expected to be amortized over the term of the agreement of approximately 10 years.

v3.25.0.1
Property and Equipment, net
12 Months Ended
Dec. 31, 2024
Property and Equipment, net  
Property and Equipment, net

7. Property and Equipment, net

Property and equipment consisted of the following at December 31, 2024 and 2023 (in thousands):

    

December 31, 

    

December 31, 

2024

2023

Land

$

133,984

$

142,020

Buildings and improvements

348,315

321,054

Leasehold improvements

369,791

339,439

Furniture and equipment

277,801

261,114

Software

93,769

90,835

Construction in progress and software in development

45,682

59,954

1,269,342

1,214,416

Less: accumulated depreciation

(422,582)

(379,990)

Property and equipment, net

$

846,760

$

834,426

v3.25.0.1
Goodwill and Intangible Assets
12 Months Ended
Dec. 31, 2024
Goodwill and Intangible Assets  
Goodwill and Intangible Assets

8. Goodwill and Intangible Assets

Goodwill

The following is a summary of changes in the Company’s goodwill by business line for the years ended December 31, 2024 and 2023 (in thousands):

Good Sam

Services and

RV and

    

Plans

    

Outdoor Retail

    

Consolidated

Balance at December 31, 2022 (excluding impairment charges)

$

71,118

$

793,142

$

864,260

Accumulated impairment charges

(46,884)

(194,953)

(241,837)

Balance at December 31, 2022

24,234

598,189

622,423

Acquisitions

88,799

88,799

Balance at December 31, 2023

24,234

686,988

711,222

Acquisitions

1,561

30,140

31,701

Divestiture (1)

(8,900)

(8,900)

Balance at December 31, 2024

$

25,795

$

708,228

$

734,023

(1)See Note 6 ― Assets Held for Sale and Business Divestiture.

In the fourth quarter of 2024 and 2023, the Company performed its annual goodwill impairment test of the RV and Outdoor Retail, the Good Sam Show, Good Sam Media, and GSS Enterprise reporting units by performing a quantitative analysis. The RV and Outdoor Retail reporting unit is comprised of the entire RV and Outdoor Retail segment. The Good Sam Show, GSS Enterprise, Good Sam Media, and Good Sam RA and Tire Rescue reporting units are comprised of a portion of the Good Sam Services and Plans segment. These annual goodwill impairment tests resulted in the determination that the estimated fair value of these reporting units exceeded their carrying value. Therefore, no impairment charge was recorded during the years ended December 31, 2024 and 2023. The Company estimated the fair value of these reporting units using a combination of the guideline public company method under the market approach and the discounted cash flow analysis method under the income approach.

Intangible Assets

Finite-lived intangible assets and related accumulated amortization consisted of the following at December 31, 2024 and 2023 (in thousands):

December 31, 2024

Wtd. Average

Carrying

Accumulated

Useful Life

   

Value

    

Amortization

    

Net

    

(in years)

Good Sam Services and Plans:

Membership, customer lists and other

$

9,740

$

(9,537)

$

203

5.3

Trademarks and trade names

2,132

(379)

1,753

15.0

Websites and developed technology

3,650

(1,614)

2,036

6.7

RV and Outdoor Retail:

Customer lists, domain names and other

4,154

(2,752)

1,402

5.5

Supplier lists and agreements

9,500

(594)

8,906

11.0

Trademarks and trade names

26,526

(22,005)

4,521

15.0

Websites and developed technology

6,348

(5,700)

648

10.1

$

62,050

$

(42,581)

$

19,469

11.6

December 31, 2023

Wtd. Average

Carrying

Accumulated

Useful Life

    

Value

    

Amortization

    

Net

    

(in years)

Good Sam Services and Plans:

Membership, customer lists and other

$

9,640

$

(9,246)

$

394

5.4

Trademarks and trade names

2,132

(238)

1,894

15.0

Websites and developed technology

3,050

(1,118)

1,932

7.0

RV and Outdoor Retail:

Customer lists and domain names

5,543

(3,269)

2,274

5.3

Supplier lists and agreements

1,696

(1,102)

594

5.0

Trademarks and trade names

27,251

(21,390)

5,861

15.0

Websites and developed technology

6,325

(5,557)

768

10.0

$

55,637

$

(41,920)

$

13,717

11.2

Amortization expense related to finite-lived intangibles for the years ended December 31, 2024, 2023, and 2022 was $3.6 million, $3.8 million and $13.5 million, respectively. The aggregate future five-year amortization of finite-lived intangibles at December 31, 2024, was as follows (in thousands):

2025

    

$

3,643

2026

3,519

2027

3,479

2028

1,950

2029

1,173

Thereafter

5,705

$

19,469

v3.25.0.1
Accrued Liabilities
12 Months Ended
Dec. 31, 2024
Accrued Liabilities  
Accrued Liabilities

9. Accrued Liabilities

Accrued liabilities consisted of the following at December 31, 2024 and 2023 (in thousands):

    

December 31,

    

December 31,

2024

    

2023

Compensation and benefits

$

42,652

$

51,999

Other accruals

75,905

97,097

$

118,557

$

149,096

v3.25.0.1
Long-Term Debt
12 Months Ended
Dec. 31, 2024
Long-Term Debt.  
Long-Term Debt

10. Long-Term Debt

The following reflects outstanding long-term debt as of December 31, 2024 and 2023, (in thousands):

December 31, 

December 31, 

    

2024

    

2023

Term Loan Facility (1)

$

1,335,535

$

1,346,229

Real Estate Facilities (2)

173,132

166,604

Other Long-Term Debt

7,926

8,246

Subtotal

1,516,593

1,521,079

Less: current portion

(23,275)

(22,121)

Total

$

1,493,318

$

1,498,958

(1)Net of $9.6 million and $12.0 million of original issue discount at December 31, 2024 and 2023, respectively, and $3.8 million and $4.7 million of finance costs at December 31, 2024 and 2023, respectively.
(2)Net of $3.1 million and $3.3 million of finance costs at December 31, 2024 and 2023, respectively.

The aggregate future maturities of long-term debt at December 31, 2024, excluding original issue discount of $9.6 million and finance costs of $6.9 million, were as follows (in thousands):

Long-term debt instruments

    

 

2025

    

$

25,083

2026

27,856

2027

166,450

2028

1,309,686

2029

248

Thereafter

3,776

Total

$

1,533,099

Senior Secured Credit Facilities

As of December 31, 2024 and 2023, CWGS Group, LLC (the “Borrower”), a wholly-owned subsidiary of CWGS, LLC, was party to a credit agreement (the “Credit Agreement”) for senior secured credit facilities (as amended from time to time, the “Senior Secured Credit Facilities”). The Senior Secured Credit Facilities consist of a $1.4 billion term loan facility (the “Term Loan Facility”) and a $65.0 million revolving credit facility (the “Revolving Credit Facility”). Under the Senior Secured Credit Facilities, the Company has the ability to request to increase the amount of term loans or revolving loans in an aggregate amount not to exceed the greater of (a) a “fixed” amount set at $725.0 million and (b) 100% of consolidated EBITDA for the most recent four consecutive fiscal quarters on a pro forma basis (as defined in the Credit Agreement). The lenders under the Senior Secured Credit Facilities are not under any obligation to provide commitments in respect of any such increase.

The Term Loan Facility requires mandatory principal payments in equal quarterly installments of $3.5 million. Additionally, the Company is required to prepay the borrowings under the Term Loan Facility in an aggregate amount up to 50% of excess cash flow, as defined in the Credit Agreement, for such fiscal year depending on the Total Leverage Ratio (as defined by the Credit Agreement) beginning with the year ended December 31, 2022. No additional excess cash flow payment was required relating to 2024 or 2023. The Term Loan Facility matures in June 2028.

The funds available under the Revolving Credit Facility may be utilized for borrowings or letters of credit; however, a maximum of $25.0 million may be allocated to such letters of credit. The Revolving Credit Facility matures at the earlier of (i) ninety-one days prior to the maturity date of the Floor Plan Facility (September 30, 2026 as of December 31, 2024 and amended in February 2025 to a maturity date of at least March 5, 2028 as detailed in Note 4 — Inventories and Floor Plan Payables) or (ii) March 3, 2028.

The following table details the outstanding amounts and available borrowings under the Senior Secured Credit Facilities as of (in thousands):

December 31, 

December 31, 

    

2024

    

2023

Senior Secured Credit Facilities:

Term Loan Facility:

Principal amount of borrowings

$

1,400,000

$

1,400,000

Less: cumulative principal payments

(51,049)

(37,034)

Less: unamortized original issue discount

(9,600)

(12,016)

Less: unamortized finance costs

(3,816)

(4,721)

1,335,535

1,346,229

Less: current portion

(14,015)

(14,015)

Long-term debt, net of current portion

$

1,321,520

$

1,332,214

Revolving Credit Facility:

Total commitment

$

65,000

$

65,000

Less: outstanding letters of credit

(4,902)

(4,930)

Less: total net leverage ratio borrowing limitation

(37,348)

(37,320)

Additional borrowing capacity

$

22,750

$

22,750

As of December 31, 2024 and 2023, the average interest rate on the Term Loan Facility was 6.97% and 7.97%, respectively, and the effective interest rate on the Term Loan Facility was 7.43% and 8.21%, respectively.

The Senior Secured Credit Facilities are fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by each of the Company’s existing and future domestic restricted subsidiaries with the exception of FreedomRoads Intermediate Holdco, LLC, the direct parent of FR, and FR, and its subsidiaries. The Credit Agreement contains certain restrictive covenants pertaining to, but not limited to, mergers, changes in the nature of the business, acquisitions, additional indebtedness, sales of assets, investments, and the payment of dividends subject to certain limitations and minimum operating covenants. Additionally, management has determined that the Senior Secured Credit Facilities include subjective acceleration clauses, which could impact debt classification. Management believes that no events have occurred at December 31, 2024 that would trigger a subjective acceleration clause.

The Credit Agreement requires the Borrower and its subsidiaries to comply on a quarterly basis with a maximum Total Net Leverage Ratio (as defined in the Credit Agreement), which covenant is in effect only if, as of the end of each calendar quarter, the aggregate amount of borrowings under the revolving credit facility, letters of credit and unreimbursed letter of credit disbursements outstanding at such time is greater than 35% of the total commitment on the Revolving Credit Facility (excluding (i) up to $15.0 million attributable to any outstanding undrawn letters of credit and (ii) any cash collateralized or backstopped letters of credit), as defined in the Credit Agreement. As of December 31, 2024, the Company was not subject to this covenant as borrowings under the Revolving Credit Facility did not exceed the 35% threshold, however the Company’s borrowing capacity was reduced by $37.3 million in light of this covenant. The Company was in compliance with all applicable financial debt covenants at December 31, 2024 and 2023.

Real Estate Facilities

As of December 31, 2024 and 2023, subsidiaries of FRHP Lincolnshire, LLC (“FRHP”), an indirect wholly-owned subsidiary of CWGS, LLC, were party to a credit agreement with a syndication of banks for a real estate credit facility (as amended from time to time, the “M&T Real Estate Facility”) with aggregate maximum principal capacity of $300.0 million (an increase from $250.0 million through an amendment entered into in August 2024) with an option that allows FRHP to request an additional $100.0 million of principal capacity. The lenders under the M&T Real Estate Facility are not under any obligation to provide commitments in respect of any such increase. The M&T Real Estate Facility bears interest at FRHP’s option of either (as defined in the credit agreement for the M&T Real Estate Facility): (a) the Secured Overnight Financing Rate (“SOFR”) plus the applicable rate of 2.30% or (b) the highest of (i) the Federal Funds Rate plus 1.80%, (ii) the Prime Rate plus 1.30%, or (iii) SOFR plus 2.30%. The M&T Real Estate Facility has an unused commitment fee of 0.20% of the aggregate unused principal amount and it matures in October 2027. Additionally, the M&T Real Estate Facility is subject to a debt service coverage ratio covenant (as defined in the credit agreement for the M&T Real Estate Facility). All obligations under the M&T Real Estate Facility and the guarantees of those obligations, are secured, subject to certain exceptions, by the mortgaged real property assets. During the years ended December 31, 2024 and 2023, FRHP borrowed an additional $55.6 million and $59.2 million under the M&T Real Estate Facility, respectively. During the year ended December 31, 2024, FRHP repaid $46.5 million of the M&T Real Estate Facility to pay off the remaining principal balances relating to eight properties.

In November 2018, September 2021, and December 2021, Camping World Property, Inc. (the ‘‘Real Estate Borrower’’), an indirect wholly-owned subsidiary of CWGS, LLC, and CIBC Bank USA (“Lender”), entered into loan and security agreements for real estate credit facilities (as amended from time to time, the “First CIBC Real Estate Facility”, the “Second CIBC Real Estate Facility”, and the “Third CIBC Real Estate Facility”, respectively, and collectively the “CIBC Real Estate Facilities” and together with the M&T Real Estate Facility, the “Real Estate Facilities”) with aggregate maximum principal capacities of $21.5 million, $9.0 million, and $10.1 million for the First CIBC Real Estate Facility, Second CIBC Real Estate Facility, and Third CIBC Real Estate Facility, respectively. Borrowings under the CIBC Real Estate Facilities are guaranteed by CWGS Group, LLC, a wholly-owned subsidiary of CWGS, LLC. The CIBC Real Estate Facilities may be used to finance the acquisition of real estate assets. The CIBC Real Estate Facilities are secured by a first priority security interest on the real estate assets acquired with the proceeds of the CIBC Real Estate Facilities (“CIBC Real Estate Facility Properties”).

In June 2023, the Real Estate Borrower sold one of the CIBC Real Estate Facility Properties located in Franklin, Kentucky, which was secured by the Second CIBC Real Estate Facility. As part of the settlement of the property sale, the outstanding balance of the Second CIBC Real Estate Facility of $7.4 million was repaid and terminated by the Real Estate Borrower. In May 2024, the Real Estate Borrower repaid the outstanding balance of the Third Real Estate Facility of $8.9 million, which related to the facility for the operations of CWDS in Elkhart, Indiana (see Note 6 — Assets Held for Sale and Business Divestiture), and the Third Real Estate Facility was terminated. The First CIBC Real Estate Facility matures in October 2028.

The following table shows a summary of the outstanding balances, remaining available borrowings, and weighted average interest rate under the Real Estate Facilities at December 31, 2024:

As of December 31, 2024

Remaining

Wtd. Average

(In thousands)

    

Outstanding(1)

    

Available(2)

    

Interest Rate

Real Estate Facilities

M&T Real Estate Facility

$

169,756

$

57,390

(3)

6.55%

First CIBC Real Estate Facility

3,376

7.89%

$

173,132

$

57,390

(1)Outstanding principal amounts are net of unamortized finance costs.
(2)Amounts cannot be reborrowed.
(3)Additional borrowings on the M&T Real Estate Facility are subject to a debt service coverage ratio covenant and to the property collateral requirements under the M&T Real Estate Facility.

Management has determined that the credit agreements governing the Real Estate Facilities include subjective acceleration clauses, which could impact debt classification. Management believes that no events have occurred at December 31, 2024 that would trigger a subjective acceleration clause. Additionally, the Real Estate Facilities are subject to certain cross default provisions, a debt service coverage ratio, and other customary covenants. The Company was in compliance with all financial debt covenants at December 31, 2024 and 2023.

Other Long-Term Debt

In December 2021, FRHP assumed a mortgage as part of a real estate purchase. This mortgage is secured by the acquired property and is guaranteed by CWGS Group, LLC, a wholly-owned subsidiary of CWGS, LLC and matures in December 2026. In June 2023, FRHP assumed a promissory note as part of a real estate purchase. This note is secured by the acquired property and matures in April 2041. As of December 31, 2024, the outstanding principal balance of these debt instruments was $7.9 million with a weighted average interest rate of 4.27%.

v3.25.0.1
Lease Obligations
12 Months Ended
Dec. 31, 2024
Lease Obligations  
Lease Obligations

11. Lease Obligations

The Company leases most of the properties for its store locations through 236 operating leases and 18 finance leases. The Company also leases billboards and certain of its equipment. The related operating lease assets and finance lease assets are included in the operating lease assets and property and equipment, respectively, in the accompanying consolidated balance sheets.

As of December 31, 2024 and 2023, finance lease assets of $120.0 million and $100.4 million, respectively, were included in property and equipment, net in the accompanying consolidated balance sheets.

The following table presents certain information related to the costs for leases where the Company is the lessee (in thousands):

Year Ended December 31,

    

2024

    

2023

Operating lease cost

$

116,370

$

118,082

Finance lease cost:

Amortization of finance lease assets

11,160

3,253

Interest on finance lease liabilities

9,285

6,069

Short-term lease cost

1,839

1,940

Variable lease cost

23,874

22,913

Sublease income

(3,355)

(2,726)

Net lease costs

$

159,173

$

149,531

The following table presents supplemental cash flow information related to leases (in thousands):

Year Ended December 31,

    

2024

    

2023

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash flows for operating leases

$

118,848

$

117,160

Operating cash flows for finance leases

9,285

6,064

Financing cash flows for finance leases

7,520

5,496

Lease assets obtained in exchange for lease liabilities:

New, remeasured and terminated operating leases

$

63,228

$

59,858

New, remeasured and terminated finance leases

30,771

20,557

The following table presents other information related to leases:

    

December 31, 

2024

2023

Weighted average remaining lease term:

Operating leases

11.2

years

11.3

years

Financing leases

13.7

years

17.4

years

Weighted average discount rate:

Operating leases

7.1

%

7.1

%

Financing leases

6.4

%

6.0

%

The following reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the lease liabilities in the accompanying consolidated balance sheet as of December 31, 2024 (in thousands):

    

Operating

    

Finance

    

Leases

    

Leases

2025

    

$

118,276

    

$

15,612

2026

117,606

15,531

2027

110,931

14,978

2028

107,374

14,598

2029

103,684

14,644

Thereafter

656,331

135,821

Total lease payments

1,214,202

211,184

Less: Imputed interest

(388,096)

(73,136)

Total lease obligations

826,106

138,048

Less: current portion

(61,993)

(7,044)

Noncurrent lease obligations

$

764,113

$

131,004

Sale-Leaseback Arrangement Recorded as Financing Transaction

On February 8, 2022, FRHP sold three properties for a total sale price of $28.0 million. Concurrent with the sale of these properties, the Company entered into three separate twenty-year lease agreements, whereby the Company agreed to lease back the properties from the acquiring company. Under each lease agreement, FR has four consecutive options to extend the lease term for additional periods of five years for each option. This transaction is accounted for as a financing transaction. The Company recorded a liability for the amount received, will continue to depreciate the non-land portion of the assets, and has imputed an interest rate so that the net carrying amount of the financial liability and remaining non-land assets will be zero at the end of the initial lease terms. The financial liability is included in other long-term liabilities in the consolidated balance sheets as of December 31, 2024 and 2023.

v3.25.0.1
Income Taxes
12 Months Ended
Dec. 31, 2024
Income Taxes  
Income Taxes

12. Income Taxes

CWH is organized as a Subchapter C corporation (“C-Corp”) and, as of December 31, 2024, is a 61.0% owner of CWGS, LLC (see Note 19 — Stockholders’ Equity and Note 20 — Non-Controlling Interests). CWGS, LLC is organized as a limited liability company (“LLC”) and treated as a partnership for U.S. federal and most applicable state and local income tax purposes and as such, is generally not subject to any U.S. federal entity-level income taxes. However, certain active CWGS, LLC subsidiaries, including Americas Road and Travel Club, Inc., Camping World, Inc. (“CW”) prior to the LLC Conversion (defined below), and FreedomRoads RV, Inc. and their wholly-owned subsidiaries, are subject to entity-level taxes as they are C-Corps.

Income Tax Expense

The components of the Company’s income tax (benefit) expense from operations for the years ended December 31, 2024, 2023 and 2022 consisted of (in thousands):

    

2024

    

2023

    

2022

Current:

Federal

$

880

$

9,123

$

44,613

State

689

1,558

11,170

Deferred:

Federal

(10,377)

(11,173)

28,543

State

(2,569)

(3,035)

27,957

Income tax (benefit) expense

$

(11,377)

$

(3,527)

$

112,283

A reconciliation of income tax (benefit) expense from operations to the federal statutory rate for the years ended December 31, 2024, 2023 and 2022 were as follows (in thousands):

    

2024

    

2023

    

2022

    

Income taxes computed at federal statutory rate(1)

$

(18,955)

$

10,374

$

94,524

State income taxes – net of federal benefit(1)

(1,774)

(2,645)

8,362

Other differences:

State and local taxes on pass-through entities

674

1,948

3,736

Income taxes computed at the effective federal and state statutory rate for pass-through entities not subject to tax for the Company(2)

9,411

(3,927)

(53,461)

Effect of LLC Conversion(3)

(85,790)

208,833

(Decrease) increase in valuation allowance(4)

(1,568)

64,351

(151,058)

Impact of other state tax rate changes

(241)

4,900

967

Accrual to return

420

8,314

(1,135)

Tax credits

(501)

(582)

(743)

Uncertain Tax Positions

(128)

(547)

1,519

Other

1,285

77

739

Income tax (benefit) expense

$

(11,377)

$

(3,527)

$

112,283

(1)Federal and state income tax includes $0.6 million and $0.1 million of income tax expense relating to the revaluation in the Tax Receivable Agreement liability due to fluctuations in state income tax rates for 2023, and 2022, respectively. There were no changes to the Tax Receivable Agreement liability due to fluctuations in state tax rate for the year ended December 31, 2024.
(2)The related income is taxable to the non-controlling interest.
(3)For 2023, these amounts represent a reduction of $81.7 million to CWH’s outside basis deferred tax assets as a result of the LLC Conversion and $4.1 million related to the entity classification election, which was filed in the third quarter of 2023 with an effective date of January 2, 2023 (defined and discussed below). For 2022, these amounts represent the tax impact of the LLC Conversion, which is comprised of a $209.4 million adjustment to CW’s deferred tax assets inclusive of tax operating losses, net of a $0.6 million reduction to CWH’s outside basis deferred tax asset.
(4)For 2024, the decrease in valuation allowance was primarily related to utilization of a portion of the capital loss carryforward. For 2023, the valuation allowance increased by $64.4 million. The valuation allowance increased by $132.2 million related to capital loss carryforward. Additionally, valuation allowance decreased by $52.5 million as a result of the LLC Conversion and its impact on realization of the CWH’s outside basis deferred tax asset and decreased by $15.3 million for activities not related to the LLC Conversion. For 2022, these amounts include a $180.4 million decrease in valuation allowance associated with the LLC Conversion, partially offset by $16.8 million of increases to the valuation allowance for activity not related to the LLC conversion, which is primarily
resulting from losses of CW for which no benefit is recognized for the U.S. federal and non-unitary states. Additionally, the valuation allowance increased by $12.5 million associated with CWH’s outside basis deferred tax asset in CWGS, LLC.

LLC Conversion

Prior to 2023, CW, including certain of its subsidiaries, were taxable as C-Corps and subject to entity-level taxes. CW had historically generated operating losses for tax purposes. Only losses subject to taxes in certain state jurisdictions were available to offset taxable income generated by the Company’s other businesses. The Company completed the steps necessary to convert CW and certain of its subsidiaries from C-Corps to LLCs with an effective date of January 2, 2023 (the “LLC Conversion”). All required filings for conversion to LLC were made by December 31, 2022. Accordingly, certain effects of the LLC Conversion were recorded during the year ended December 31, 2022, as the filings were perfunctory pursuant to the rules prescribed under ASC 740, Income Taxes. Beginning with the year ending December 31, 2023, the operating losses of CW and its subsidiaries have and will offset taxable income generated by the Company’s other LLC businesses. As a result, both income tax expense recognized by CWH and the amount of required tax distributions paid to holders of common units in CWGS, LLC, under the CWGS LLC Agreement, have and will decrease. The LLC Conversion has allowed the Company to more easily integrate its retail and dealership operations and more seamlessly share resources within the RV and Outdoor Retail segment, while providing an expected future cash flow benefit for the operating companies.

For the year ended December 31, 2023, the Company recorded an additional tax benefit of $2.0 million related to the LLC Conversion. Additionally, the Company recorded an income tax benefit of $4.1 million related to an entity classification election that was filed in the third quarter of 2023 with a January 2, 2023 effective date. The LLC Conversion resulted in additional income tax expense in the year ended December 31, 2022 of $28.4 million, which was comprised of $208.8 million of gross deferred tax assets written off, partially offset by the release of $180.4 million of valuation allowance (see table above for reconciliation of income tax expense from operations to the federal statutory rate).

Deferred Income Taxes

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes and operating loss and tax credit carryforwards. Significant items comprising the net deferred tax assets at December 31, 2024 and 2023 were (in thousands):

    

2024

    

2023

Deferred tax liabilities

Operating lease assets

$

(6,068)

$

(5,375)

Other

(105)

(101)

(6,173)

(5,476)

Deferred tax assets

Investment in partnership ("Outside Basis Deferred Tax Asset")(1)

216,572

194,764

Capital loss carryforward

131,371

132,248

Tax Receivable Agreement liability

37,639

40,702

Operating lease liabilities

6,482

5,678

Business interest expense carryforward

21,164

5,597

Net operating loss and tax credit carryforward

17,472

2,061

Other investments

17,011

17,011

Other reserves

1,207

1,195

448,918

399,256

Valuation allowance

(227,605)

(192,686)

Net deferred tax assets

$

215,140

$

201,094

(1)This amount is the deferred tax asset the Company recognizes for its book to tax basis difference in its investment in CWGS, LLC.

The Company evaluates its deferred tax assets on a quarterly basis to determine if they can be realized and establishes valuation allowances when it is not more likely than not that all or a portion of the deferred tax

assets can be realized. At December 31, 2024 and 2023, the Company recorded a valuation allowance on the Outside Basis Deferred Tax Asset and the capital loss carryforward that are not more likely than not to be realized. The capital loss has a five-year carryforward period. The Company maintains a valuation allowance against the Outside Basis Deferred Tax Asset pertaining to the portion that is not amortizable for tax purposes, since the Company would likely only realize the non-amortizable portion of the Outside Basis Deferred Tax Asset if the investment in CWGS, LLC was divested.

Net Operating Loss and Tax Carryforwards

As of January 2, 2023, certain subsidiaries of CWH had federal and state net operating loss carryforwards of approximately $151.7 million and $3.9 million, respectively, which are no longer available after the LLC Conversion. The conversion loss generated a net operating loss that was immediately written off as CW’s net operating losses are lost as a result of the conversion. Accordingly, the tax effect of 2023 conversion loss was zero. At December 31, 2024, the Company accumulated $11.4 million of federal net operating losses which can be carried forward indefinitely and $5.5 million of state net operating losses which will begin to expire in 2028. At December 31, 2024, the Company had federal general business credit carryforwards of $0.5 million that can be carried forward through 2044.

Tax Legislation

On December 22, 2017, the Tax Cuts and Jobs Act (“TCJA”) was signed into law. One of the provisions of the TCJA was to amend Section 163(j) of the Internal Revenue Code, which, beginning for tax years after December 31, 2021, limits the amount of net interest expense that can be deducted by a percentage of adjusted taxable income. For the years ended December 31, 2024 and 2023, the reduction in earnings along with an increase in interest expense resulted in excess business interest expense of $110.7 million and $42.6 million, respectively, at CWGS, LLC. Additionally, this limitation on net interest expense deductibility applied to the calculation of tax distributions to common unit holders of CWGS, LLC, including CWH, under the CWGS LLC Agreement in 2023, which increased the tax distributions required to be paid. During the years ended December 31, 2024 and 2023, the Company recorded an income tax benefit of $15.6 million and $5.6 million, respectively, related to its business interest expense carryforward.

On August 16, 2022, the Inflation Reduction Act of 2022 (“IRA”) was signed into law. The IRA contains several revisions to the Internal Revenue Code, including a 15% corporate minimum income tax and a 1% excise tax on corporate stock repurchases in tax years beginning after December 31, 2022 with certain exclusions for (a) repurchased shares for withholding taxes on vested restricted stock units (“RSUs”) and (b) treasury shares reissued in the same tax year for settlement of stock option exercises or vesting of RSUs. While these tax law changes have no immediate effect and are not expected to have a material adverse effect on our results of operations going forward, the Company will continue to evaluate its impact as further information becomes available.

Uncertain Tax Positions

As of December 31, 2024 and 2023, the balance of the Company’s uncertain tax positions was $3.0 million and $3.3 million, respectively. The Company does not expect the total amount of unrecognized tax benefits to significantly change in the next 12 months.

Tax Receivable Agreement

The Company is party to a tax receivable agreement (the “Tax Receivable Agreement”) that provides for the payment by the Company to the Continuing Equity Owners and Crestview Partners II GP, L.P. of 85% of the amount of tax benefits, if any, the Company actually realizes, or in some circumstances is deemed to realize, as a result of (i) increases in the tax basis from the purchase of common units from Crestview Partners II GP, L.P. in exchange for Class A common stock in connection with the consummation of the IPO and the related transactions and any future redemptions that are funded by the Company and any future redemptions of common units by Continuing Equity Owners as described above and (ii) certain other tax benefits attributable to payments made under the Tax Receivable Agreement. The above payments are predicated on CWGS, LLC making an election under Section 754 of the Internal Revenue Code effective for each tax year in which a

redemption of common units for cash or stock occur. These tax benefit payments are not conditioned upon one or more of the Continuing Equity Owners or Crestview Partners II GP, L.P. maintaining a continued ownership interest in CWGS, LLC. In general, the Continuing Equity Owners’ or Crestview Partners II GP, L.P.’s rights under the Tax Receivable Agreement are assignable, including to transferees of its common units in CWGS, LLC (other than the Company as transferee pursuant to a redemption of common units in CWGS, LLC). The Company expects to benefit from the remaining 15% of the tax benefits, if any, which may be realized.

During the twelve months ended December 31, 2024 and 2023,149,143 and 2,000,000 common units in CWGS, LLC, respectively, were redeemed for Class A common stock subject to the provisions of the Tax Receivable Agreement. The Company recognized a liability for the Tax Receivable Agreement payments due to those parties that redeemed common units, representing 85% of the aggregate tax benefits the Company expects to realize from the tax basis increases related to the redemption, after concluding it was probable that the Tax Receivable Agreement payments would be paid based on estimates of future taxable income. During the year ended December 31, 2024 and 2023, the Tax Receivable Agreement liability increased $0.9 million and $5.6 million, respectively, as a result of common unit redemptions.

As of December 31, 2024, and December 31, 2023, the amount of Tax Receivable Agreement payments due under the Tax Receivable Agreement was $150.4 million and $162.8 million, respectively, of which $13.4 million of the December 31, 2023 balance was paid during the year ended December 31, 2024. The Company does not expect a cash tax reduction for tax benefits subject to the Tax Receivable Agreement during the year ended December 31, 2024 and, therefore, does not expect a payment under the Tax Receivable Agreement to be made during the year ending December 31, 2025.

Income Tax Audits

For tax years beginning on or after January 1, 2018, CWGS, LLC is subject to partnership audit rules enacted as part of the Bipartisan Budget Act of 2015 (the “Centralized Partnership Audit Regime”). Under the Centralized Partnership Audit Regime, any IRS audit of CWGS, LLC would be conducted at the CWGS, LLC level, and if the IRS determines an adjustment, the default rule is that CWGS, LLC would pay an “imputed underpayment” including interest and penalties, if applicable. CWGS, LLC may instead elect to make a “push-out” election, in which case the partners for the year that is under audit would be required to take into account the adjustments on their own personal income tax returns. If CWGS, LLC does not elect to make a “push-out” election, CWGS, LLC has agreements in place requiring former partners to indemnify CWGS, LLC for their share of the imputed underpayment. The partnership agreement does not stipulate how CWGS, LLC will address imputed underpayments. If CWGS, LLC receives an imputed underpayment, a determination will be made based on the relevant facts and circumstances that exist at that time. Any payments that CWGS, LLC ultimately makes on behalf of its current partners will be reflected as a distribution, rather than tax expense, at the time such distribution is declared.

The Company and its subsidiaries file U.S. federal income tax returns and tax returns in various states. During the year ended December 31, 2024, the Company was notified by the state of New York that its 2021 and 2022 state income tax returns were under examination. The Company finalized its 2020 and 2021 California income tax audits with no adjustments. The Company is not under any other material audits in any jurisdiction. With few exceptions, the Company is no longer subject to U.S. federal, state, and local income tax examinations by tax authorities for years before 2021.

v3.25.0.1
Fair Value Measurements
12 Months Ended
Dec. 31, 2024
Fair Value Measurements  
Fair Value Measurements

13. Fair Value Measurements

Accounting guidance for fair value measurements establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

Recurring Fair Value Measurements

The following table presents the reported carrying values and the fair values by level of the Company’s assets and liabilities measured at fair value on a recurring basis:

December 31, 2024

December 31, 2023

($ in thousands)

Carrying Value

Level 3

Carrying Value

Level 3

Assets:

Derived participation investment (1)

$

156

$

156

$

$

Liabilities:

Acquisition-related contingent consideration (2)

368

368

(1)Derived participation investment was included in other assets in the accompanying consolidated balance sheets.
(2)The $0.2 million currently and $0.2 million non-current portions of acquisition-related contingent consideration were included in accrued liabilities and other long-term liabilities, respectively, in the accompanying balance sheets.

The following table presents fair value measurements using significant unobservable inputs (Level 3):

Year Ended December 31, 2024

($ in thousands)

    

    

Derived Participation Investment

    

Acquisition-related contingent consideration

Beginning balance

$

$

Business combinations

368

Purchases

5,269

Settlements

(5,779)

Gains included in earnings

666

Ending balance

$

156

$

368

Derived Participation Investment

The Company has entered into an arrangement with a consumer financing partner to invest in a participation interest in the cash flows of certain financing transactions under the white label financing program with such consumer financing partner. The fair value of this investment was estimated by discounting the projected cash flows subject to the participation interest. The assumptions in the analysis included loan losses, prepayments, and recoveries derived based on historical observation of such data pertaining to the RV industry, as well as other relevant industries with loan structure similar to that of the RV industry. This is categorized as a Level 3 measurement and there was no significant change in unrealized gains or losses during the year ended December 31, 2024.

Contingent Consideration

The Company’s contingent consideration liability was established as part of the consideration for the acquisition of a tire rescue roadside assistance business in June 2024. The fair value of this liability was estimated as the present value of the probability weighted milestone payments at each of the first two anniversaries of the date of the acquisition for a maximum aggregate payment of $0.5 million if all milestones are reached. The assumptions in the analysis included the Company’s assessment of the probability that the milestones will be reached and a discount rate based primarily on the Company’s credit risk and its ability to pay. This is categorized as a Level 3 measurement and there was no significant change in unrealized gains or losses during the year ended December 31, 2024.

Other Fair Value Disclosures

There have been no transfers of assets or liabilities between the fair value measurement levels and there were no material re-measurements to fair value during 2024 and 2023 of assets and liabilities that are not measured at fair value on a recurring basis.

For floor plan notes payable under the Floor Plan Facility, the amounts reported in the accompanying Consolidated Balance Sheets approximate the fair value due to their short-term nature or the existence of variable interest rates that approximate prevailing market rates.

The following table presents the reported carrying value and fair value information for the Company’s debt instruments. The fair values shown below for the Term Loan Facility, as applicable, are based on quoted prices in the inactive market for identical assets (Level 2) and the fair values shown below for the Floor Plan Facility, the Revolving Line of Credit, the Real Estate Facilities and the Other Long-Term Debt are estimated by discounting the future contractual cash flows at the current market interest rate that is available based on similar financial instruments.

Fair Value

December 31, 2024

December 31, 2023

($ in thousands)

    

Measurement

    

Carrying Value

    

Fair Value

    

Carrying Value

    

Fair Value

Term Loan Facility

Level 2

$

1,335,535

$

1,320,286

$

1,346,229

$

1,328,892

Floor Plan Facility Revolving Line of Credit

Level 2

20,885

21,732

Real Estate Facilities(1)

Level 2

173,132

176,684

183,892

195,029

Other Long-Term Debt

Level 2

7,926

6,652

8,246

6,702

(1)The carrying value of Real Estate Facilities at December 31, 2023 includes the $17.3 million reported as liabilities related to assets held for sale in the consolidated balance sheet.
v3.25.0.1
Commitments and Contingencies
12 Months Ended
Dec. 31, 2024
Commitments and Contingencies.  
Commitments and Contingencies

14. Commitments and Contingencies

Sponsorship and Other Agreements

The Company enters into sponsorship and brand licensing agreements from time to time. Current sponsorship agreements run through 2028. The sponsorship and brand licensing agreements consist of annual fees payable in the aggregate of $2.6 million in 2025, $1.8 million in 2026, $0.4 million in 2027, and $0.4 million in 2028, which are recognized to expense over the expected benefit period.

The Company enters into subscription agreements from time to time. Currently there are subscription agreements for future software services consisting of annual fees payable as follows: $26.0 million in 2025, $20.9 million in 2026, $12.7 million in 2027, $3.0 million in 2028, and $1.2 million in 2029. Expense is recognized ratably over the term of the agreement.

Self-Insurance Program

Self-insurance reserves represent amounts established as a result of insurance programs under which the Company self-insures portions of the business risks. The Company carries substantial premium-paid, traditional risk transfer insurance for various business risks. The Company self-insures and establishes reserves for the retention on workers’ compensation insurance, general liability, automobile liability, and employee health claims. The self-insured claims liability was approximately $34.7 million and $29.4 million at December 31, 2024 and 2023, respectively. The determination of such claims and expenses and the appropriateness of the related liability are continually reviewed and updated. The self-insurance accruals are calculated by actuaries and are based on claims filed and include estimates for claims incurred but not yet reported. Projections of future losses, including incurred but not reported losses, are inherently uncertain because of the varying nature of insurance claims and could be substantially affected if occurrences and claims differ significantly from these assumptions and historical trends. In addition, the Company has obtained letters of credit as required by insurance carriers. As of December 31, 2024 and December 31, 2023, these letters of credit were $19.2 million and $17.2 million, respectively. This includes $14.3 million and $12.3 million for December 31, 2024 and December 31, 2023, respectively, issued under the Floor Plan Facility (see Note 4 —

Inventories and Floor Plan Payables), and the balance issued under the Company’s Senior Secured Credit Facilities (see Note 10 — Long-Term Debt).

Litigation

Weissmann Complaint

On June 22, 2021, FreedomRoads Holding Company, LLC (“FR Holdco”), an indirect wholly-owned subsidiary of CWGS, LLC, filed a one-count complaint captioned FreedomRoads Holding Company, LLC v. Steve Weissmann in the Circuit Court of Cook County, Illinois against Steve Weissmann (“Weissmann”) for breach of contractual obligation under note guarantee (the “Note”) (the “Weissmann Complaint”). On October 8, 2021, Weissmann brought a counterclaim against FR Holdco and third-party defendants Marcus A. Lemonis, NBCUniversal Media, LLC, the Consumer National Broadcasting Company, Camping World, Inc. (“CW”), and Machete Productions (“Machete”) (the “Weissmann Counterclaim”), in which he alleges claims in connection with the Note and his appearance on the reality television show The Profit. Weissmann alleges the following causes of action against FR Holdco and all third-party defendants, including CW: (i) fraud; (ii) fraud in the inducement; (iii) fraudulent concealment; (iv) breach of fiduciary duty; (v) defamation; (vi) defamation per se; (vii) false light; (viii) intentional infliction of emotional distress; (ix) negligence; (x) unjust enrichment; and (xi) RICO § 1962. Weissmann seeks costs and damages in an amount to be proven at trial but no less than the amount in the Note (approximately $2.5 million); in connection with his RICO claim, Weissmann asserts he is entitled to damages in the amount of three times the Note. On February 18, 2022, NBCUniversal, CNBC, and Machete filed a motion to compel arbitration (the “NBC Arbitration Motion”). On May 5, 2022, an agreed order was filed staying the litigation in favor of arbitration. On May 31, 2022, FR Holdco filed an arbitration demand against Weissmann for collection on the Note. Weissmann filed his response and counterclaims, and third-party claims against FR Holdco, CW, Marcus A. Lemonis, NBCUniversal, and Machete on July 7, 2022. On or about July 21, 2022, FR Holdco and the other respondents filed their responses and affirmative defenses. On March 11, 2024, FR Holdco’s arbitration demand and the Weissmann arbitration demand were tried before a single arbitrator pursuant to the JAMS streamlined arbitration rules in a confidential arbitration hearing. On May 23, 2024, the arbitrator issued an interim award in favor of FR Holdco in the amount of $4,318,892, plus interest, costs, and attorneys’ fees as set forth in the Tumbleweed bankruptcy plan and to be determined by the arbitrator in subsequent proceedings. On July 31, 2024, the arbitrator heard the parties’ arguments on the amount of attorneys’ fees and costs owed to FR Holdco, after Weissmann conceded in a written briefing the obligation to pay attorneys’ fees and costs to FR Holdco as the prevailing party. On September 12, 2024, the arbitrator issued a final award in favor of FR Holdco in the amount of $4,990,006, in the manner described in the Tumbleweed bankruptcy plan. Weissmann is jointly and severally liable for $4,106,884 of that amount. On September 24, 2024, Weissmann and Tumbleweed filed a Petition to Vacate Arbitration Award in the Superior Court for the State of California, County of Los Angeles. On September 27, 2024, FR Holdco, CW, Marcus A. Lemonis, NBCUniversal, and Machete filed a Petition to Confirm Arbitration Award in the Superior Court for the State of California, County of Los Angeles. On January 16, 2025, Superior Court for the State of California, County of Los Angeles granted the Petition to Confirm Arbitration Award and denied the Petition to Vacate Arbitration Award, concluding the litigation. There can be no assurances that we will be able to collect amounts owed pursuant to the Arbitration Award.

Tumbleweed Complaint

On November 10, 2021, Tumbleweed Tiny House Company, Inc. (“Tumbleweed”) filed a complaint against FR Holdco, CW, Marcus A. Lemonis, NBCUniversal Media, LLC, and Machete Productions in which Tumbleweed alleges claims in connection with the Note and its appearance on the reality television show The Profit (the “Tumbleweed Complaint”), seeking primarily monetary damages. Tumbleweed alleges the following claims against the defendants, including FR Holdco and CW: (i) fraud; (ii) false promise; (iii) breach of fiduciary duty (and aiding and abetting the same); (iv) breach of contract; (v) breach of oral contract; (vi) tortious interference with prospective economic advantage; (vii) fraud in the inducement; (viii) negligent misrepresentation; (ix) fraudulent concealment; (x) conspiracy; (xi) unlawful business practices; (xii) defamation; and (xiii) declaratory judgment. On April 21, 2022, the Court granted a motion to compel arbitration

filed by NBCUniversal and joined by all defendants, including FR Holdco, CW, and Marcus A. Lemonis, compelling Tumbleweed’s claims to arbitration. Tumbleweed served its arbitration demand on FR Holdco, CW, and Marcus A. Lemonis on May 17, 2022. FR Holdco, CW, and Marcus A. Lemonis filed responses and affirmative defenses on May 31, 2022. On July 20, 2022, pursuant to the JAMS streamlined arbitration rules, the Tumbleweed Complaint was consolidated together with the Weissmann Complaint. The parties have exchanged discovery. On March 11, 2024, FR Holdco’s arbitration demand and the Weissman arbitration demand were tried before a single arbitrator pursuant to the JAMS streamlined arbitration rules in a confidential arbitration hearing. On May 23, 2024, the arbitrator issued an interim award in favor of all respondents, including FR Holdco, CW, and Lemonis. On July 31, 2024, the arbitrator heard the parties arguments on the amount of attorneys’ fees and costs owed to FR Holdco, CW, Lemonis, and the other defendants, after Tumbleweed conceded the obligation to pay attorneys’ fees and costs to the prevailing parties. On September 12, 2024, the arbitrator issued a final award in favor of FR Holdco, CW, Lemonis in the amount of $3,793,455 in attorneys’ fees and $626,611 in costs. The arbitrator also awarded $4,990,006 in favor of FR Holdco. On September 24, 2024, Weissmann and Tumbleweed filed a Petition to Vacate Arbitration Award in the Superior Court for the State of California, County of Los Angeles. On September 27, 2024, FR Holdco, CW, Marcus A. Lemonis, NBCUniversal, and Machete filed a Petition to Confirm Arbitration Award in the Superior Court for the State of California, County of Los Angeles. On January 16, 2025, Superior Court for the State of California, County of Los Angeles granted the Petition to Confirm Arbitration Award and denied the Petition to Vacate Arbitration Award, concluding the litigation. There can be no assurances that we will be able to collect amounts owed pursuant to the Arbitration Award.

Precise Complaint

On May 3, 2022, Lynn E. Feldman, Esquire, in her capacity as the Chapter 7 Trustee (the “Trustee”) for the Estate of Precise Graphix, LLC (the “Precise Estate”) filed a complaint against NBCUniversal Media, LLC, Machete Corporation, and CW in which the Trustee alleges claims on behalf of the Precise Estate in connection with its appearance on The Profit and subsequent commercial relationship with CW (the “Precise Complaint”), seeking primarily monetary damages from CW. The Trustee alleges the following claims against defendants, including CW: (i) fraud; (ii) false promise; (iii) breach of fiduciary duty; (iv) breach of contract; (v) breach of oral contract; (vi) fraud in the inducement; (vii) negligent misrepresentation; (viii) fraudulent concealment; (ix) conspiracy; (x) unlawful business practices in violation of California Business and Professions Code §17200; (xi) aiding and abetting; (xii) breach of fiduciary duty; and (xiii) declaratory judgment. The Trustee did not serve the Precise Complaint on CW. On July 3, 2022, the Precise Estate filed its arbitration demand against CW, NBCUniversal, and Machete alleging substantially similar claims as the Precise Complaint. On April 4, 2023, the Precise Estate’s arbitration demand was tried before a single arbitrator pursuant to the JAMS streamlined arbitration rules in a confidential arbitration hearing. On May 31, 2023, the Arbitration was concluded and an award was entered by the Arbitrator against the Precise Estate in the amount of $7.1 million (the “Final Award”), of which CW would be entitled to $3.7 million. On June 13, 2023, the Trustee filed a notice of appeal of the Final Award with JAMS. On June 29, 2023, CW advanced the Trustee’s portion of the fee required by JAMS to advance the appeal. On July 5, 2023, CW filed an application in the United States Bankruptcy Court for the Eastern District of Pennsylvania (the “USBC”) seeking an order, inter alia, allowing the JAMS fee as an administrative expense of the Precise Estate. On July 14, 2023, the Trustee and respondents, including CW, filed a stipulation and agreed order (the “Stipulation”) as follows: (1) upon approval and entry of the Stipulation, CW’s claim for $3,500 shall be allowed and reimbursed; (2) the Trustee will notify JAMS that she is irrevocably withdrawing and ending her pending appeal of the Final Award; and (3) the Trustee will not dispute the amount of the Final Award. On July 17, 2023, the USBC entered the Stipulation as an order, which became final upon the expiration of the ten (10) day appeal period. Precise withdrew its appeal and on August 14, 2023 JAMS closed the arbitration. On September 25, 2023, the Superior Court of the State of California, upon motion by defendants, confirmed the arbitration award. On October 6, 2023, defendants filed an application in the matter of In re: Precise Graphix, LLC, pending in the United States Bankruptcy Court for the Eastern District of Pennsylvania (the “Bankruptcy Court”) seeking to have the fee award deemed an administrative expense in the Precise Estate. On April 4, 2024, the Trustee, CW, and the Precise Estate entered into a settlement agreement which provides for, among other things, an allowed claim against the Precise

Estate in favor of CW in the amount of $3.7 million, a portion of which is payable upon the entry of a final order of the Bankruptcy Estate approving the settlement agreement and mutual releases from the parties (the “Settlement Agreement”). On May 7, 2024, the Bankruptcy Court approved the Settlement Agreement. There can be no assurances that we will be able to collect amounts owed pursuant to the Settlement Agreement.

General

From time to time, the Company is involved in litigation arising in the normal course of business operations. While the outcome of litigation cannot be predicted with certainty, and some lawsuits, claims or proceedings may be determined adversely to the Company, management does not believe that the disposition of any pending matters is likely to have a material adverse effect on the Company’s financial statements. The Company records a liability in its consolidated financial statements for these matters when a loss is known or considered probable and the amount can be reasonably estimated. The Company reviews these estimates each accounting period as additional information is known and adjusts the loss provision when appropriate. If a matter is both probable to result in a liability and the amounts of loss can be reasonably estimated, the Company estimates and discloses the possible loss or range of loss to the extent necessary to make the consolidated financial statements not misleading. If the loss is not probable or cannot be reasonably estimated, a liability is not recorded in its consolidated financial statements.

Supplier Agreement

In connection with the divestiture of CWDS, the Company entered into a Supplier Agreement with the buyer that requires the Company to purchase an aggregate $250.0 million of product over the approximately 10-year term of the Supplier Agreement. See Note 6 — Assets Held for Sale and Business Divestiture for a discussion of the divestiture of CWDS.

Employment Agreements

The Company has employment agreements with certain officers. The agreements include, among other things, an annual bonus based on certain performance-based criteria and certain severance benefits in the event of a qualifying termination.

Financial Assurances

In the normal course of business, the Company obtains standby letters of credit and surety bonds from financial institutions and other third parties. These instruments guarantee the Company’s own future performance and provide third parties with financial and performance assurance in the event that the Company does not perform. These instruments support a wide variety of the Company’s business activities. As of December 31, 2024 and December 31, 2023, outstanding standby letters of credit issued through our Floor Plan Facility were $14.3 million and $12.3 million, respectively, (see Note 4 — Inventories and Floor Plan Payables) and outstanding standby letters of credit issued through the Senior Secured Credit Facilities were $4.9 million and $4.9 million, respectively (see Note 10 — Long-Term Debt). As of December 31, 2024 and December 31, 2023, outstanding surety bonds were $26.6 million and $23.2 million, respectively. The underlying liabilities to which these instruments relate are reflected on the Company’s accompanying consolidated balance sheets, where applicable. Therefore, no additional liability is reflected for the letters of credit and surety bonds themselves.

v3.25.0.1
Related Party Transactions
12 Months Ended
Dec. 31, 2024
Related Party Transactions  
Related Party Transactions

15. Related Party Transactions

Transactions with Directors, Equity Holders and Executive Officers

FR leases various RV dealership locations from managers and officers. During 2023 and 2022, the related party lease expense for these locations were $3.4 million and $3.4 million, respectively. For the year ended December 31, 2024 there was no related party lease expense.

In January 2012, FR entered into a lease for what is now its previous corporate headquarters in Lincolnshire, Illinois, which was amended as of March 2013, November 2019, October 2020, and October 2021 (the “Lincolnshire Lease”). This lease expired in March 2024. For the years ended December 31, 2024, 2023, and 2022, rental payments for the Lincolnshire Lease, including common area maintenance charges, were $0.2 million, $0.9 million, and $0.9 million, respectively. The Company’s Chairman and Chief Executive Officer had personally guaranteed the Lincolnshire Lease.

In October 2022, the Company purchased a property to be used as office space in Lincolnshire, Illinois, for $4.5 million from the Company’s Chairman and Chief Executive Officer. This office space became the Company’s corporate headquarters in February 2024.

Other Transactions

The Company paid Adams Outdoor Advertising, Inc., an entity for which Andris A. Baltins serves as a member of its Board of Directors, $0.1 million for both of the years ended December 31, 2024 and December 31, 2023 for advertising services.

The Company paid Kaplan, Strangis and Kaplan, P.A., of which Andris A. Baltins is a member, and a member of the Company’s Board of Directors $0.1 million and $0.2 million for the years ended December 31, 2023, and 2022, respectively, for legal services. Amounts paid for the year ended December 31, 2024 were immaterial.

v3.25.0.1
Acquisitions
12 Months Ended
Dec. 31, 2024
Acquisitions  
Acquisitions

16. Acquisitions

In 2024 and 2023, subsidiaries of the Company acquired the assets of multiple RV dealerships that constituted businesses under GAAP. The Company used cash and borrowings under its Floor Plan Facility to complete the acquisitions. The Company considers acquisitions of independent dealerships to be a fast and capital efficient alternative to opening new greenfield store locations to expand its business and grow its customer base. The acquired businesses were recorded at their estimated fair values under the acquisition method of accounting. The balance of the purchase prices in excess of the fair values of net assets acquired were recorded as goodwill.

In 2024, the RV and Outdoor Retail segment acquired the assets of various RV dealerships comprised of nine locations for an aggregate purchase price of approximately $69.4 million. Separate from these acquisitions, during the year ended December 31, 2024, the Company purchased real property for an aggregate purchase price of $9.6 million. Additionally, in June 2024, the Good Sam Services and Plans segment acquired the assets of a tire rescue roadside assistance business for $1.8 million in cash and up to an aggregate $0.5 million of milestone payments of which half is potentially payable at each of the first two anniversaries of the date of the acquisition. These potential milestone payments were recorded as contingent consideration with a fair value of $0.4 million. The tire rescue roadside assistance business includes a robust dispatch platform and strong network of service providers, which provide an opportunity to serve our customer base more effectively and reduce cost.

In 2023, the RV and Outdoor Retail segment acquired the assets of various RV dealerships comprised of 18 locations for an aggregate purchase price of approximately $209.5 million, of which four RV dealerships had not opened by December 31, 2023. Separate from these acquisitions, during the year ended December 31, 2023, the Company purchased real property for an aggregate purchase price of $72.4 million, of which $5.2 million was paid through the assumption of the related promissory note (see Note 10 — Long-Term Debt — Other Long-Term Debt).

The estimated fair values of the assets acquired and liabilities assumed for the acquisitions of dealerships and the outdoor publication consist of the following, net of insignificant measurement period adjustments relating to acquisitions from the respective previous year:

Year Ended December 31, 

($ in thousands)

    

2024

    

2023

Tangible assets (liabilities) acquired (assumed):

Accounts receivable, net

$

4

$

Inventories, net

36,431

119,672

Prepaid expenses and other assets

170

Property and equipment, net

296

1,407

Operating lease assets

15,328

916

Accounts payable

(5)

(6)

Accrued liabilities

(35)

(63)

Current portion of operating lease liabilities

(1,112)

(208)

Other current liabilities

(23)

(520)

Operating lease liabilities, net of current portion

(14,216)

(708)

Total tangible net assets acquired

36,668

120,660

Intangible assets acquired:

Supplier and customer relationships

2,595

Websites and developed technology

600

Total intangible assets acquired

3,195

Goodwill

31,701

88,799

Purchase price of acquisitions

71,564

209,459

Application of deposit paid in prior period

(8,873)

Contingent consideration

(368)

Lazydays acquisition deposit

10,000

Cash paid for acquisitions, net of cash acquired

72,323

209,459

Inventory purchases financed via floor plan

(49,162)

(100,331)

Cash payment net of floor plan financing

$

23,161

$

109,128

The fair values above for the year ended December 31, 2024 are preliminary as they are subject to measurement period adjustments for up to one year from the date of acquisition as new information is obtained about facts and circumstances that existed as of the acquisition date relating to the valuation of the acquired assets, primarily the acquired inventories.

During the year ended December 31, 2024, the fair values include a measurement period adjustment to record $2.6 million of other intangible assets from a RV dealership acquisition that occurred during the year ended December 31, 2023. These intangible assets had an estimated useful life of 15 years; however, these intangible assets were sold for $2.6 million during the 2024. Developed technology intangible asset acquired of $0.6 million has an estimated useful life of five years.

The primary items that generated the goodwill are the value of the expected synergies between the acquired businesses and the Company and the acquired assembled workforce, neither of which qualify for recognition as a separately identified intangible asset. For the years ended December 31, 2024 and 2023, acquired goodwill of $31.7 million and $88.8 million is expected to be deductible for tax purposes.

Included in the consolidated financial results for the years ended December 31, 2024 and 2023 were $99.6 million and $99.8 million of revenue, respectively, and $0.2 million and $8.1 million of pre-tax loss, respectively, from the acquisitions as of their applicable acquisition dates. Pro forma information on these acquisitions has not been included, because the Company has deemed them to not be individually or cumulatively material.

In November 2024, the Company entered into an agreement with Lazydays Holdings, Inc. (“Lazydays”) to acquire the assets and certain real estate of seven RV dealerships from Lazydays, which the Company expects will close in March 2025. In November 2024, the Company paid a $10.0 million deposit to Lazydays that will convert to 9.7 million shares of Lazydays common stock upon closing of the transaction. At December 31, 2024, this deposit was included in other assets in the accompanying consolidated balance sheet. During February 2025, the Company closed on the purchase of three locations from the Lazydays transaction, which included the purchase of associated real estate of $35.5 million.

v3.25.0.1
Statements of Cash Flows
12 Months Ended
Dec. 31, 2024
Statements of Cash Flows  
Statements of Cash Flows

17. Statements of Cash Flows

Supplemental disclosures of cash flow information for the following periods (in thousands):

Year Ended December 31,

2024

    

2023

    

2022

Cash paid (received) during the period for:

Interest

$

238,553

$

214,082

$

106,997

Income taxes

(116)

3,352

54,579

Noncash investing and financing activities:

Leasehold improvements paid by lessor

256

361

Capital expenditures in accounts payable and accrued liabilities

8,153

5,833

12,377

Contingent consideration recognized as partial consideration for purchase of a business

368

Fair value of holdback receivable recognized as partial consideration for divestiture of a business

933

Supplier agreement intangible asset recognized as partial consideration for divestiture of a business

9,500

Prior period deposit applied to portion of purchase price of RV dealership acquisition

8,873

Purchase of real property through assumption of other long-term debt

5,185

Note receivable exchanged for amounts owed by other investment

2,153

Par value of Class A common stock issued for redemption of common units in CWGS, LLC

1

20

1

Cost of treasury stock issued for vested restricted stock units

15,320

29,542

42,640

v3.25.0.1
Benefit Plan
12 Months Ended
Dec. 31, 2024
Benefit Plan  
Benefit Plan

18. Benefit Plan

The Freedom Roads 401(k) Defined Contribution Plan (“FreedomRewards 401(k) Plan”) is qualified under Sections 401(a) and 401(k) of the Internal Revenue Service Code of 1986, as amended. All employees over age 18, including the executive officers, are eligible to participate in the Freedom Rewards 401(k) Plan. Any favorable vesting was permitted for any affected participants pursuant to FreedomRewards 401(k) Plan Amendment No. 3 signed December 15, 2011, and effective January 1, 2012. Non-highly compensated employees may defer up to 75% of their eligible compensation up to the Internal Revenue Service limits. Highly compensated employees may defer up to 15% of their eligible compensation up to the Internal Revenue Service limits. The Company contributed $2.8 million to the Company’s 401(k) Plan for 2023. There were no contributions by the Company to the Company’s 401(k) Plan for 2024 or 2022.

v3.25.0.1
Stockholders' Equity
12 Months Ended
Dec. 31, 2024
Stockholders' Equity  
Stockholders' Equity

19. Stockholders’ Equity

CWGS, LLC Ownership

CWH is the sole managing member of CWGS, LLC and has the sole voting power in, and controls the management of, CWGS, LLC (See Note 20 – Non-Controlling Interests for further information about the ownership of CWGS, LLC). The remaining interest in CWGS, LLC, was held by the Continuing Equity Owners, who may redeem at each of their options their common units for, at the Company’s election (determined solely by the Company’s independent directors (within the meaning of the rules of the New York Stock Exchange)

who are disinterested), cash or newly issued shares of the Company’s Class A common stock. Accordingly, the Company consolidated the financial results of CWGS, LLC and reported a non-controlling interest in its consolidated financial statements. In accordance with the CWGS LLC Agreement, CWGS, LLC has made cash distributions to all common unit holders of CWGS, LLC in an amount sufficient for 1) CWH to pay the portion of its regular quarterly cash dividend to holders of its Class A common stock that is unrelated to tax distributions, if any, and 2) the common unit holders of CWGS, LLC to pay their income tax obligation on their allocated portion of CWGS, LLC income at the highest tax rate for all common unit holders of CWGS, LLC. The payment of these cash distributions by CWGS, LLC to Continuing Equity Owners are recorded as distributions to holders of CWGS, LLC common units in the accompanying Consolidated Statements of Stockholders’ Equity and Consolidated Statements of Cash Flows. The payment of these cash distributions by CWGS, LLC to CWH are within the consolidated group and, therefore, are not included in the distributions to holders of CWGS, LLC common units in the accompanying Consolidated Statements of Stockholders’ Equity and Consolidated Statements of Cash Flows.

Common Stock Economic and Voting Rights

Each share of the Company’s Class A common stock and Class B common stock entitles its holders to one vote per share on all matters presented to the Company’s stockholders generally; provided that, for as long as ML Related Parties, directly or indirectly, beneficially own in the aggregate 27.5% or more of all of the outstanding common units of CWGS, LLC, the shares of Class B common stock held by the ML Related Parties will entitle the ML Related Parties to the number of votes necessary such that the ML Related Parties, in the aggregate, cast 47% of the total votes eligible to be cast by all of the Company’s stockholders on all matters presented to a vote of the Company’s stockholders generally. Additionally, the one share of Class C common stock entitles its holder to the number of votes necessary such that the holder casts 5% of the total votes eligible to be cast by all of the Company’s stockholders on all matters presented to a vote of the Company’s stockholders generally. The one share of Class C common stock is owned by ML RV Group, LLC, a Delaware limited liability company, wholly-owned by the Company’s Chairman and Chief Executive Officer, Marcus A. Lemonis.

Holders of the Company’s Class B and Class C common stock are not entitled to receive dividends and will not be entitled to receive any distributions upon the liquidation, dissolution or winding up of the Company. Shares of Class B common stock may only be issued to the extent necessary to maintain the one-to-one ratio between the number of common units of CWGS, LLC held by funds controlled by Crestview Partners II GP, L.P. and the ML Related Parties (the “Class B Common Owners”) and the number of shares of Class B common stock held by the Class B Common Owners. Shares of Class B common stock are transferable only together with an equal number of common units of CWGS, LLC. Only permitted transferees of common units held by the Class B Common Owners will be permitted transferees of Class B common stock. Shares of Class B common stock will be canceled on a one-for-one basis upon the redemption of any of the outstanding common units of CWGS, LLC held by the Class B Common Owners. Upon the occurrence of certain change in control events, the Class C common stock would no longer have any voting rights, such share of the Company’s Class C common stock will be cancelled for no consideration and will be retired, and the Company will not reissue such share of Class C common stock.

The Company must, at all times, maintain a one-to-one ratio between the number of outstanding shares of Class A common stock and the number of common units of CWGS, LLC owned by CWH (subject to certain exceptions for treasury shares and shares underlying certain convertible or exchangeable securities).

November 2024 Public Offering

On November 1, 2024, the Company completed a public offering (the “November 2024 Public Offering”) in which the Company sold 14,634,146 shares of the Company’s Class A common stock at a public offering price of $20.50 per share (or $19.81 per share after underwriting discounts and commissions). The Company received $289.9 million in proceeds, net of underwriting discounts and commissions, which were used to purchase 14,634,146 common units from CWGS, LLC at a price per unit equal to the public offering price per share of Class A common stock in the November 2024 Public Offering, less underwriting discounts and commissions.

Additionally, in November 2024, the underwriters exercised their option to purchase an additional 2,195,121 shares of Class A common stock and the Company received $43.5 million in additional proceeds, net of underwriting discounts and commissions, which were used to purchase 2,195,121 common units from CWGS, LLC at a price per unit equal to the public offering price per share of Class A common stock in the November 2024 Public Offering, less underwriting discounts and commissions.

Of the 16,829,267 shares Class A common stock sold in the November 2024 Public Offering, 4,228,700 were issued from treasury stock and the remainder were newly-issued shares. The Company incurred approximately $1.0 million of offering costs that were recorded as a reduction in the additional paid-in capital recorded for the proceeds from the November 2024 Public Offering in the consolidated statement of stockholders’ equity.

Short-Swing Profit Disgorgement

In November 2022, the Company received approximately $58,000 from short-swing profit disgorgement remitted by Marcus A. Lemonis, Chairman and Chief Executive Officer of the Company, which is included as an increase to additional paid-in capital in the consolidated statement of stockholders’ equity and as a financing activity in the consolidated statement of cash flows.

Stock Repurchase Program

In October 2020, the Company’s Board of Directors initially authorized a stock repurchase program for the repurchase of up to $100.0 million of the Company’s Class A common stock, expiring on October 31, 2022. In August 2021 and January 2022, the Company’s Board of Directors authorized increases to the stock repurchase program for the repurchase of up to an additional $125.0 million and $152.7 million, respectively, of the Company’s Class A common stock and extended the stock repurchase program to expire on August 31, 2023 and December 31, 2025, respectively. Repurchases under the program are subject to any applicable limitations on the availability of funds to be distributed to the Company by CWGS, LLC to fund repurchases and may be made in the open market, in privately negotiated transactions or otherwise, with the amount and timing of repurchases to be determined at the Company’s discretion, depending on market conditions and corporate needs. Open market repurchases will be structured to occur in accordance with applicable federal securities laws, including within the pricing and volume requirements of Rule 10b-18 under the Securities Exchange Act of 1934, as amended. The Company may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of its shares under this authorization. This program does not obligate the Company to acquire any particular amount of Class A common stock and the program may be extended, modified, suspended or discontinued at any time at the Board’s discretion. The Company expects to fund the repurchases using cash on hand.

During the years ended December 31, 2024 and 2023, the Company did not repurchase Class A common stock under the stock repurchase program. During the year ended December 31, 2022, the Company repurchased 2,592,524 shares of Class A common stock under this program for approximately $79.8 million including commissions paid, at a weighted average price per share of $30.76, which is recorded as treasury stock on the accompanying consolidated balance sheets. Class A common stock held as treasury stock is not considered outstanding. During the years ended December 31, 2024 and 2023, the Company reissued 322,271 and 579,176 shares of Class A common stock from treasury stock to settle the exercises of stock options, vesting of restricted stock units, and settlement of other stock-based awards under the Company’s 2016 Incentive Award Plan (the “2016 Plan”), respectively, (see Note 21 — Stock-Based Compensation Plans). As discussed above, the Company reissued 4,228,700 shares of Class A common stock held as treasury in the November 2024 Public Offering. As of December 31, 2024 and 2023, the remaining approved amount for repurchases of Class A common stock under the share repurchase program was approximately $120.2 million.

v3.25.0.1
Non-Controlling Interests
12 Months Ended
Dec. 31, 2024
Non-Controlling Interests  
Non-Controlling Interests

20. Non-Controlling Interests

As described in Note 19 — Stockholders’ Equity, CWH is the sole managing member of CWGS, LLC and, as a result, consolidates the financial results of CWGS, LLC. The Company reports a non-controlling interest representing the common units of CWGS, LLC held by Continuing Equity Owners. Changes in CWH’s ownership interest in CWGS, LLC while CWH retains its controlling interest in CWGS, LLC will be accounted for as equity transactions. As such, future redemptions of common units of CWGS, LLC by the Continuing Equity Owners will result in a change in ownership and reduce or increase the amount recorded as non-controlling interest and increase or decrease additional paid-in capital when CWGS, LLC has positive or negative net assets, respectively. At the end of each period, the Company will record a non-controlling interest adjustment to additional paid-in capital such that the non-controlling interest on the accompanying consolidated balance sheet is equal to the non-controlling interest’s ownership share of the underlying CWGS, LLC net assets (see the consolidated statement of stockholders’ equity).

The following table summarizes the CWGS, LLC common unit ownership by CWH and the Continuing Equity Owners:

As of December 31, 2024

As of December 31, 2023

Common Units

    

Ownership %

    

Common Units

    

Ownership %

CWH

62,502,096

61.0%

45,020,116

52.9%

Continuing Equity Owners

39,895,393

39.0%

40,044,536

47.1%

Total

102,397,489

100.0%

85,064,652

100.0%

During the year ended December 31, 2022, CWGS Holding, LLC, a wholly owned subsidiary of ML Acquisition Company, LLC, which is indirectly owned by each of the estate of Stephen Adams, a former member of the Company’s Board of Directors, and Marcus A. Lemonis, the Company’s Chairman and Chief Executive Officer gifted 2,000,000 common units of CWGS, LLC in total to a college and hospital in 2022 (“2022 Common Unit Giftees”), which resulted in the corresponding 2,000,000 of Class B common stock being transferred to the 2022 Common Unit Giftees. On January 1, 2023, the 2022 Common Unit Giftees redeemed the 2,000,000 common units of CWGS, LLC for 2,000,000 shares of the Company’s Class A common stock, which also resulted in the cancellation of 2,000,000 shares of the Company’s Class B common stock that had been transferred to the 2022 Common Unit Giftees with no additional consideration provided.

The following table summarizes the effects of changes in ownership in CWGS, LLC on the Company’s equity:

Year Ended December 31, 

($ in thousands)

   

2024

   

2023

   

2022

   

Net (loss) income attributable to Camping World Holdings, Inc.

$

(38,637)

$

33,372

$

123,748

Transfers to non-controlling interests:

Decrease in additional paid-in capital as a result of the purchase of common units from CWGS, LLC with proceeds from the public offering

(118,798)

Decrease in additional paid-in capital as a result of the purchase of common units from CWGS, LLC with proceeds from the exercise of stock options

(239)

(485)

(245)

Decrease in additional paid-in capital as a result of the vesting of restricted stock units

(13,097)

(25,080)

(35,831)

(Decrease) increase in additional paid-in capital as a result of repurchases of Class A common stock for withholding taxes on vested RSUs

(487)

3,016

2,371

Increase in additional paid-in capital as a result of repurchases of Class A common stock for treasury stock

27,561

Increase in additional paid-in capital as a result of the redemption of common units of CWGS, LLC

1,531

1,169

41,844

Change from net (loss) income attributable to Camping World Holdings, Inc. and transfers to non-controlling interests

$

(169,727)

$

11,992

$

159,448

v3.25.0.1
Stock-Based Compensation Plans
12 Months Ended
Dec. 31, 2024
Stock-Based Compensation Plans  
Stock-Based Compensation Plans

21. Stock-Based Compensation Plans

The following table summarizes the stock-based compensation that has been included in the following line items within the consolidated statements of operations during:

Year Ended December 31, 

($ in thousands)

    

2024

    

2023

    

2022

 

Stock-based compensation expense:

Costs applicable to revenue

$

372

$

895

$

689

Selling, general, and administrative

21,213

23,191

33,158

Total stock-based compensation expense

$

21,585

$

24,086

$

33,847

Total income tax benefit recognized related to stock-based compensation

$

2,963

$

3,205

$

3,809

2016 Incentive Award Plan

In October 2016, the Company adopted the 2016 Plan under which the Company may grant up to 14,693,518 stock options, restricted stock units, and other types of stock-based awards to employees, consultants or non-employee directors of the Company through September 2026. The Company does not intend to use cash to settle any of its stock-based awards. Upon the exercise of a stock option award, the vesting of a restricted stock unit or the award of common stock or restricted stock, shares of Class A common stock are issued from authorized but unissued shares or from shares held in treasury. Stock options and restricted stock units granted to employees generally vest in equal annual installments over a three to five-year period and are canceled upon termination of employment, although vested stock options may generally be exercised for a limited period of time after termination. Stock options are granted with an exercise price equal to the fair market value of the Company’s Class A common stock on the date of grant. Stock option grants expire after ten years unless canceled earlier due to termination of employment. Restricted stock units granted to non-employee directors vest in equal annual installments over a one-year or three-year period subject to voluntary deferral elections made prior to the grant.

The Company did not grant any stock options during the years ended December 31, 2024, 2023 and 2022. A summary of stock option activity for the year ended December 31, 2024 is as follows:

Weighted Average

Aggregate

Remaining

Stock Options

Weighted Average

Intrinsic Value

Contractual Life

    

(in thousands)

    

Exercise Price

    

(in thousands)

    

(years)

Outstanding at December 31, 2023

193

$

21.92

Exercised

(26)

$

21.53

Forfeited

(12)

$

22.00

Outstanding and exercisable at December 31, 2024

155

$

21.98

$

1.8

At December 31, 2024, 2023 and 2022, all stock options were fully vested. The intrinsic value of stock options exercised was insignificant, $0.1 million and $0.2 million for the years ended December 31, 2024, 2023 and 2022, respectively. The actual tax benefit for the tax deductions from the exercise of stock options was not significant for the years ended December 31, 2024, 2023 and 2022.

A summary of restricted stock unit activity for the year ended December 31, 2024 is as follows:

Restricted

Weighted Average

Stock Units

Grant Date

    

(in thousands)

    

Fair Value

Outstanding at December 31, 2023

1,875

$

29.39

Granted

633

$

21.51

Vested

(717)

$

29.65

Forfeited

(139)

$

28.14

Outstanding at December 31, 2024

1,652

$

25.61

The weighted-average grant date fair value of restricted stock units granted during the years ended December 31, 2024, 2023 and 2022 was $21.51, $19.72, and $23.12, respectively. At December 31, 2024, the intrinsic value of unvested restricted stock units was $34.8 million. At December 31, 2024, total unrecognized compensation cost related to unvested restricted stock units was $34.6 million and is expected to be recognized over a weighted-average period of 2.9 years.

The fair value of restricted stock units that vested during the years ended December 31, 2024, 2023 and 2022 was $16.2 million, $20.7 million, and $35.1 million, respectively. The actual tax benefit for the tax deductions from the vesting of restricted stock units was $2.2 million, $2.8 million, and $4.9 million for the years ended December 31, 2024, 2023, and 2022, respectively. A portion of the actual tax benefit for tax deductions from the vesting of restricted stock units relating to the year ended December 31, 2024 was subject to limitations on deductibility of executive compensation. The restricted stock units that vested were typically net share settled such that the Company withheld shares with value equivalent to the employees’ statutory obligation for the applicable income and other employment taxes, and remitted the cash to the appropriate taxing authorities. The total shares withheld were based on the value of the restricted stock units on their respective vesting dates as determined by the Company’s closing stock price. Total payments for the employees’ tax obligations to taxing authorities are reflected as a financing activity within the Consolidated Statements of Cash Flows. These net share settlements had the effect of share repurchases by the Company as they reduced the number of shares that would have otherwise been issued as a result of the vesting and did not represent an expense to the Company.

In January 2025, the Company granted a total of 447,350 RSUs to employees with an aggregate grant date fair value of $9.8 million and weighted-average grant date fair value of $21.85 per RSU, which will be recognized, net of forfeitures, over a vesting period of five years.

In January 2025, pursuant to the approval of the amended and restated employment agreement with Marcus A. Lemonis, the Company granted Mr. Lemonis (i) an award of 600,000 RSUs with a grant date fair value of $22.13 per RSU, which will be recognized, net of forfeitures, over a vesting period of approximately three years, and (ii) an award of performance stock units (“PSU”) under the 2016 Plan with respect to 750,000 PSUs if earned at “target” levels of performance, which will be eligible to vest based on the achievement of specified stock price hurdles over a three year performance period. The PSUs have a weighted-average grant date fair value of $13.84 per PSU, which will be recognized over a weighted-average derived service period of approximately one year if the respective derived service period and/or vesting conditions are satisfied.

v3.25.0.1
(Loss) Earnings Per Share
12 Months Ended
Dec. 31, 2024
(Loss) Earnings Per Share  
(Loss) Earnings Per Share

22. (Loss) Earnings Per Share

Basic (loss) earnings per share of Class A common stock is computed by dividing net (loss) income available to Camping World Holdings, Inc. by the weighted-average number of shares of Class A common stock outstanding during the period. Diluted (loss) earnings per share of Class A common stock is computed by dividing net (loss) income available to Camping World Holdings, Inc. by the weighted-average number of shares of Class A common stock outstanding adjusted to give effect to potentially dilutive securities.

The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted (loss) earnings per share of Class A common stock:

Year Ended December 31, 

(In thousands except per share amounts)

    

2024

    

2023

    

2022

Numerator:

Net (loss) income

$

(78,880)

$

52,929

$

337,832

Less: net (loss) income attributable to non-controlling interests

40,243

(19,557)

(214,084)

Net (loss) income attributable to Camping World Holdings, Inc. basic

(38,637)

33,372

123,748

Add: reallocation of net income attributable to non-controlling interests from the assumed dilutive effect of stock options and RSUs

938

Add: reallocation of net income attributable to non-controlling interests from the assumed redemption of common units of CWGS, LLC for Class A common stock

15,392

Net (loss) income attributable to Camping World Holdings, Inc. diluted

$

(38,637)

$

48,764

$

124,686

Denominator:

Weighted-average shares of Class A common stock outstanding — basic

48,005

44,626

42,386

Dilutive options to purchase Class A common stock

20

56

Dilutive restricted stock units

281

412

Dilutive common units of CWGS, LLC that are convertible into Class A common stock

40,045

Weighted-average shares of Class A common stock outstanding — diluted

48,005

84,972

42,854

(Loss) earnings per share of Class A common stock — basic

$

(0.80)

$

0.75

$

2.92

(Loss) earnings per share of Class A common stock — diluted

$

(0.80)

$

0.57

$

2.91

Weighted-average anti-dilutive securities excluded from the computation of diluted (loss) earnings per share of Class A common stock:

Stock options to purchase Class A common stock

175

50

Restricted stock units

1,979

1,364

2,146

Common units of CWGS, LLC that are convertible into Class A common stock

40,007

42,045

Shares of the Company’s Class B common stock and Class C common stock do not share in the earnings or losses of the Company and are therefore not participating securities. As such, separate presentation of basic and diluted (loss) earnings per share of Class B common stock or Class C common stock under the two-class method has not been presented.

v3.25.0.1
Segments Information
12 Months Ended
Dec. 31, 2024
Segments Information  
Segments Information

23. Segment Information

The Company has the following two reportable segments: (i) Good Sam Services and Plans, and (ii) RV and Outdoor Retail (see Note 1 – Summary of Significant Accounting Policies – Description of the Business for a discussion of the primary revenue generating activities of each segment).

The reportable segments identified above represent operating segments that are the business activities of the Company for which discrete financial information is available and for which operating results are regularly reviewed by the Company’s chief operating decision maker (“CODM”) to allocate resources and assess performance. The Company’s CODM is Marcus A. Lemonis, the Company’s Chief Executive Officer.

The accounting policies of the reportable segments are the same as those described in Note 1 – Summary of Significant Accounting Policies except intersegment receivables and investments in intersegment entities, which are eliminated in the Company’s consolidated balance sheets, are not included in segment assets. Intersegment revenues consist of segment revenues that are eliminated in the Company’s consolidated statements of operations. Intersegment revenues include transactions with other segments and revenue recognition that differs between a segment standalone basis versus a consolidated basis, such as point-in-time recognition versus over-time recognition. The reportable segments generally account for intersegment revenues with other segments at prices that approximate wholesale prices or discounted pricing to a third party depending on the nature of the intersegment sale.

The Company evaluates performance for all of its reportable segments based on Segment Adjusted EBITDA. The Company defines “Segment Adjusted EBITDA” as the reportable segments’ total revenue less segment expenses which are comprised of (i) adjusted costs applicable to revenue, (ii) intersegment costs applicable to revenues, (iii) adjusted selling, general, and administrative expense, (iv) floor plan interest expense, and (v) other segment items. Segment expenses exclude depreciation and amortization and certain

noncash and other items that the CODM does not consider in his evaluation of ongoing operating performance. These excluded items include (a) stock-based compensation, (b) restructuring costs related to the Active Sports Restructuring and the 2019 Strategic Shift, and (c) loss and/or impairment on investments in equity securities. For periods beginning after December 31, 2022 for the 2019 Strategic Shift and for periods beginning after December 31, 2023 for the Active Sports Restructuring, the other associated costs category of expenses relating to those restructuring activities were not excluded from Segment Adjusted EBITDA as restructuring costs, since these costs are not expected to be significant in future periods. For periods ended on or before December 31, 2022, loss and/or impairment on investments in equity securities were not excluded from Segment Adjusted EBITDA and these expenses were not significant for the year ended December 31, 2022.

The CODM uses Segment Adjusted EBITDA to allocate resources (including employees, property, and financial or other capital resources) for each segment predominantly in the annual budget and forecasting process. The CODM considers budget-to-actual and/or forecast-to-actual Segment Adjusted EBITDA variances on a monthly basis when making decisions about allocating capital and personnel to the segments. The CODM will also use Segment Adjusted EBITDA as a component of the compensation for certain employees and when considering opening new greenfield or acquired RV dealership locations, new Good Sam services, or changes to Good Sam service partners.

Reportable segment revenue, Segment Adjusted EBITDA, depreciation and amortization, other interest expense, net, total assets, and capital expenditures are as follows:

Year Ended December 31, 2024

Year Ended December 31, 2023

Year Ended December 31, 2022

Good Sam

RV and

Good Sam

RV and

Good Sam

RV and

Services

Outdoor

Services

Outdoor

Services

Outdoor

($ in thousands)

and Plans

    

Retail

    

and Plans

    

Retail

    

and Plans

    

Retail

Revenue:

Good Sam Services and Plans

$

194,575

$

$

193,827

$

$

192,128

$

New vehicles

2,825,640

2,576,278

3,228,077

Used vehicles

1,613,849

1,979,632

1,877,601

Products, service and other

820,111

870,038

999,214

Finance and insurance, net

599,718

562,256

623,456

Good Sam Club

46,081

44,516

46,537

Intersegment revenue(1)

1,055

11,358

1,000

12,154

494

28,393

Total revenue before intersegment eliminations

195,630

5,916,757

194,827

6,044,874

192,622

6,803,278

Segment expenses:

Adjusted costs applicable to revenue(2)

70,557

4,203,549

58,765

4,283,700

71,518

4,632,523

Intersegment costs applicable to revenue(3)

784

9,780

909

9,814

244

24,174

Adjusted selling, general and administrative(4)

29,774

1,509,557

24,273

1,479,642

25,856

1,529,087

Floor plan interest expense

95,121

83,075

42,031

Other segment items(5)

188

314

1,502

Segment Adjusted EBITDA

$

94,515

$

98,562

$

110,880

$

188,329

$

95,004

$

573,961

(1)Intersegment revenue consists of segment revenue that is eliminated in our consolidated statements of operations.
(2)Adjusted costs applicable to revenue exclude stock-based compensation expense, restructuring costs, and intersegment costs applicable to revenue.
(3)Intersegment costs applicable to revenue consist of segment costs applicable to revenue that are eliminated in our consolidated statements of operations.
(4)Adjusted selling, general, and administrative expenses excludes stock-based compensation expense, restructuring costs, and intersegment operating expenses.
(5)Other segment items include (i) intersegment operating expenses, which are eliminated in our consolidated statements of operations, and (ii) other expense, net excluding loss and/or impairment on investments in equity securities.

Year Ended December 31, 

($ in thousands)

   

2024

   

2023

   

2022

Revenue:

Good Sam Services and Plans Segment

$

195,630

$

194,827

$

192,622

RV and Outdoor Retail Segment

5,916,757

6,044,874

6,803,278

Total segment revenue

6,112,387

6,239,701

6,995,900

Intersegment eliminations

(12,413)

(13,154)

(28,887)

Total revenue

6,099,974

6,226,547

6,967,013

Segment Adjusted EBITDA:

Good Sam Services and Plans Segment

94,515

110,880

95,004

RV and Outdoor Retail Segment

98,562

188,329

573,961

Total Segment Adjusted EBITDA

193,077

299,209

668,965

Corporate selling, general, and administrative excluding stock-based compensation(1)

(12,573)

(10,880)

(11,856)

Depreciation and amortization

(81,190)

(68,643)

(80,304)

Long-lived asset impairment

(15,061)

(9,269)

(4,231)

Lease termination

2,297

103

(1,614)

(Gain) loss on sale or disposal of assets

(9,855)

5,222

(622)

Stock-based compensation(2)

(21,585)

(24,086)

(33,847)

Restructuring costs(3)

(5,540)

(7,026)

Loss and impairment on investments in equity securities(4)

(3,262)

(1,770)

Other interest expense, net

(140,444)

(135,270)

(75,745)

Tax Receivable Agreement liability adjustment

2,442

114

Corporate other expense, net

139

Intersegment eliminations(5)

(1,661)

(2,116)

(3,858)

(Loss) income before income taxes

$

(90,257)

$

49,402

$

450,115

(1)Corporate selling, general, and administrative excluding stock-based compensation represents corporate selling, general, and administrative expenses that are not allocated to the segments and are comprised primarily of the costs associated with being a public company. This amount excludes the stock-based compensation relating to the Board of Directors for their service as board members that is not allocated to the segments, since it is presented as part of the stock-based compensation reconciling line item in this table.
(2)This stock-based compensation amount includes stock-based compensation allocated to the segments and stock-based compensation relating to the Board of Directors for their service as board members that is not allocated to the segments (See Note 21 — Stock-Based Compensation Plans).
(3)Represents restructuring costs relating to the Active Sports Restructuring for periods ended on or before December 31, 2023 and our 2019 Strategic Shift for the period ended December 31, 2022. These restructuring costs include one-time employee termination benefits, incremental inventory reserve charges, and other associated costs. These costs exclude lease termination costs, which are presented as a separate reconciling line item. See Note 5 – Restructuring and Long-Lived Asset Impairment for additional information.
(4)Represents loss and/or impairment on investments in equity securities and interest income relating to any notes receivables with those investments for periods beginning after December 31, 2022. Amounts relating to periods prior to 2023 were not significant. These amounts are included in other expense, net in the consolidated statements of operations. During the years ended December 31, 2024 and 2023, these amounts included $0.9 million and $1.3 million of impairment on an equity method investment, respectively.
(5)Represents the net impact of intersegment eliminations on (loss) income before income taxes.

Year Ended December 31, 

($ in thousands)

    

2024

    

2023

    

2022

Depreciation and amortization:

Good Sam Services and Plans

$

3,280

$

3,278

$

3,353

RV and Outdoor Retail

77,910

65,365

76,951

Total depreciation and amortization

$

81,190

$

68,643

$

80,304

Year Ended December 31, 

($ in thousands)

    

2024

    

2023

    

2022

Other interest expense, net:

Good Sam Services and Plans

$

(77)

$

(204)

$

57

RV and Outdoor Retail

30,373

27,131

14,802

Subtotal

30,296

26,927

14,859

Corporate & other

110,148

108,343

60,886

Total other interest expense, net

$

140,444

$

135,270

$

75,745

As of December 31, 

($ in thousands)

    

2024

    

2023

Assets:

Good Sam Services and Plans

$

121,876

$

113,619

RV and Outdoor Retail

4,509,509

4,568,372

Subtotal

4,631,385

4,681,991

Corporate & other

231,892

207,461

Total assets

$

4,863,277

$

4,889,452

Year Ended December 31, 

($ in thousands)

   

2024

   

2023

   

2022

Capital expenditures:

Good Sam Services and Plans

$

8,534

$

4,040

$

5,099

RV and Outdoor Retail

91,905

194,234

205,491

Subtotal

100,439

198,274

210,590

Corporate and other

2

Total capital expenditures

$

100,439

$

198,274

$

210,592

v3.25.0.1
Schedule I - Condensed Financial Information of Registrant
12 Months Ended
Dec. 31, 2024
Schedule I - Condensed Financial Information of Registrant  
Condensed Financial Information of Registrant

Schedule I: Condensed Financial Information of Registrant

Camping World Holdings, Inc.

Condensed Balance Sheets

(Parent Company Only)

(In Thousands Except Per Share Amounts)

December 31, 

December 31, 

  

2024

  

2023

Assets

Current assets:

Cash and cash equivalents

$

10,141

$

1,905

Affiliate Loan

6,000

30,000

Prepaid income taxes and other

2,817

39

Total current assets

18,958

31,944

Deferred tax asset

213,642

199,696

Investment in subsidiaries

248,127

100,759

Total assets

$

480,727

$

332,399

Liabilities and stockholders' equity

Current liabilities:

Accrued liabilities

96

1,238

Current portion of liabilities under Tax Receivable Agreement

12,943

Total current liabilities

96

14,181

Liabilities under Tax Receivable Agreement, net of current portion

150,372

149,866

Other long-term liabilities

3,697

Total liabilities

154,165

164,047

Commitments and contingencies

Stockholders' equity:

Preferred stock, par value $0.01 per share – 20,000 shares authorized; none issued and outstanding as of December 31, 2024 and 2023

Class A common stock, par value $0.01 per share – 250,000 shares authorized; 62,502 issued and 62,502 outstanding as of December 31, 2024 and 49,571 issued and 45,020 outstanding as of December 31, 2023

625

496

Class B common stock, par value $0.0001 per share – 75,000 shares authorized; 39,466 issued and outstanding as of December 31, 2024; 39,466 issued and outstanding as of December 31, 2023

4

4

Class C common stock, par value $0.0001 per share – 0.001 share authorized, issued and outstanding as of December 31, 2024 and 2023

Additional paid-in capital

193,692

131,665

Treasury stock, at cost; none and 4,551 shares as of December 31, 2024 and 2023, respectively

(159,440)

Retained earnings

132,241

195,627

Total stockholders' equity

326,562

168,352

Total liabilities and stockholders' equity

$

480,727

$

332,399

See accompanying Notes to Condensed Financial Information

Schedule I: Condensed Financial Information of Registrant (continued)

Camping World Holdings, Inc.

Condensed Statements of Operations

(Parent Company Only)

(In Thousands)

Year Ended December 31,

    

2024

    

2023

    

2022

Revenue:

Intercompany revenue

$

12,637

$

10,584

$

10,069

Total revenue

12,637

10,584

10,069

Operating expenses:

Selling, general, and administrative

12,715

10,646

10,069

Total operating expenses

12,715

10,646

10,069

Loss from operations

(78)

(62)

Interest income, net

1,209

1,426

477

Affiliate Loan interest income

141

39

Tax Receivable Agreement liability adjustment

2,442

114

Other income, net

139

Equity in net (loss) income of subsidiaries

(53,442)

21,463

215,271

(Loss) income before income taxes

(52,170)

25,308

216,001

Income tax benefit (expense)

13,533

8,064

(92,253)

Net (loss) income

$

(38,637)

$

33,372

$

123,748

See accompanying Notes to Condensed Financial Information

Schedule I: Condensed Financial Information of Registrant (continued)

Camping World Holdings, Inc.

Condensed Statements of Cash Flows

(Parent Company Only)

(In Thousands)

For the Year Ended December 31,

    

2024

    

2023

    

2022

Operating activities

Net (loss) income

$

(38,637)

$

33,372

$

123,748

Adjustments to reconcile net (loss) income to net cash used in operating activities:

Equity in net income of subsidiaries

53,442

(21,463)

(215,271)

Deferred tax expense

(12,846)

(14,229)

41,871

Tax Receivable Agreement liability adjustment

(2,442)

(114)

Change in assets and liabilities, net of acquisitions:

Prepaid income taxes and other assets

(2,590)

6,219

2,914

Accounts payable and other accrued liabilities

(1,238)

1,238

Payment pursuant to Tax Receivable Agreement

(13,350)

(10,937)

(11,322)

Other, net

3,697

Net cash used in operating activities

(11,522)

(8,242)

(58,174)

Investing activities

Purchases of LLC Interest from CWGS, LLC

(333,905)

(389)

(541)

Return of LLC Interest to CWGS, LLC for funding of treasury stock purchases

79,757

Distributions received from CWGS, LLC

20,507

36,716

162,767

Lent funds under Affiliate Loan

(79,000)

(30,000)

Repaid funds under Affiliate Loan

103,000

Net cash (used in) provided by investing activities

(289,398)

6,327

241,983

Financing activities

Proceeds from issuance of Class A common stock sold in a public offering net of underwriter discounts and commissions

333,356

Dividends paid to Class A common stockholders

(24,749)

(66,831)

(105,387)

Proceeds from exercise of stock options

549

389

541

Repurchases of Class A common stock to treasury

(79,757)

Disgorgement of short-swing profits by Section 16 officer

58

Net cash provided by (used in) financing activities

309,156

(66,442)

(184,545)

Increase (decrease) in cash and cash equivalents

8,236

(68,357)

(736)

Cash and cash equivalents at beginning of year

1,905

70,262

70,998

Cash and cash equivalents at end of the year

$

10,141

$

1,905

$

70,262

See accompanying Notes to Condensed Financial Information

Schedule I: Condensed Financial Information of Registrant (continued)

Camping World Holdings, Inc.

Notes to Condensed Financial Information

(Parent Company Only)

December 31, 2024

1. Organization

Camping World Holdings, Inc. (the “Parent Company”) was formed on March 8, 2016 as a Delaware corporation and is a holding company with no direct operations. The Parent Company's assets consist primarily of cash and cash equivalents, its equity interest in CWGS Enterprises, LLC ("CWGS, LLC”), its Affiliate Loan (as defined in Note 4 – Affiliate Loan), and certain deferred tax assets.

The Parent Company's cash inflows are primarily from cash dividends or distributions and other transfers from CWGS, LLC. The amounts available to the Parent Company to fulfill cash commitments and pay cash dividends on its common stock are subject to certain restrictions in CWGS, LLC’s Senior Secured Credit Facilities. See Note 10 to the consolidated financial statements.

2. Basis of Presentation

These condensed parent company financial statements should be read in conjunction with the consolidated financial statements of Camping World Holdings, Inc. and the accompanying notes thereto, included in this Form 10-K. For purposes of this condensed financial information, the Parent Company's interest in CWGS, LLC is recorded based upon its proportionate share of CWGS, LLC's net assets (similar to presenting them on the equity method).

The Parent Company is the sole managing member of CWGS, LLC, and pursuant to the Amended and Restated LLC Agreement of CWGS, LLC (the “LLC Agreement”), receives compensation in the form of reimbursements for all costs associated with being a public company. Intercompany revenue consists of these reimbursement payments and is recognized when the corresponding expense to which it relates is recognized.

Certain intercompany balances presented in these condensed Parent Company financial statements are eliminated in the consolidated financial statements. For the years ended December 31, 2024, 2023, and 2022, the full amounts of intercompany revenue and equity in net income of subsidiaries in the accompanying Parent Company Statements of Operations were eliminated in consolidation. No intercompany receivable was owed to the Parent Company by CWGS, LLC at December 31, 2024 and 2023 (see Note 4 – Affiliate Loan for other amounts owed to the Parent Company). Related party amounts that were not eliminated in the consolidated financial statements include the Parent Company's liabilities under the tax receivable agreement, which totaled $150.4 million and $162.8 million as of December 31, 2024 and 2023, respectively.

3. Revisions to Prior Period Condensed Financial Statements

Subsequent to the issuance of the Parent Company's condensed financial statements for the year ended December 31, 2023, the Parent Company's management identified prior period misstatements related to the measurement of the realizable portion of the Parent Company’s outside basis difference deferred tax asset in CWGS, LLC, including the associated valuation allowance. As a result, deferred tax assets, net, additional paid-in capital, and income tax benefit (expense) have been revised from the amounts previously reported as of and for the years ended December 31, 2023 and 2022. The Parent Company evaluated the materiality of these errors both qualitatively and quantitatively in accordance with Staff Accounting Bulletin (“SAB”) No. 99, Materiality, and SAB No. 108, Considering the Effects of Prior Year Misstatements When Quantifying Misstatements in Current Year Financial Statements, and determined the effect of these revisions was not material to the previously issued financial statements. However, correcting the cumulative error during the year ended December 31, 2024 would have been material to the current period. Therefore, the Parent Company has revised the condensed financial statements for the prior periods presented, including the comparative prior period amounts in the applicable notes to the condensed financial statements.

The following table presents the effect of the immaterial misstatements on the Parent Company’s condensed balance sheet for the period indicated:

As of December 31, 2023

($ in thousands)

    

As Previously Reported

    

Adjustment

    

As Revised

Deferred tax assets, net

$

155,928

$

43,768

$

199,696

Total assets

288,631

43,768

332,399

Additional paid-in capital

98,280

33,385

131,665

Retained earnings

185,244

10,383

195,627

Total stockholders' equity

124,584

43,768

168,352

Total liabilities and stockholders' equity

288,631

43,768

332,399

The following table presents the effect of the immaterial misstatements on the Parent Company’s condensed statement of income (loss) for the periods indicated:

Year Ended December 31, 2023

Year Ended December 31, 2022

($ in thousands)

    

As Previously Reported

    

Adjustment

    

As Revised

    

As Previously Reported

    

Adjustment

    

As Revised

Income tax benefit (expense)

$

5,736

$

2,328

$

8,064

$

(79,054)

$

(13,199)

$

(92,253)

Net income

31,044

2,328

33,372

136,947

(13,199)

123,748

The following table presents the effect of the immaterial misstatements on the Parent Company’s condensed statement of cash flows for the periods indicated. These immaterial misstatements resulted in no change in net cash used in operating activities for the periods indicated:

Year Ended December 31, 2023

Year Ended December 31, 2022

($ in thousands)

As Previously Reported

    

Adjustment

    

As Revised

As Previously Reported

    

Adjustment

    

As Revised

Net income

$

31,044

$

2,328

$

33,372

$

136,947

$

(13,199)

$

123,748

Deferred income taxes

(11,901)

(2,328)

(14,229)

28,672

13,199

41,871

4. Affiliate Loan

In December 2023, the Parent Company (the “Lender”) and CWGS Group, LLC (the “Borrower”), a wholly-owned subsidiary of CWGS, LLC, entered into a loan agreement (the “Affiliate Loan”) whereby the Borrower may borrow up to $40.0 million from the Lender at an interest rate of the Secured Overnight Financing Rate (“SOFR”) plus 6.50% per annum. The Lender may demand repayment with thirty-day notice, there are no prepayment restrictions or penalties, and the Affiliate Loan expires in December 2025.

At December 31, 2024 and 2023, the Borrower had outstanding balances of $6.0 million and $30.0 million, respectively, under the Affiliate Loan that were each repaid with accrued interest early in January of the following year. At December 31, 2024 and 2023, the interest rate on the Affiliate Loan was 10.86% and 11.86%, respectively, and accrued interest was less than $0.1 million at December 31, 2024 and 2023.

5. Commitments and Contingencies

The Parent Company is party to a tax receivable agreement with certain holders of common units in CWGS, LLC (the "Continuing Equity Owners") that provides for the payment by the Parent Company to the Continuing Equity Owners of 85% of the amount of any tax benefits that the Parent Company actually realizes, or in some cases are deemed to realize, as a result of certain transactions. See Note 12 to the consolidated financial statements for more information regarding the Parent Company's tax receivable agreement. As described in Note 12 to the consolidated financial statements, amounts payable under the tax receivable agreement are contingent upon, among other things, (i) generation of future taxable income of Camping World Holdings, Inc. over the term of the tax receivable agreement and (ii) future changes in tax laws. As of December 31, 2024 and 2023, liabilities under the tax receivable agreement totaled $150.4 million and $162.8 million, respectively. The Parent Company does not expect a cash tax reduction for tax benefits subject to the Tax Receivable Agreement during the year ended December 31, 2024 and, therefore, does not expect a payment under the Tax Receivable Agreement to be made during the year ending December 31, 2025.

See Note 14 to the consolidated financial statements for information regarding pending and threatened litigation. Pursuant to the LLC Agreement, the Parent Company receives reimbursements for all costs associated with being a public company, which includes costs of litigation and cybersecurity incidents.

6. Income Taxes

CWGS, LLC completed the steps necessary to convert Camping World, Inc. (“CW”) and certain of its subsidiaries from Subchapter C Corporations to limited liability companies (“LLCs”) with an effective date of January 2, 2023 (the “LLC Conversion”). All required filings for conversion to LLC were made by December 31, 2022. Accordingly, the effect of the LLC Conversion was recorded during the year ended December 31, 2022, as the filings were perfunctory pursuant to the rules prescribed under ASC 740, Income Taxes. Beginning with the year ending December 31, 2023, the operating losses of CW and its subsidiaries will offset taxable income generated by CWGS, LLC’s other LLC businesses. As a result, both income tax expense recognized by the Parent Company and the amount of required tax distributions paid to holders of common units in CWGS, LLC, under the CWGS LLC Agreement, will decrease. The LLC Conversion will allow CWGS, LLC to more easily integrate its retail and dealership operations and more seamlessly share resources within the RV and Outdoor Retail segment, while providing an expected future cash flow benefit for the operating companies.

During the year ended December 31, 2023, the above LLC Conversion resulted in additional income tax benefit for the Parent Company of $3.1 million. Additionally, the Parent Company recorded an income tax benefit of $4.1 million related to an entity classification election that was filed in the third quarter of 2023 with a January 2, 2023 effective date.

7. November 2024 Public Offering

On November 1, 2024, the Parent Company completed a public offering (the “November 2024 Public Offering”) in which the Parent Company sold 14,634,146 shares of the Parent Company’s Class A common stock at a public offering price of $20.50 per share (or $19.81 per share after underwriting discounts and commissions). The Parent Company received $289.9 million in proceeds, net of underwriting discounts and commissions, which were used to purchase 14,634,146 common units from CWGS, LLC at a price per unit equal to the public offering price per share of Class A common stock in the November 2024 Public Offering, less underwriting discounts and commissions.

Additionally, in November 2024, the underwriters exercised their option to purchase an additional 2,195,121 shares of Class A common stock and the Parent Company received $43.5 million in additional proceeds, net of underwriting discounts and commissions, which were used to purchase 2,195,121 common units from CWGS, LLC at a price per unit equal to the public offering price per share of Class A common stock in the November 2024 Public Offering, less underwriting discounts and commissions.

Of the 16,829,267 shares Class A common stock sold in the November 2024 Public Offering, 4,228,700 were issued from treasury stock and the remainder were newly-issued shares. CWGS, LLC, on behalf of the Parent Company, incurred approximately $1.0 million of offering costs that were recorded as a reduction in the additional paid-in capital recorded by the Parent Company for the proceeds from the November 2024 Public Offering.

8. Stock Repurchase Program

During the years ended December 31, 2024 and 2023, the Parent Company did not repurchase Class A common stock under the stock repurchase program. During the year ended December 31, 2022, the Parent Company repurchased 2,592,524 shares of Class A common stock, under this program for approximately $79.8 million, including commissions paid, at a weighted average price per share of $30.76, which is recorded as treasury stock on the Parent Company’s balance sheet. During the year ended December 31, 2022, the $79.8 million was concurrently funded by CWGS, LLC in exchange for the return of 2,592,524 common units in CWGS, LLC, which reduced the Parent Company’s ownership interest in CWGS, LLC. Class A common stock held as treasury stock is not considered outstanding. During the years ended December 31, 2024, 2023 and 2022, the Parent Company reissued 322,271, 579,176 and 852,508 shares of Class A common stock, respectively, from treasury stock to settle the exercises of stock options, vesting of restricted stock units, and settlement of other stock-based awards under the Parent Company’s 2016 Incentive Award Plan. As discussed in Note 7 — November 2024 Public Offering, the Company reissued 4,228,700 shares of Class A common stock held as treasury in the November 2024 Public Offering. As of December 31, 2024, the remaining approved

amount for repurchases of Class A common stock under the share repurchase program was approximately $120.2 million.

9. Statements of Cash Flows

Supplemental disclosures of cash flow information are as follows (in thousands):

Year Ended December 31,

    

2024

    

2023

    

2022

Cash (refunded) paid during the period for:

Interest

$

$

$

Income taxes

(4,989)

(646)

47,601

Noncash financing activities:

Par value of Class A common stock issued for redemption of common units in CWGS, LLC

1

20

1

Cost of treasury stock issued for vested restricted stock units

15,320

29,542

42,640

v3.25.0.1
Schedule II - Valuation and Qualifying Accounts
12 Months Ended
Dec. 31, 2024
Valuation and Qualifying Accounts  
Valuation and Qualifying Accounts

Schedule II: Valuation and Qualifying Accounts

    

Balance at

    

Additions

    

Charged

    

Charges

    

Balance

    

Beginning

    

Charged to

    

to Other

    

Utilized

    

at End

(In Thousands)

    

of Period

    

Expense(1)

    

Accounts(2)

    

(Write-offs)

    

of Period

Accounts receivable allowance(3):

Year ended December 31, 2024

$

2,978

$

754

$

$

(984)

$

2,748

Year ended December 31, 2023

4,222

(954)

14

(304)

2,978

Year ended December 31, 2022

4,711

675

297

(1,461)

4,222

(1)Additions to allowance for credit losses are charged to expense.
(2)Additions to returns allowances are credited against revenue.
(3)Accounts receivable allowance includes the allowance for credit losses and the allowance for returns.

    

Balance at

    

Additions

    

Charged

    

Charges

    

Balance

    

Beginning

    

Charged to

    

to Other

    

Utilized

    

at End

(In Thousands)

    

of Period

    

Expense

    

Accounts

    

(Write-offs)

    

of Period

Noncurrent other assets allowance:

Year ended December 31, 2024

$

61

$

$

$

(61)

$

Year ended December 31, 2023

37

61

(37)

61

Year ended December 31, 2022

42

(5)

37

Tax Valuation

Tax Valuation

Allowance

Allowance

Charged or

Balance at

Charged to

Credited to

(Credited)

Balance

    

Beginning

    

Income Tax

    

Income Tax

    

to Other

at End

(In Thousands)

    

of Period

    

Provision

    

Provision

    

Accounts(1)

    

of Period

Valuation allowance for deferred tax assets:

Year ended December 31, 2024

$

192,686

$

$

(1,568)

$

36,487

$

227,605

Year ended December 31, 2023

106,052

64,351

22,283

192,686

Year ended December 31, 2022

291,386

(151,058)

(34,276)

106,052

(1)Amounts charged to additional paid-in capital relating to the outside basis in the investment in CWGS, LLC.
v3.25.0.1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Pay vs Performance Disclosure      
Net Income (Loss) $ (38,637) $ 33,372 $ 123,748
v3.25.0.1
Insider Trading Arrangements
3 Months Ended
Dec. 31, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.25.0.1
Insider Trading Policies and Procedures
12 Months Ended
Dec. 31, 2024
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true
v3.25.0.1
Cybersecurity Risk Management and Strategy Disclosure
12 Months Ended
Dec. 31, 2024
Cybersecurity Risk Management, Strategy, and Governance [Line Items]  
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]

We have developed and implemented a cybersecurity risk management program designed to protect the confidentiality, integrity, and availability of our critical systems and information. Our cybersecurity risk management program includes a cybersecurity incident response plan.

We design and assess our program based on the National Institute of Standards and Technology Cybersecurity Framework (“NIST CSF”). This does not imply that we meet any particular technical standards, specifications, or requirements, only that we use the NIST CSF as a guide to help us identify, assess, and manage cybersecurity risks relevant to our business.

Our cybersecurity risk management program is integrated into our overall enterprise risk management program, and shares common methodologies, reporting channels and governance processes that apply across the enterprise risk management program to other legal, compliance, operational, and financial risk areas.

Our cybersecurity risk management program includes:

risk assessments designed to help identify material cybersecurity risks to our critical systems, information, products, services, and our broader enterprise IT environment;
a security team principally responsible for managing (1) our cybersecurity risk assessment processes, (2) our security controls, (3) our cybersecurity operations center and third party service providers responsible for monitoring and measuring threats, and (4) our response to cybersecurity incidents;

the use of external service providers, where appropriate, to assess, test or otherwise assist with aspects of our security controls;
regular testing of our critical systems to identify and address potential vulnerabilities;

cybersecurity awareness training of our employees, incident response personnel, and senior management;
a cybersecurity incident response plan that includes procedures for responding to cybersecurity incidents; and
a third party risk management process for certain service providers, suppliers, and vendors.

There can be no assurance that our cybersecurity risk management program and processes, including our policies, controls or procedures, will be fully implemented, complied with or effective in protecting our systems and information.

We regularly experience cyberattacks and other incidents and will continue to experience varying degrees of attacks and incidents in the future. To date, we have not identified risks from known cybersecurity threats, including as a result of any prior cybersecurity incidents (including the Cybersecurity Incident), that have materially affected or are reasonably likely to materially affect us, including our operations, business strategy, results of operations, or financial condition, however we cannot guarantee that material incidents will not occur in the future.

Cybersecurity Risk Management Processes Integrated [Flag] true
Cybersecurity Risk Management Processes Integrated [Text Block]

Our cybersecurity risk management program is integrated into our overall enterprise risk management program, and shares common methodologies, reporting channels and governance processes that apply across the enterprise risk management program to other legal, compliance, operational, and financial risk areas.

Cybersecurity Risk Management Third Party Engaged [Flag] true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag] true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag] false
Cybersecurity Risk Board of Directors Oversight [Text Block]

Our Board considers cybersecurity risk as part of its risk oversight function and has delegated to the Audit Committee (“Committee”) oversight of cybersecurity and other information technology risks. The Committee oversees management’s implementation of our cybersecurity risk management program.

The Committee receives briefings from our information security team (“Information Security”) on our cybersecurity risks no less than annually. In addition, management updates the Committee in addition to the full Board, as necessary, regarding any material cybersecurity incidents, as well as any incidents with lesser impact potential.

Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block] Audit Committee
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block] The Committee oversees management’s implementation of our cybersecurity risk management program.

The Committee receives briefings from our information security team (“Information Security”) on our cybersecurity risks no less than annually. In addition, management updates the Committee in addition to the full Board, as necessary, regarding any material cybersecurity incidents, as well as any incidents with lesser impact potential.

Cybersecurity Risk Role of Management [Text Block]

Information Security is responsible for leading enterprise-wide cybersecurity strategy, policy, standards, architecture, and processes. Information Security reports to the Chief Administrative and Legal Officer, who, together with other members of our management team, including the Chief Financial Officer and President, is responsible for assessing and managing our material risks from cybersecurity threats based on regular reports from Information Security and information technology (“IT”) teams. Management receives periodic reporting on the status of projects to strengthen the security of our IT systems and efforts regarding the prevention, detection, mitigation, and remediation of cybersecurity events. Reports may include briefings that have been informed by internal security personnel, threat intelligence and other information obtained from governmental, public, or private sources in addition to alerts and reports produced by security tools deployed in the IT environment.

Cybersecurity Risk Management Positions or Committees Responsible [Flag] true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block] Information Security is responsible for leading enterprise-wide cybersecurity strategy, policy, standards, architecture, and processes. Information Security reports to the Chief Administrative and Legal Officer, who, together with other members of our management team, including the Chief Financial Officer and President, is responsible for assessing and managing our material risks from cybersecurity threats based on regular reports from Information Security and information technology (“IT”) teams.
Cybersecurity Risk Management Expertise of Management Responsible [Text Block]

Information Security has significant experience in incident response, forensics, vulnerability management, network security administration, fraud prevention, and other governance, risk, and compliance areas. Information Security maintains subject matter expert level knowledge in cybersecurity frameworks and governance organizations such as NIST, ISO 27001, and PCI-DSS, along with industry certifications commensurate with their roles.

Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block]

Information Security is responsible for leading enterprise-wide cybersecurity strategy, policy, standards, architecture, and processes. Information Security reports to the Chief Administrative and Legal Officer, who, together with other members of our management team, including the Chief Financial Officer and President, is responsible for assessing and managing our material risks from cybersecurity threats based on regular reports from Information Security and information technology (“IT”) teams. Management receives periodic reporting on the status of projects to strengthen the security of our IT systems and efforts regarding the prevention, detection, mitigation, and remediation of cybersecurity events. Reports may include briefings that have been informed by internal security personnel, threat intelligence and other information obtained from governmental, public, or private sources in addition to alerts and reports produced by security tools deployed in the IT environment.

Information Security has significant experience in incident response, forensics, vulnerability management, network security administration, fraud prevention, and other governance, risk, and compliance areas. Information Security maintains subject matter expert level knowledge in cybersecurity frameworks and governance organizations such as NIST, ISO 27001, and PCI-DSS, along with industry certifications commensurate with their roles.

Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] true
v3.25.0.1
Summary of Significant Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2024
Summary of Significant Accounting Policies  
Principles of Consolidation and Basis of Presentation

Principles of Consolidation and Basis of Presentation

The consolidated financial statements include the accounts of Camping World Holdings, Inc. (“CWH”) and its subsidiaries (collectively, the “Company”) and are presented in accordance with accounting principles generally accepted in the United States (“GAAP”). All intercompany accounts and transactions of the Company and its subsidiaries have been eliminated in consolidation.

CWH was formed on March 8, 2016 as a Delaware corporation for the purpose of facilitating an initial public offering (the “IPO”) and other related transactions in order to carry on the business of CWGS Enterprises, LLC (“CWGS, LLC”). CWGS, LLC was formed in March 2011 when it received, through contribution from its then parent company, all of the membership interests of Affinity Group Holding, LLC and FreedomRoads Holding Company, LLC (“FreedomRoads”). The IPO and related reorganization transactions that occurred on October 6, 2016 resulted in CWH as the sole managing member of CWGS, LLC, with CWH having sole voting power in and control of the management of CWGS, LLC (see Note 19 — Stockholders’ Equity). As of December 31, 2024, 2023, and 2022, CWH owned 61.0%, 52.9% and 50.2%, respectively, of CWGS, LLC. Accordingly, the Company consolidates the financial results of CWGS, LLC and reports a non-controlling interest in its consolidated financial statements.

The Company does not have any components of other comprehensive income recorded within its consolidated financial statements and, therefore, does not separately present a statement of comprehensive income in its consolidated financial statements.

Description of the Business

Description of the Business

Camping World Holdings, Inc., together with its subsidiaries, is the world’s largest retailer of RVs and related products and services. As noted above, CWGS, LLC is a holding company and operates through its subsidiaries. The Company has the following two reportable segments: (i) Good Sam Services and Plans and (ii) RV and Outdoor Retail. See Note 23 – Segments Information for further information about the Company’s segments. Within the Good Sam Services and Plans segment, the Company primarily derives revenue from the sale of the following offerings: emergency roadside assistance plans; commissions on property and casualty insurance programs; travel assist programs; extended vehicle service contracts; vehicle financing and refinancing assistance; and consumer publications and directories. Within the RV and Outdoor Retail segment, the Company primarily derives revenue from the sale of new and used RVs; commissions on the finance and insurance contracts related to the sale of RVs; the sale of RV service and collision work; the sale of RV parts, accessories, and supplies; the sale of outdoor products, equipment, gear and supplies; and the sale of Good Sam Club memberships and co-branded credit cards. The Company operates a national network of RV dealerships and service centers as well as a comprehensive e-commerce platform, primarily under the Camping World brand, and markets its products and services primarily to RV and outdoor enthusiasts.

Revisions to Prior Period Consolidated Financial Statements

Revisions to Prior Period Consolidated Financial Statements

Subsequent to the issuance of the Company's consolidated financial statements for the year ended December 31, 2023, the Company's management identified prior period misstatements related to the measurement of the realizable portion of the Company’s outside basis difference deferred tax asset in CWGS, LLC, including the associated valuation allowance. As a result, deferred tax assets, net, additional paid-in capital, and income tax benefit (expense) have been revised from the amounts previously reported as of and for the years ended December 31, 2023 and 2022. The misstatements affecting additional paid-in capital and income tax benefit (expense) as of and for the year ended December 31, 2021, are reflected as adjustments to additional paid-in capital and retained earnings, respectively, as of January 1, 2022. The Company evaluated

the materiality of these errors both qualitatively and quantitatively in accordance with Staff Accounting Bulletin (“SAB”) No. 99, Materiality, and SAB No. 108, Considering the Effects of Prior Year Misstatements When Quantifying Misstatements in Current Year Financial Statements, and determined the effect of these revisions was not material to the previously issued financial statements. However, correcting the cumulative error during the year ended December 31, 2024 would have been material to the current period. Therefore, the Company has revised the consolidated financial statements for the prior periods presented, including the comparative prior period amounts in the applicable notes to the consolidated financial statements. The Company will also revise previously reported financial information for such immaterial misstatements in future consolidated financial statements, as applicable. These immaterial misstatements did not impact the Company’s reportable segments, since they only related to the public holding company, CWH.

The following table presents the effect of the immaterial misstatements on the Company’s consolidated balance sheet for the period indicated:

As of December 31, 2023

($ in thousands)

    

As Previously Reported

    

Adjustment

    

As Revised

Deferred tax assets, net

$

157,326

$

43,768

$

201,094

Total assets

4,845,684

43,768

4,889,452

Additional paid-in capital

98,280

33,385

131,665

Retained earnings

185,244

10,383

195,627

Total stockholders' equity attributable to Camping World Holdings, Inc.

124,584

43,768

168,352

Total stockholders' equity

214,207

43,768

257,975

Total liabilities and stockholders' equity

4,845,684

43,768

4,889,452

The following table presents the effect of the immaterial misstatements on the consolidated statements of operations for the periods indicated:

Year Ended December 31, 2023

Year Ended December 31, 2022

($ in thousands except per share amounts)

    

As Previously Reported

    

Adjustment

    

As Revised

    

As Previously Reported

    

Adjustment

    

As Revised

Income tax benefit (expense)

$

1,199

$

2,328

$

3,527

$

(99,084)

$

(13,199)

$

(112,283)

Net income

50,601

2,328

52,929

351,031

(13,199)

337,832

Net income attributable to Camping World Holdings, Inc.

31,044

2,328

33,372

136,947

(13,199)

123,748

Earnings per share of Class A common stock:

Basic

$

0.70

$

0.05

$

0.75

$

3.23

$

(0.31)

$

2.92

Diluted

$

0.55

$

0.02

$

0.57

$

3.22

$

(0.31)

$

2.91

The following table presents the effect of the immaterial misstatements on the consolidated statements of stockholders’ equity for the periods indicated:

Additional Paid-In Capital

Retained Earnings

Total Stockholders' Equity

($ in thousands)

    

As Previously Reported

    

Adjustment

    

As Revised

    

As Previously Reported

    

Adjustment

    

As Revised

    

As Previously Reported

    

Adjustment

    

As Revised

Balance at January 1, 2022

$

98,113

$

(551)

$

97,562

$

189,471

$

21,254

$

210,725

$

233,894

$

20,703

$

254,597

Stock-based compensation

13,897

13,897

30,727

30,727

Exercise of stock options

(349)

(349)

541

541

Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options

(245)

(245)

Vesting of restricted stock units

(35,831)

(35,831)

209

209

Repurchases of Class A common stock for withholding taxes on vested RSUs

2,371

2,371

(11,128)

(11,128)

Repurchases of Class A common stock to treasury stock

27,561

27,561

(89,970)

(89,970)

Redemption of LLC common units for Class A common stock

424

41,420

41,844

380

41,420

41,800

Disgorgement of short-swing profits by Section 16 officer

58

58

58

58

Distributions to holders of LLC common units

(162,963)

(162,963)

Dividends

(105,387)

(105,387)

(105,387)

(105,387)

Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability

294

294

294

294

Non-controlling interest adjustment

(242)

(242)

Net income

136,947

(13,199)

123,748

351,031

(13,199)

337,832

Balance at December 31, 2022

$

106,051

$

40,869

$

146,920

$

221,031

$

8,055

$

229,086

$

247,686

$

48,924

$

296,610

Stock-based compensation

9,458

9,458

20,849

20,849

Exercise of stock options

(238)

(238)

389

389

Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options

(485)

(485)

(324)

(324)

Vesting of restricted stock units

(25,080)

(25,080)

438

438

Repurchases of Class A common stock for withholding taxes on vested RSUs

3,016

3,016

(6,861)

(6,861)

Redemption of LLC common units for Class A common stock

8,653

(7,484)

1,169

3,934

(7,484)

(3,550)

Distributions to holders of LLC common units

(31,510)

(31,510)

Dividends

(66,831)

(66,831)

(66,831)

(66,831)

Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability

(4,164)

(4,164)

(4,164)

(4,164)

Non-controlling interest adjustment

1,069

1,069

Net income

31,044

2,328

33,372

50,601

2,328

52,929

Balance at December 31, 2023

$

98,280

$

33,385

$

131,665

$

185,244

$

10,383

$

195,627

$

214,207

$

43,768

$

257,975

The following table presents the effect of the immaterial misstatements on the consolidated statements of cash flows for the periods indicated. These immaterial misstatements resulted in no change in net cash provided from operating activities for the periods indicated:

Year Ended December 31, 2023

Year Ended December 31, 2022

($ in thousands)

    

As Previously Reported

    

Adjustment

    

As Revised

    

As Previously Reported

    

Adjustment

    

As Revised

Net income

$

50,601

$

2,328

$

52,929

$

351,031

$

(13,199)

$

337,832

Deferred income taxes

(11,880)

(2,328)

(14,208)

43,301

13,199

56,500

Use of Estimates

Use of Estimates

The preparation of these consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results may differ from those estimates. In preparing these consolidated financial statements, management has made its best estimates and judgments of certain amounts included in the consolidated financial statements, giving due consideration to

materiality. The Company bases its estimates and judgments on historical experience and other assumptions that management believes are reasonable. However, application of these accounting policies involves the exercise of judgment and use of assumptions as to future uncertainties and, as a result, actual results could differ materially from these estimates. The Company periodically evaluates estimates and assumptions used in the preparation of the consolidated financial statements and makes changes on a prospective basis when adjustments are necessary. Significant estimates made in the accompanying consolidated financial statements include certain assumptions related to accounts receivable, inventory, goodwill, intangible assets, long-lived assets, long-lived asset impairments, program cancellation reserves, chargebacks, accruals related to estimated tax liabilities, product return reserves, and other liabilities.

Cash and Cash Equivalents

Cash and Cash Equivalents

The Company considers all short-term, highly liquid investments purchased with an original maturity date of three months or less to be cash equivalents. The carrying amount approximates fair value because of the short-term maturity of these instruments. Outstanding checks that are in excess of the cash balances at certain banks are included in accrued liabilities in the accompanying consolidated balance sheets, and changes in the amounts are reflected in operating cash flows in the accompanying consolidated statement of cash flows.

Contracts in Transit, Accounts Receivable and Current Expected Credit Losses

Contracts in Transit, Accounts Receivable and Current Expected Credit Losses

Contracts in transit consist of amounts due from non-affiliated financing institutions on retail finance contracts from vehicle sales for the portion of the vehicle sales price financed by the Company’s customers. These retail installment sales contracts are typically funded within ten days of the initial approval of the retail installment sales contract by the third-party lender.

Accounts receivable are stated at realizable value, net of an allowance for credit losses. Accounts receivable balances due in excess of one year were $7.4 million at December 31, 2024 and $8.8 million at December 31, 2023, which are included in other assets in the accompanying consolidated balance sheets.

The allowance for credit losses is based on management’s assessment of the collectability of its customer accounts. The Company regularly reviews the composition of the accounts receivable aging, historical bad debts, changes in payment patterns, customer creditworthiness, current economic trends, and reasonable and supportable forecasts about the future. Relevant risk characteristics include customer size and historical loss patterns. Management has evaluated the expected credit losses related to contracts in transit and determined that no allowance for credit losses was required at December 31, 2024 and 2023. Management additionally has evaluated the expected credit losses related to accounts receivable and determined that allowances for credit losses of approximately $2.7 million as of December 31, 2024 and $3.0 million as of December 31, 2023 were required.

The following table details the changes in the allowance for credit losses relating to current receivables (in thousands):

Year Ended December 31,

    

2024

    

2023

Allowance for credit losses:

Balance, beginning of period

$

2,978

$

4,222

Charged to bad debt expense

754

(954)

Deductions (1)

(984)

(290)

Balance, end of period

$

2,748

$

2,978

(1)These amounts primarily relate to the write off of uncollectable accounts after collection efforts have been exhausted.
Concentration of Credit Risk

Concentration of Credit Risk

The Company’s most significant industry concentration of credit risk is with financial institutions from which the Company has recorded receivables and contracts in transit. These financial institutions provide financing to the Company’s customers for the purchase of a vehicle in the normal course of business. These

receivables are short-term in nature and are from various financial institutions located throughout the United States.

The Company has cash deposited in various financial institutions that is in excess of the insurance limits provided by the Federal Deposit Insurance Corporation. The amount in excess of FDIC limits at December 31, 2024 and 2023 was approximately $231.5 million and $47.4 million, respectively.

The Company is potentially subject to concentrations of credit risk in accounts receivable. Concentrations of credit risk with respect to accounts receivable are limited due to the large number of customers and their geographic dispersion.

Inventories

Inventories

New and used RV inventories consist primarily of new and used recreational vehicles held for sale valued using the specific-identification method and valued at the lower of cost or net realizable value. Cost includes purchase costs, reconditioning costs, dealer-installed accessories, freight, and rebates. For vehicles accepted in trades, the cost is the fair value of such used vehicles at the time of the trade-in plus reconditioning costs. Products, parts, accessories, and other inventories primarily consist of installable parts, as well as retail travel and leisure specialty merchandise and are stated at lower of cost, including freight and rebates, or net realizable value using the first in, first out method. Prior to the divestiture of the RV and Outdoor Retail segment’s RV furniture business in May 2024 (see Note 6 — Assets Held for Sale and Business Divestiture for further details), a portion of the products, parts, accessories and other inventory included capitalized labor relating to assembly.

Assets Held for Sale and Long-Lived Assets

Assets Held for Sale

The Company continually evaluates its portfolio for non-strategic assets and classifies assets and liabilities to be sold (“Disposal Group”) as held for sale in the period in which all specified GAAP criteria are met. Upon determining that a Disposal Group meets the criteria to be classified as held for sale, but does not meet the criteria for discontinued operations, the Company reports the assets and liabilities of the Disposal Group, if material, as separate line items on the consolidated balance sheets and ceases to record depreciation and amortization relating to the Disposal Group.

The Company initially measures a Disposal Group that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met. Conversely, gains are not recognized on the sale of a Disposal Group until the date of sale. The estimated fair value for Disposal Groups comprised of properties are typically based on appraisals and/or offers from prospective buyers.

Long-Lived Assets

Long lived assets are included in property and equipment, which also includes capitalized software costs to be held and used. For the Company’s major software systems, such as its accounting and membership systems, its capitalized costs may include some internal or external costs to configure, install and test the software during the application development stage. The Company does not capitalize preliminary project costs, nor does it capitalize training, data conversion costs, maintenance or post development stage costs. The Company’s long-lived assets are reviewed for impairment whenever events or changes in circumstances

indicate that the carrying amount of an asset may not be recoverable. The Company’s long-lived asset groups exist predominantly at the individual location level and the associated impairment analysis involves the comparison of an asset group’s estimated future undiscounted cash flows over its remaining useful life to its respective carrying value, which primarily includes furniture, equipment, leasehold improvements, and operating lease assets. For long-lived asset groups identified with carrying values not recoverable by future undiscounted cash flows, impairment charges are recognized to the extent the sum of the discounted future cash flows from the use of the asset group is less than the carrying value. The impairment charge is allocated to the individual long-lived assets within an asset group; however, an individual long-lived asset is not impaired below its individual fair value, if readily determinable. The measurement of any impairment loss includes estimation of the fair value of the asset group’s respective operating lease assets, which includes estimates of market rental rates based on comparable lease transactions.

Property and Equipment, net

Property and Equipment, net

Property and equipment is recorded at historical cost, net of accumulated depreciation and amortization, and, if applicable, impairment charges. Depreciation of property and equipment is provided using the straight-line method over the following estimated useful lives of the assets:

    

Years

Building and improvements

40

Leasehold improvements

3-40

Furniture, fixtures and equipment

3-12

Software

3-5

Leasehold improvements are amortized over the useful lives of the assets or the remaining term of the respective lease, whichever is shorter.

Leases

Leases

Leases are recorded in accordance with Accounting Standards Codification (“ASC”) 842, Leases (“ASC 842”) (see Note 11 — Lease Obligations). The Company leases property and equipment throughout the United States primarily under finance and operating leases. For leases with initial lease terms at commencement that are greater than 12 months, the Company records the related asset and obligation at the present value of lease payments over the term. Many of the Company’s leases include rental escalation clauses, renewal options and/or termination options that are factored into the determination of lease payments when appropriate. The Company aggregates non-lease components with the related lease components when evaluating the accounting treatment for property, equipment, and billboard leases.

Many of the Company’s lease agreements include fixed rental payments. Certain of its lease agreements include fixed rental payments that are adjusted periodically for changes in the Consumer Price Index (“CPI”). Payments based on a change in an index or a rate, rather than a specified index or rate, are not considered in the determination of lease payments for purposes of measuring the related lease liability. While lease liabilities are not remeasured as a result of changes to the CPI, changes to the CPI are typically treated as variable lease payments and recognized in the period in which the obligation for those payments is incurred. Common area maintenance, property tax, and insurance associated with triple net leases, as well as payments based on revenue generated at certain leased locations, are included in variable lease costs, but are not included in the measurement of the lease liability.

Most of the Company’s real estate leases include one or more options to renew, with renewal terms that can extend the lease term from one to five years or more. The exercise of lease renewal options is at the Company’s sole discretion. If it is reasonably certain that the Company will exercise such options, the periods covered by such options are included in the lease term and are recognized as part of the operating lease assets and operating lease liabilities. The depreciable life of assets and leasehold improvements are limited to the shorter of the lease term or useful life if there is a transfer of title or purchase option reasonably certain of exercise.

The Company cannot readily determine the rate implicit in its leases. Therefore, the Company must estimate its incremental borrowing rate to discount the lease payments based on information available at lease commencement. The Company estimates its incremental borrowing rate using a yield curve based on the credit rating of its collateralized debt and maturities that are commensurate with the lease term at the applicable commencement or remeasurement date.

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets

Goodwill is evaluated for impairment on an annual basis as of the beginning of the fourth quarter, or more frequently if events or changes in circumstances indicate that the Company’s goodwill might be impaired. The Company has the option to assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the Company determines it is more likely than not that the fair value of a reporting unit is less than its carrying amount or the Company elects to not perform a qualitative analysis, then it is required to perform a quantitative impairment test by calculating the fair value of the reporting unit and comparing the fair value with the carrying amount of the reporting unit. If the carrying amount of a reporting unit exceeds its fair value, then the Company records an impairment of goodwill equal to the amount that the carrying amount of a reporting unit exceeds its fair value. (see Note 8 – Goodwill and Intangible Assets). Finite-lived intangibles are recorded at cost, net of accumulated amortization and, if applicable, impairment charges.

Long-Term Debt

Long-Term Debt

The fair value of the Company’s long-term debt is estimated based on the quoted market prices for the same or similar issues or on the current rates offered for debt of the same or similar remaining maturities.

Revenue Recognition

Revenue Recognition

Revenues are recognized by the Company when control of the promised goods or services is transferred to its customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Sales and other taxes collected from the customer concurrent with revenue-producing activities are excluded from revenue. Incidental items that are immaterial in the context of the contract are recognized as expense. The Company’s contracts with customers may include multiple performance obligations. For such arrangements, the Company allocates revenue to each performance obligation based on its relative stand-alone selling price. The Company generally determines stand-alone selling prices based on the prices charged to customers or using the adjusted market assessment approach. The Company presents disaggregated revenue on its consolidated statements of operations.

The Company does not adjust the promised amount of consideration for the effects of a significant financing component if the Company expects, at contract inception, that the period of time between payment and transfer of the promised goods or services will be one year or less. The Company expenses sales commissions when incurred in cases where the amortization period of those otherwise capitalized sales commissions would have been one year or less. The Company does not disclose the value of unsatisfied performance obligations for revenue streams for (i) contracts with an original expected length of one year or less and (ii) contracts for which the Company recognizes revenue at the amount to which it has the right to invoice for services performed. The Company accounts for shipping and handling as activities to fulfill the promise to transfer the good to the customer and does not evaluate whether shipping and handling is a separate performance obligation.

Good Sam Services and Plans

Good Sam Services and Plans revenue consists primarily of revenue from publications and marketing fees from various consumer services and plans. Roadside Assistance (“RA”) revenues are deferred and recognized over the contractual life of the membership. RA claim expenses are recognized when incurred. Marketing fees for finance, insurance, extended service and other similar products are recognized as variable consideration, net of estimated cancellations, if applicable, when a product contract payment has been received or financing has been arranged. These marketing fees are recorded net as the Company acts as an agent in the transaction. The related estimate for cancellations on the marketing fees for multi-year finance and insurance products utilize actuarial analysis to estimate the exposure. Promotional expenses consist primarily of direct mail advertising expenses and renewal expenses and are expensed at the time related materials are mailed. Newsstand sales of publications and related expenses are recorded as variable consideration at the time of delivery, net of estimated returns. Subscription sales of publications are reflected in income over the lives of the subscriptions. The related selling expenses are expensed as incurred. Advertising revenues and related expenses are recorded at the time of delivery.

New and Used Vehicles

RV vehicle revenue consists of sales of new and used recreational vehicles, sales of RV parts and services, and commissions on the related finance and insurance contracts. Revenue from the sale of recreational vehicles is recognized upon completion of the sale to the customer. Conditions to completing a sale include having an agreement with the customer, including pricing, whereby the sales price must be reasonably expected to be collected and having control transferred to the customer.

Products, Service and Other

Revenue from RV-related parts, service and other products sales is recognized over time as work is completed, and when parts or other products are delivered to the Company’s customers. For service and parts revenues recorded over time, the Company utilizes a method that considers total costs incurred to date and the applicable margin in relation to total expected efforts to complete our performance obligation in order to determine the appropriate amount of revenue to recognize over time.

The remaining RV and Outdoor retail revenue consists of sales of products, service and other, including RV accessories and supplies; outdoor products, equipment, gear and supplies; and, prior to the divestiture of RV and Outdoor Retail segment’s RV furniture business in May 2024 (see Note 6 — Assets Held for Sale and Business Divestiture for further details), the distribution of RV furniture. Revenue from products, service and other is recognized over time as work is completed, and when parts or other products are delivered to the Company’s customers. E-commerce sales are recognized when the product is shipped and recorded as variable consideration, which is net of anticipated merchandise returns that reduce revenue and cost of sales in the period that the related sales are recorded.

When points are awarded to customers under the Good Sam Club program for purchases of products or services, a portion of the product or service revenue is allocated to the points liability based on the relative standalone selling price of the points, net of estimated breakage. The resulting point liability is deferred until the revenue is recognized (i) when the points are redeemed by the customer as a reduction of the purchase price of future purchases of the Company’s products or services or (ii) when the point liability is adjusted to reflect changes in breakage estimates. Points generally expire twelve months after the date that they are credited to a customer’s account.

Finance and Insurance, net

Finance and insurance revenue is recorded net, since the Company is acting as an agent in the transaction, and is recognized when a finance and insurance product contract payment has been received or financing has been arranged. The proceeds the Company receives for arranging financing contracts, selling extended service contracts, and selling other insurance products, are subject to chargebacks if the customer terminates the respective contract earlier than a stated period. In the case of insurance products and extended service contracts, the stated period typically extends from one to seven years with the refundable revenue declining over the contract term. These proceeds are recorded as variable consideration, net of estimated chargebacks. Chargebacks are estimated based on ultimate future cancellation rates by product type and year sold using a combination of actuarial methods and leveraging the Company’s historical experience from the past ten years, adjusted for new consumer trends. The chargeback liabilities included in the estimate of variable consideration totaled $65.4 million and $68.2 million as of December 31, 2024 and December 31, 2023, respectively, which are recorded as part of other current liabilities and other long-term liabilities on the Company’s consolidated balance sheets.

Good Sam Club

Good Sam Club revenue consists of revenue from club membership fees and royalty fees from co-branded credit cards. Membership revenue is generated from annual, multiyear and lifetime memberships. The revenue and expenses associated with these memberships are deferred and amortized over the membership period. Unearned revenue and profit are subject to revisions as the membership progresses to completion. Revisions to membership period estimates would change the amount of income and expense amortized in future accounting periods. For lifetime memberships, an 18-year period is used, which is the actuarially

determined estimated fulfillment period. Royalty revenue is earned under the terms of an arrangement with a third-party credit card provider based on a percentage of the Company’s co-branded credit card portfolio retail spending with such third-party credit card provider and for acquiring new cardholders.

When points are awarded to cardholders under the co-branded credit card program relating to sign-up or card activity, a portion of the revenue from the third-party credit card provider is allocated to the points liability based on the relative standalone selling price of the points, net of estimated breakage. The resulting point liability is deferred until the revenue is recognized (i) when the points are redeemed by the cardholder as a reduction of the purchase price of future purchases of the Company’s products or services, (ii) as a credit to their credit card balance, (iii) or when the point liability is adjusted to reflect changes in breakage estimates. Points generally expire twelve months after the date that they are credited to a customer’s account.

Advertising expense/Vendor Allowances and Shipping and Handling Fees and Costs

Advertising Expenses

Advertising expenses are expensed as incurred. Advertising expenses for the years ended December 31, 2024, 2023 and 2022 were $127.0 million, $101.1 million and $150.7 million, respectively. Advertising expenses relating to RV and Outdoor Retail segment were included in selling, general and administrative expenses in the consolidated statements of operations. Advertising expenses relating to the Good Sam Services and Plans segment were included in costs applicable to revenues in the consolidated statements of operations, since, by the nature of those revenue streams, they are integral to the generation of those revenues.

Vendor Allowances

As a component of the Company’s consolidated procurement program, the Company frequently enters into contracts with vendors that provide for payments of rebates or other allowances. These vendor payments are reflected in the carrying value of the inventory when earned or as progress is made toward earning the rebate or allowance and as a component of cost of sales as the inventory is sold. Certain of these vendor contracts provide for rebates and other allowances that are contingent upon the Company meeting specified performance measures such as a cumulative level of purchases over a specified period of time. Such contingent rebates and other allowances are given accounting recognition at the point at which achievement of the specified performance measures are deemed to be probable and reasonably estimable.

Shipping and Handling Fees and Costs

The Company reports shipping and handling costs billed to customers as a component of revenues, and related costs are reported as a component of costs applicable to revenues. For the years ended December 31, 2024, 2023, and 2022, $2.9 million, $4.4 million, and $7.2 million of shipping and handling fees, respectively, were included in the RV and Outdoor Retail segment as revenue.

Income Taxes

Income Taxes

The Company recognizes deferred tax assets and liabilities based on the asset and liability method, which requires an adjustment to the deferred tax asset or liability to reflect income tax rates currently in effect. When income tax rates increase or decrease, a corresponding adjustment to income tax expense is recorded by applying the rate change to the cumulative temporary differences. The Company recognizes the tax benefit from an uncertain tax position in accordance with accounting guidance on accounting for uncertainty in income taxes. The Company classifies interest and penalties relating to income taxes as income tax expense. See Note 12 — Income Taxes for additional information.

Seasonality

Seasonality

The Company has experienced, and expects to continue to experience, variability in revenue, net income, and cash flows as a result of annual seasonality in its business. Because RVs are used primarily by vacationers and campers, demand for services, protection plans, products, and resources generally declines during the winter season, while sales and profits are generally highest during the spring and summer months. In addition, unusually severe weather conditions in some geographic areas may impact demand.

The Company generates a disproportionately higher amount of its annual revenue in its second and third fiscal quarters, which include the spring and summer months. The Company incurs additional expenses in the second and third fiscal quarters due to higher sale volumes, increased staffing in its store locations and program costs. If, for any reason, the Company miscalculates the demand for its products or its product mix during the second and third fiscal quarters, its sales in these quarters could decline, resulting in higher labor costs as a percentage of gross profit, lower margins and excess inventory, which could cause the Company’s annual results of operations to suffer and its stock price to decline.

Additionally, selling, general, and administrative (“SG&A”) expenses as a percentage of gross profit tend to be higher in the first and fourth quarters due to the seasonality of the Company’s business.

Due to the Company’s seasonality, the possible adverse impact from other risks associated with its business, including atypical weather, consumer spending levels and general business conditions, is potentially greater if any such risks occur during the Company’s peak sales seasons.

Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements

Recently Adopted Accounting Pronouncements

In March 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-01, Leases (Topic 842): Common Control Arrangements. For public companies, this standard requires the amortization of leasehold improvements associated with common control leases over the useful life to the common control group. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2023, with early adoption permitted. The Company’s adoption of the provisions of this ASU as of January 1, 2024 did not materially impact the Company’s consolidated financial statements.

In August 2023, the FASB issued ASU 2023-05, Business Combinations―Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement. This ASU requires joint ventures to recognize a new basis of accounting for contributed net assets as of the formation date, to measure the contributed identifiable net assets at fair value on the formation date using the business combination guidance in ASC 805-20 (with certain exceptions) regardless of whether an investor contributes a business, to measure the net assets’ fair value based on 100% of the joint venture’s equity immediately following formation, to record goodwill (or an equity adjustment, if negative) for the difference between the fair value of the joint venture’s equity and its net assets and to provide disclosures about the nature and financial effect of the formation transaction. The standard is effective prospectively for all joint venture formations with a formation date on or after January 1, 2025, with early adoption permitted. Additionally, for joint ventures that were formed before January 1, 2025, the Company may elect to apply the standard retrospectively. The Company’s early adoption of the provisions of this ASU as of January 1, 2024 did not materially impact the Company’s consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This ASU requires public entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker (CODM) and included within each reported measure of segment profit or loss. The title and position of the CODM must be disclosed with an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. If the CODM uses more than one measure of a segment’s profit or loss in assessing segment performance, and deciding how to allocate resources, an entity may report one or more of those additional measures of segment profit. Additionally, public entities must disclose an amount for “other segment items” by reportable segment representing the difference between segment revenue less the significant expenses disclosed and each reported measure of segment profit or loss, and a description of its composition. Moreover, all annual disclosures about a reportable segment's profit or loss and assets are to be presented in interim periods. The standard should be applied retrospectively to all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant expense categories identified and disclosed in the period of adoption. The standard is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company adopted the provisions of this ASU as of January 1, 2024, with respect to the annual disclosures beginning with the year ended December 31, 2024 and interim disclosures beginning with the three months ending March 31, 2025, including

the presentation of the comparable prior periods. The adoption of this ASU resulted in additional segment reporting disclosures and did not otherwise have a material impact on the Company’s consolidated financial statements.

Recently Issued Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU requires that public business entities on an annual basis disclose (1) consistent categories and greater disaggregation of information in the rate reconciliation, and (2) income taxes paid disaggregated by jurisdiction. The standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company expects that the adoption of this ASU will impact certain of its income tax disclosures and will not otherwise have a material impact on the Company’s consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement―Reporting Comprehensive Income―Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This ASU requires that at each interim and annual reporting period entities present a new tabular disclosure in the notes to the financial statements, presenting disaggregation of the amounts of purchases of inventory, employee compensation, depreciation, intangible asset amortization and depletion. Furthermore, the ASU requires entities to include certain amounts that are already required to be disclosed under GAAP in the same disclosure as other disaggregation requirements and disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively. Additionally, entities are required to disclose the total amount of selling expenses and, in annual reporting period, an entity’s definition of selling expenses. The standard is effective for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact that the adoption of the provisions of the ASU will have on its consolidated financial statements.

v3.25.0.1
Summary of Significant Accounting Policies (Tables)
12 Months Ended
Dec. 31, 2024
Summary of Significant Accounting Policies  
Schedule of effect of the error corrections

As of December 31, 2023

($ in thousands)

    

As Previously Reported

    

Adjustment

    

As Revised

Deferred tax assets, net

$

157,326

$

43,768

$

201,094

Total assets

4,845,684

43,768

4,889,452

Additional paid-in capital

98,280

33,385

131,665

Retained earnings

185,244

10,383

195,627

Total stockholders' equity attributable to Camping World Holdings, Inc.

124,584

43,768

168,352

Total stockholders' equity

214,207

43,768

257,975

Total liabilities and stockholders' equity

4,845,684

43,768

4,889,452

Year Ended December 31, 2023

Year Ended December 31, 2022

($ in thousands except per share amounts)

    

As Previously Reported

    

Adjustment

    

As Revised

    

As Previously Reported

    

Adjustment

    

As Revised

Income tax benefit (expense)

$

1,199

$

2,328

$

3,527

$

(99,084)

$

(13,199)

$

(112,283)

Net income

50,601

2,328

52,929

351,031

(13,199)

337,832

Net income attributable to Camping World Holdings, Inc.

31,044

2,328

33,372

136,947

(13,199)

123,748

Earnings per share of Class A common stock:

Basic

$

0.70

$

0.05

$

0.75

$

3.23

$

(0.31)

$

2.92

Diluted

$

0.55

$

0.02

$

0.57

$

3.22

$

(0.31)

$

2.91

Additional Paid-In Capital

Retained Earnings

Total Stockholders' Equity

($ in thousands)

    

As Previously Reported

    

Adjustment

    

As Revised

    

As Previously Reported

    

Adjustment

    

As Revised

    

As Previously Reported

    

Adjustment

    

As Revised

Balance at January 1, 2022

$

98,113

$

(551)

$

97,562

$

189,471

$

21,254

$

210,725

$

233,894

$

20,703

$

254,597

Stock-based compensation

13,897

13,897

30,727

30,727

Exercise of stock options

(349)

(349)

541

541

Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options

(245)

(245)

Vesting of restricted stock units

(35,831)

(35,831)

209

209

Repurchases of Class A common stock for withholding taxes on vested RSUs

2,371

2,371

(11,128)

(11,128)

Repurchases of Class A common stock to treasury stock

27,561

27,561

(89,970)

(89,970)

Redemption of LLC common units for Class A common stock

424

41,420

41,844

380

41,420

41,800

Disgorgement of short-swing profits by Section 16 officer

58

58

58

58

Distributions to holders of LLC common units

(162,963)

(162,963)

Dividends

(105,387)

(105,387)

(105,387)

(105,387)

Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability

294

294

294

294

Non-controlling interest adjustment

(242)

(242)

Net income

136,947

(13,199)

123,748

351,031

(13,199)

337,832

Balance at December 31, 2022

$

106,051

$

40,869

$

146,920

$

221,031

$

8,055

$

229,086

$

247,686

$

48,924

$

296,610

Stock-based compensation

9,458

9,458

20,849

20,849

Exercise of stock options

(238)

(238)

389

389

Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options

(485)

(485)

(324)

(324)

Vesting of restricted stock units

(25,080)

(25,080)

438

438

Repurchases of Class A common stock for withholding taxes on vested RSUs

3,016

3,016

(6,861)

(6,861)

Redemption of LLC common units for Class A common stock

8,653

(7,484)

1,169

3,934

(7,484)

(3,550)

Distributions to holders of LLC common units

(31,510)

(31,510)

Dividends

(66,831)

(66,831)

(66,831)

(66,831)

Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability

(4,164)

(4,164)

(4,164)

(4,164)

Non-controlling interest adjustment

1,069

1,069

Net income

31,044

2,328

33,372

50,601

2,328

52,929

Balance at December 31, 2023

$

98,280

$

33,385

$

131,665

$

185,244

$

10,383

$

195,627

$

214,207

$

43,768

$

257,975

Year Ended December 31, 2023

Year Ended December 31, 2022

($ in thousands)

    

As Previously Reported

    

Adjustment

    

As Revised

    

As Previously Reported

    

Adjustment

    

As Revised

Net income

$

50,601

$

2,328

$

52,929

$

351,031

$

(13,199)

$

337,832

Deferred income taxes

(11,880)

(2,328)

(14,208)

43,301

13,199

56,500

Schedule of allowance for credit losses

The following table details the changes in the allowance for credit losses relating to current receivables (in thousands):

Year Ended December 31,

    

2024

    

2023

Allowance for credit losses:

Balance, beginning of period

$

2,978

$

4,222

Charged to bad debt expense

754

(954)

Deductions (1)

(984)

(290)

Balance, end of period

$

2,748

$

2,978

(1)These amounts primarily relate to the write off of uncollectable accounts after collection efforts have been exhausted.
Schedule of Property and Equipment, estimated useful lives of the assets

    

Years

Building and improvements

40

Leasehold improvements

3-40

Furniture, fixtures and equipment

3-12

Software

3-5

v3.25.0.1
Revenue (Tables)
12 Months Ended
Dec. 31, 2024
Revenue  
Summary of total unsatisfied performance obligation for these revenue streams, that the Company expects to recognize the amounts as revenue The total unsatisfied performance obligations for these revenue streams at December 31, 2024 and the periods during which the Company expects to recognize the amounts as revenue are presented as follows (in thousands):

    

As of

    

December 31, 2024

2025

    

$

92,124

2026

31,678

2027

16,911

2028

8,453

2029

4,174

Thereafter

2,426

Total

$

155,766

v3.25.0.1
Accounts Receivable (Tables)
12 Months Ended
Dec. 31, 2024
Accounts Receivable  
Summary of accounts receivable

Accounts receivable consisted of the following at December 31, 2024 and 2023 (in thousands):

    

December 31,

    

December 31,

2024

2023

Good Sam Services and Plans

$

14,373

$

17,589

RV and Outdoor Retail

New and used vehicles

2,310

2,830

Parts, service and other

34,210

35,748

Trade accounts receivable

38,313

27,773

Due from manufacturers

22,008

37,190

Other

11,946

9,365

Corporate

553

123,160

131,048

Allowance for credit losses

(2,748)

(2,978)

$

120,412

$

128,070

v3.25.0.1
Inventories and Floor Plan Payables (Tables)
12 Months Ended
Dec. 31, 2024
Inventory  
Schedule of inventories

Inventories consisted of the following at December 31, 2024 and 2023 (in thousands):

December 31, 

December 31, 

    

2024

    

2023

Good Sam services and plans

$

263

$

452

New RVs

1,241,533

1,378,403

Used RVs

413,546

464,833

Products, parts, accessories and other

166,495

199,261

$

1,821,837

$

2,042,949

Floor Plan Facility  
Inventory  
Schedule of outstanding amounts and available borrowing

The following table details the outstanding amounts and available borrowings under the Floor Plan Facility as of December 31, 2024 and December 31, 2023 (in thousands):

December 31, 

December 31, 

    

2024

    

2023

Floor Plan Facility:

Notes payable floor plan:

Total commitment

$

1,850,000

$

1,850,000

Less: borrowings, net of FLAIR offset account

(1,161,713)

(1,371,145)

Less: FLAIR offset account(1)

(79,472)

(145,047)

Additional borrowing capacity

608,815

333,808

Less: short-term payable for sold inventory(2)

(33,152)

(41,577)

Less: purchase commitments(3)

(9,340)

(27,420)

Unencumbered borrowing capacity

$

566,323

$

264,811

Revolving line of credit

$

70,000

$

70,000

Less: borrowings

-

(20,885)

Additional borrowing capacity

$

70,000

$

49,115

Letters of credit:

Total commitment

$

30,000

$

30,000

Less: outstanding letters of credit

(14,300)

(12,300)

Additional letters of credit capacity

$

15,700

$

17,700

(1)Flooring line aggregate interest reduction (“FLAIR”) offset account that allows the Company to transfer cash to the Floor Plan Lenders as offset to the payables under the Floor Plan Facility. The FLAIR offset account does not reduce the outstanding amount of loans under the Floor Plan Facility for purposes of determining the unencumbered borrowing capacity under the Floor Plan Facility.
(2)The short-term payable represents the amount due for sold inventory. A payment for any floor plan units sold is due within three to ten business days of sale. Due to the short term nature of these payables, the Company reclassifies the amounts from notes payable‒floor plan, net to accounts payable in the Consolidated Balance Sheets. Changes in the vehicle floor plan payable are reported as cash flows from financing activities in the Consolidated Statements of Cash Flows.
(3)Purchase commitments represent vehicles approved for floor plan financing where the inventory has not yet been received by the Company from the supplier and no floor plan borrowing is outstanding.
Schedule of outstanding supplier finance program obligations

The following table rolls forward the Company's outstanding supplier finance program obligations confirmed as valid under its Floor Plan Facility for the year ended December 31, 2024 (in thousands):

Year Ended

    

December 31, 2024

Notes payable - floor plan, net, beginning of year

$

1,371,145

Add: FLAIR offset account, beginning of year

145,047

Add: short-term payable for sold inventory, beginning of year

41,577

Confirmed obligations outstanding, beginning of year

1,557,769

Add: new obligations confirmed during the period

2,292,615

Less: confirmed obligations paid during the period

(2,576,047)

Confirmed obligations outstanding, end of period

1,274,337

Less: FLAIR offset account, end of period

(79,472)

Less: short-term payable for sold inventory, end of period

(33,152)

Notes payable - floor plan, net, end of period

$

1,161,713

v3.25.0.1
Restructuring and Long-Lived Asset Impairment (Tables)
12 Months Ended
Dec. 31, 2024
Schedule of long-lived asset impairment charges by type of long-lived asset

The following table details long-lived asset impairment charges by type of long-lived asset and by restructuring activity, all of which relate to the RV and Outdoor Retail segment (in thousands):

Year Ended December 31, 

2024

    

2023

    

2022

Long-lived asset impairment charges by type of long-lived asset:

Leasehold improvements

$

4,032

$

1,857

$

2,557

Operating lease right of use assets

7,242

1,107

1,613

Building and improvements

3,787

Furniture and equipment

329

61

Software

1,362

Construction in progress and software in development

113

Intangible assets

4,501

Total long-lived asset impairment charges

$

15,061

$

9,269

$

4,231

Long-lived asset impairment charges by restructuring activity:

2019 Strategic Shift

1,614

Active Sports Restructuring

6,648

Unrelated to restructuring activities

15,061

2,621

2,617

Total long-lived asset impairment charges

$

15,061

$

9,269

$

4,231

2019 Strategic Shift  
Schedule of restructuring expenses incurred

The following table details the costs incurred associated with the 2019 Strategic Shift for the periods presented (in thousands):

Year Ended December 31, 

2024

    

2023

    

2022

2019 Strategic Shift restructuring costs:

Lease termination costs(1)

(1,575)

1,316

Other associated costs(2)

3,368

3,965

7,026

Total 2019 Strategic Shift restructuring costs

$

1,793

$

3,965

$

8,342

(1)These costs were included in lease termination charges in the consolidated statements of operations. This reflects termination fees paid, net of any gain from derecognition of the related operating lease assets and liabilities.
(2)Other associated costs primarily represent lease and other operating expenses incurred during the post-close wind-down period for the locations related to the 2019 Strategic Shift. For the years ended December 31, 2024, 2023 and 2022, these costs were included in selling, general, and administrative expenses in the consolidated statements of operations.
Schedule of changes in the restructuring accrual

The following table details changes in the restructuring accrual associated with the 2019 Strategic Shift (in thousands):

Lease

    

Other

    

Termination

    

Associated

    

Costs (1)

    

Costs (2)

    

Total

Balance at December 31, 2021

$

$

926

$

926

Charged to expense

6,097

7,026

13,123

Paid or otherwise settled

(6,097)

(7,083)

(13,180)

Balance at December 31, 2022

869

869

Charged to expense

3,965

3,965

Paid or otherwise settled

(3,676)

(3,676)

Balance at December 31, 2023

1,158

1,158

Charged to expense

1,860

3,368

5,228

Paid or otherwise settled

(1,860)

(4,526)

(6,386)

Balance at December 31, 2024

$

$

$

(1)Lease termination costs exclude the $7.6 million and $4.8 million of gains from the derecognition of the operating lease assets and liabilities relating to the terminated leases as part of the 2019 Strategic Shift for the thirty months ended December 31, 2021 and for the year ended December 31, 2022, respectively.
(2)Other associated costs primarily represent labor, lease and other operating expenses incurred during the post-close wind-down period for the locations related to the 2019 Strategic Shift.
Active Sports  
Schedule of restructuring expenses incurred

The following table details the costs incurred associated with the Active Sports Restructuring (in thousands):

Year Ended December 31,

2024

    

2023

    

2022

Active Sports Restructuring costs:

One-time termination benefits(1)

$

$

193

$

Incremental inventory reserve charges(1)

4,344

Lease termination costs (2)

1,343

375

Other associated costs(3)

868

1,003

Total Active Sports Restructuring costs

$

2,211

$

5,915

$

(1)These costs were included in costs applicable to revenues – products, service and other in the consolidated statements of operations.
(2)These costs were included in lease termination charges in the consolidated statements of operations. This reflects termination fees paid or to be paid, net of any gain from derecognition of the related operating lease assets and liabilities. The Company paid $1.5 million lease termination fee for a lease terminated during the year ended December 31, 2024.
(3)Other associated costs primarily represent labor, lease and other operating expenses incurred during the post-close wind-down period for the Active Sports Restructuring for the periods presented and were included primarily in selling, general, and administrative expenses in the consolidated statements of operations.
Schedule of changes in the restructuring accrual

The following table details changes in the restructuring accrual associated with the Active Sports Restructuring (in thousands):

    

One-time

    

Lease

    

Other

    

    

Termination

    

Termination

    

Associated

    

    

Benefits

    

Costs (1)

    

Costs (2)

    

Total

Balance at March 31, 2023

$

$

$

$

Charged to expense

193

1,003

1,196

Paid or otherwise settled

(193)

(1,003)

(1,196)

Balance at December 31, 2023

Charged to expense

1,492

868

2,360

Paid or otherwise settled

(1,492)

(868)

(2,360)

Balance at December 31, 2024

$

$

$

$

(1)Lease termination costs exclude the $0.1 million of gain from the derecognition of the operating lease assets and liabilities relating to the terminated leases as part of the Active Sports Restructuring for the year ended December 31, 2024.
(2)Other associated costs primarily represent labor, lease and other operating expenses incurred during the post-close wind-down period for the specialty retail location and distribution centers related to the Active Sports Restructuring.
v3.25.0.1
Assets Held for Sale and Business Divestiture (Tables)
12 Months Ended
Dec. 31, 2024
Assets Held for Sale and Business Divestiture  
Components of assets held for sale and liabilities related to assets held for sale

The following table presents the components of assets held for sale and liabilities related to assets held for sale at December 31, 2024 and 2023 (in thousands):

December 31, 

December 31, 

    

2024

    

2023

Assets held for sale:

Property and equipment, net

$

1,350

$

29,864

$

1,350

$

29,864

Liabilities related to assets held for sale:

Current portion of long-term debt

$

$

864

Long-term debt, net of current portion

16,424

$

$

17,288

v3.25.0.1
Property and Equipment, net (Tables)
12 Months Ended
Dec. 31, 2024
Property and Equipment, net  
Property and Equipment, net

Property and equipment consisted of the following at December 31, 2024 and 2023 (in thousands):

    

December 31, 

    

December 31, 

2024

2023

Land

$

133,984

$

142,020

Buildings and improvements

348,315

321,054

Leasehold improvements

369,791

339,439

Furniture and equipment

277,801

261,114

Software

93,769

90,835

Construction in progress and software in development

45,682

59,954

1,269,342

1,214,416

Less: accumulated depreciation

(422,582)

(379,990)

Property and equipment, net

$

846,760

$

834,426

v3.25.0.1
Goodwill and Intangible Assets (Tables)
12 Months Ended
Dec. 31, 2024
Goodwill and Intangible Assets  
Changes in goodwill by business line

The following is a summary of changes in the Company’s goodwill by business line for the years ended December 31, 2024 and 2023 (in thousands):

Good Sam

Services and

RV and

    

Plans

    

Outdoor Retail

    

Consolidated

Balance at December 31, 2022 (excluding impairment charges)

$

71,118

$

793,142

$

864,260

Accumulated impairment charges

(46,884)

(194,953)

(241,837)

Balance at December 31, 2022

24,234

598,189

622,423

Acquisitions

88,799

88,799

Balance at December 31, 2023

24,234

686,988

711,222

Acquisitions

1,561

30,140

31,701

Divestiture (1)

(8,900)

(8,900)

Balance at December 31, 2024

$

25,795

$

708,228

$

734,023

(1)See Note 6 ― Assets Held for Sale and Business Divestiture.

Finite-lived intangible assets and related accumulated amortization

Finite-lived intangible assets and related accumulated amortization consisted of the following at December 31, 2024 and 2023 (in thousands):

December 31, 2024

Wtd. Average

Carrying

Accumulated

Useful Life

   

Value

    

Amortization

    

Net

    

(in years)

Good Sam Services and Plans:

Membership, customer lists and other

$

9,740

$

(9,537)

$

203

5.3

Trademarks and trade names

2,132

(379)

1,753

15.0

Websites and developed technology

3,650

(1,614)

2,036

6.7

RV and Outdoor Retail:

Customer lists, domain names and other

4,154

(2,752)

1,402

5.5

Supplier lists and agreements

9,500

(594)

8,906

11.0

Trademarks and trade names

26,526

(22,005)

4,521

15.0

Websites and developed technology

6,348

(5,700)

648

10.1

$

62,050

$

(42,581)

$

19,469

11.6

December 31, 2023

Wtd. Average

Carrying

Accumulated

Useful Life

    

Value

    

Amortization

    

Net

    

(in years)

Good Sam Services and Plans:

Membership, customer lists and other

$

9,640

$

(9,246)

$

394

5.4

Trademarks and trade names

2,132

(238)

1,894

15.0

Websites and developed technology

3,050

(1,118)

1,932

7.0

RV and Outdoor Retail:

Customer lists and domain names

5,543

(3,269)

2,274

5.3

Supplier lists and agreements

1,696

(1,102)

594

5.0

Trademarks and trade names

27,251

(21,390)

5,861

15.0

Websites and developed technology

6,325

(5,557)

768

10.0

$

55,637

$

(41,920)

$

13,717

11.2

Schedule of amortization of finite lived intangibles assets The aggregate future five-year amortization of finite-lived intangibles at December 31, 2024, was as follows (in thousands):

2025

    

$

3,643

2026

3,519

2027

3,479

2028

1,950

2029

1,173

Thereafter

5,705

$

19,469

v3.25.0.1
Accrued Liabilities (Tables)
12 Months Ended
Dec. 31, 2024
Accrued Liabilities  
Schedule Of Accrued liabilities

Accrued liabilities consisted of the following at December 31, 2024 and 2023 (in thousands):

    

December 31,

    

December 31,

2024

    

2023

Compensation and benefits

$

42,652

$

51,999

Other accruals

75,905

97,097

$

118,557

$

149,096

v3.25.0.1
Long-Term Debt (Tables)
12 Months Ended
Dec. 31, 2024
Debt Instrument [Line Items]  
Long-Term debt

The following reflects outstanding long-term debt as of December 31, 2024 and 2023, (in thousands):

December 31, 

December 31, 

    

2024

    

2023

Term Loan Facility (1)

$

1,335,535

$

1,346,229

Real Estate Facilities (2)

173,132

166,604

Other Long-Term Debt

7,926

8,246

Subtotal

1,516,593

1,521,079

Less: current portion

(23,275)

(22,121)

Total

$

1,493,318

$

1,498,958

(1)Net of $9.6 million and $12.0 million of original issue discount at December 31, 2024 and 2023, respectively, and $3.8 million and $4.7 million of finance costs at December 31, 2024 and 2023, respectively.
(2)Net of $3.1 million and $3.3 million of finance costs at December 31, 2024 and 2023, respectively.
Schedule of Aggregate Maturities of Long-term Debt

The aggregate future maturities of long-term debt at December 31, 2024, excluding original issue discount of $9.6 million and finance costs of $6.9 million, were as follows (in thousands):

Long-term debt instruments

    

 

2025

    

$

25,083

2026

27,856

2027

166,450

2028

1,309,686

2029

248

Thereafter

3,776

Total

$

1,533,099

Term Loan Facility  
Debt Instrument [Line Items]  
Schedule of outstanding amounts and available borrowings

The following table details the outstanding amounts and available borrowings under the Senior Secured Credit Facilities as of (in thousands):

December 31, 

December 31, 

    

2024

    

2023

Senior Secured Credit Facilities:

Term Loan Facility:

Principal amount of borrowings

$

1,400,000

$

1,400,000

Less: cumulative principal payments

(51,049)

(37,034)

Less: unamortized original issue discount

(9,600)

(12,016)

Less: unamortized finance costs

(3,816)

(4,721)

1,335,535

1,346,229

Less: current portion

(14,015)

(14,015)

Long-term debt, net of current portion

$

1,321,520

$

1,332,214

Revolving Credit Facility:

Total commitment

$

65,000

$

65,000

Less: outstanding letters of credit

(4,902)

(4,930)

Less: total net leverage ratio borrowing limitation

(37,348)

(37,320)

Additional borrowing capacity

$

22,750

$

22,750

Real Estate Facilities  
Debt Instrument [Line Items]  
Schedule of outstanding amounts and available borrowings

As of December 31, 2024

Remaining

Wtd. Average

(In thousands)

    

Outstanding(1)

    

Available(2)

    

Interest Rate

Real Estate Facilities

M&T Real Estate Facility

$

169,756

$

57,390

(3)

6.55%

First CIBC Real Estate Facility

3,376

7.89%

$

173,132

$

57,390

(1)Outstanding principal amounts are net of unamortized finance costs.
(2)Amounts cannot be reborrowed.
(3)Additional borrowings on the M&T Real Estate Facility are subject to a debt service coverage ratio covenant and to the property collateral requirements under the M&T Real Estate Facility.
v3.25.0.1
Lease Obligations (Tables)
12 Months Ended
Dec. 31, 2024
Lease Obligations  
Summary of lease cost

The following table presents certain information related to the costs for leases where the Company is the lessee (in thousands):

Year Ended December 31,

    

2024

    

2023

Operating lease cost

$

116,370

$

118,082

Finance lease cost:

Amortization of finance lease assets

11,160

3,253

Interest on finance lease liabilities

9,285

6,069

Short-term lease cost

1,839

1,940

Variable lease cost

23,874

22,913

Sublease income

(3,355)

(2,726)

Net lease costs

$

159,173

$

149,531

Schedule of cash flow supplemental information

The following table presents supplemental cash flow information related to leases (in thousands):

Year Ended December 31,

    

2024

    

2023

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash flows for operating leases

$

118,848

$

117,160

Operating cash flows for finance leases

9,285

6,064

Financing cash flows for finance leases

7,520

5,496

Lease assets obtained in exchange for lease liabilities:

New, remeasured and terminated operating leases

$

63,228

$

59,858

New, remeasured and terminated finance leases

30,771

20,557

Schedule of other information related to leases

    

December 31, 

2024

2023

Weighted average remaining lease term:

Operating leases

11.2

years

11.3

years

Financing leases

13.7

years

17.4

years

Weighted average discount rate:

Operating leases

7.1

%

7.1

%

Financing leases

6.4

%

6.0

%

Schedule of future operating lease obligations

The following reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the lease liabilities in the accompanying consolidated balance sheet as of December 31, 2024 (in thousands):

    

Operating

    

Finance

    

Leases

    

Leases

2025

    

$

118,276

    

$

15,612

2026

117,606

15,531

2027

110,931

14,978

2028

107,374

14,598

2029

103,684

14,644

Thereafter

656,331

135,821

Total lease payments

1,214,202

211,184

Less: Imputed interest

(388,096)

(73,136)

Total lease obligations

826,106

138,048

Less: current portion

(61,993)

(7,044)

Noncurrent lease obligations

$

764,113

$

131,004

Schedule of future finance lease obligations

The following reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the lease liabilities in the accompanying consolidated balance sheet as of December 31, 2024 (in thousands):

    

Operating

    

Finance

    

Leases

    

Leases

2025

    

$

118,276

    

$

15,612

2026

117,606

15,531

2027

110,931

14,978

2028

107,374

14,598

2029

103,684

14,644

Thereafter

656,331

135,821

Total lease payments

1,214,202

211,184

Less: Imputed interest

(388,096)

(73,136)

Total lease obligations

826,106

138,048

Less: current portion

(61,993)

(7,044)

Noncurrent lease obligations

$

764,113

$

131,004

v3.25.0.1
Income Taxes (Tables)
12 Months Ended
Dec. 31, 2024
Income Taxes  
Schedule of components of the Company's income tax expense

The components of the Company’s income tax (benefit) expense from operations for the years ended December 31, 2024, 2023 and 2022 consisted of (in thousands):

    

2024

    

2023

    

2022

Current:

Federal

$

880

$

9,123

$

44,613

State

689

1,558

11,170

Deferred:

Federal

(10,377)

(11,173)

28,543

State

(2,569)

(3,035)

27,957

Income tax (benefit) expense

$

(11,377)

$

(3,527)

$

112,283

Schedule of reconciliation of income tax expense from operations to the federal statutory rate

A reconciliation of income tax (benefit) expense from operations to the federal statutory rate for the years ended December 31, 2024, 2023 and 2022 were as follows (in thousands):

    

2024

    

2023

    

2022

    

Income taxes computed at federal statutory rate(1)

$

(18,955)

$

10,374

$

94,524

State income taxes – net of federal benefit(1)

(1,774)

(2,645)

8,362

Other differences:

State and local taxes on pass-through entities

674

1,948

3,736

Income taxes computed at the effective federal and state statutory rate for pass-through entities not subject to tax for the Company(2)

9,411

(3,927)

(53,461)

Effect of LLC Conversion(3)

(85,790)

208,833

(Decrease) increase in valuation allowance(4)

(1,568)

64,351

(151,058)

Impact of other state tax rate changes

(241)

4,900

967

Accrual to return

420

8,314

(1,135)

Tax credits

(501)

(582)

(743)

Uncertain Tax Positions

(128)

(547)

1,519

Other

1,285

77

739

Income tax (benefit) expense

$

(11,377)

$

(3,527)

$

112,283

(1)Federal and state income tax includes $0.6 million and $0.1 million of income tax expense relating to the revaluation in the Tax Receivable Agreement liability due to fluctuations in state income tax rates for 2023, and 2022, respectively. There were no changes to the Tax Receivable Agreement liability due to fluctuations in state tax rate for the year ended December 31, 2024.
(2)The related income is taxable to the non-controlling interest.
(3)For 2023, these amounts represent a reduction of $81.7 million to CWH’s outside basis deferred tax assets as a result of the LLC Conversion and $4.1 million related to the entity classification election, which was filed in the third quarter of 2023 with an effective date of January 2, 2023 (defined and discussed below). For 2022, these amounts represent the tax impact of the LLC Conversion, which is comprised of a $209.4 million adjustment to CW’s deferred tax assets inclusive of tax operating losses, net of a $0.6 million reduction to CWH’s outside basis deferred tax asset.
(4)For 2024, the decrease in valuation allowance was primarily related to utilization of a portion of the capital loss carryforward. For 2023, the valuation allowance increased by $64.4 million. The valuation allowance increased by $132.2 million related to capital loss carryforward. Additionally, valuation allowance decreased by $52.5 million as a result of the LLC Conversion and its impact on realization of the CWH’s outside basis deferred tax asset and decreased by $15.3 million for activities not related to the LLC Conversion. For 2022, these amounts include a $180.4 million decrease in valuation allowance associated with the LLC Conversion, partially offset by $16.8 million of increases to the valuation allowance for activity not related to the LLC conversion, which is primarily
resulting from losses of CW for which no benefit is recognized for the U.S. federal and non-unitary states. Additionally, the valuation allowance increased by $12.5 million associated with CWH’s outside basis deferred tax asset in CWGS, LLC.
Summary of significant items comprising the net deferred tax asset Significant items comprising the net deferred tax assets at December 31, 2024 and 2023 were (in thousands):

    

2024

    

2023

Deferred tax liabilities

Operating lease assets

$

(6,068)

$

(5,375)

Other

(105)

(101)

(6,173)

(5,476)

Deferred tax assets

Investment in partnership ("Outside Basis Deferred Tax Asset")(1)

216,572

194,764

Capital loss carryforward

131,371

132,248

Tax Receivable Agreement liability

37,639

40,702

Operating lease liabilities

6,482

5,678

Business interest expense carryforward

21,164

5,597

Net operating loss and tax credit carryforward

17,472

2,061

Other investments

17,011

17,011

Other reserves

1,207

1,195

448,918

399,256

Valuation allowance

(227,605)

(192,686)

Net deferred tax assets

$

215,140

$

201,094

(1)This amount is the deferred tax asset the Company recognizes for its book to tax basis difference in its investment in CWGS, LLC.
v3.25.0.1
Fair Value Measurements (Tables)
12 Months Ended
Dec. 31, 2024
Fair Value Measurements  
Summary of the reported carrying values and the fair values by level of the Company's assets and liabilities measured at fair value on a recurring basis

December 31, 2024

December 31, 2023

($ in thousands)

Carrying Value

Level 3

Carrying Value

Level 3

Assets:

Derived participation investment (1)

$

156

$

156

$

$

Liabilities:

Acquisition-related contingent consideration (2)

368

368

(1)Derived participation investment was included in other assets in the accompanying consolidated balance sheets.
(2)The $0.2 million currently and $0.2 million non-current portions of acquisition-related contingent consideration were included in accrued liabilities and other long-term liabilities, respectively, in the accompanying balance sheets.

Schedule of fair value measurements of assets using significant unobservable inputs

Year Ended December 31, 2024

($ in thousands)

    

    

Derived Participation Investment

    

Acquisition-related contingent consideration

Beginning balance

$

$

Business combinations

368

Purchases

5,269

Settlements

(5,779)

Gains included in earnings

666

Ending balance

$

156

$

368

Schedule of fair value measurements of liabilities using significant unobservable inputs

Year Ended December 31, 2024

($ in thousands)

    

    

Derived Participation Investment

    

Acquisition-related contingent consideration

Beginning balance

$

$

Business combinations

368

Purchases

5,269

Settlements

(5,779)

Gains included in earnings

666

Ending balance

$

156

$

368

Summary of aggregate carrying value and fair value of the Company's debt instruments

Fair Value

December 31, 2024

December 31, 2023

($ in thousands)

    

Measurement

    

Carrying Value

    

Fair Value

    

Carrying Value

    

Fair Value

Term Loan Facility

Level 2

$

1,335,535

$

1,320,286

$

1,346,229

$

1,328,892

Floor Plan Facility Revolving Line of Credit

Level 2

20,885

21,732

Real Estate Facilities(1)

Level 2

173,132

176,684

183,892

195,029

Other Long-Term Debt

Level 2

7,926

6,652

8,246

6,702

(1)The carrying value of Real Estate Facilities at December 31, 2023 includes the $17.3 million reported as liabilities related to assets held for sale in the consolidated balance sheet.
v3.25.0.1
Acquisitions (Tables)
12 Months Ended
Dec. 31, 2024
Assets Of Multiple Dealership Locations Acquired  
Acquisition  
Summary of the purchase price allocations

Year Ended December 31, 

($ in thousands)

    

2024

    

2023

Tangible assets (liabilities) acquired (assumed):

Accounts receivable, net

$

4

$

Inventories, net

36,431

119,672

Prepaid expenses and other assets

170

Property and equipment, net

296

1,407

Operating lease assets

15,328

916

Accounts payable

(5)

(6)

Accrued liabilities

(35)

(63)

Current portion of operating lease liabilities

(1,112)

(208)

Other current liabilities

(23)

(520)

Operating lease liabilities, net of current portion

(14,216)

(708)

Total tangible net assets acquired

36,668

120,660

Intangible assets acquired:

Supplier and customer relationships

2,595

Websites and developed technology

600

Total intangible assets acquired

3,195

Goodwill

31,701

88,799

Purchase price of acquisitions

71,564

209,459

Application of deposit paid in prior period

(8,873)

Contingent consideration

(368)

Lazydays acquisition deposit

10,000

Cash paid for acquisitions, net of cash acquired

72,323

209,459

Inventory purchases financed via floor plan

(49,162)

(100,331)

Cash payment net of floor plan financing

$

23,161

$

109,128

v3.25.0.1
Statements of Cash Flows (Tables)
12 Months Ended
Dec. 31, 2024
Statements of Cash Flows  
Supplemental disclosures of cash flow information

Supplemental disclosures of cash flow information for the following periods (in thousands):

Year Ended December 31,

2024

    

2023

    

2022

Cash paid (received) during the period for:

Interest

$

238,553

$

214,082

$

106,997

Income taxes

(116)

3,352

54,579

Noncash investing and financing activities:

Leasehold improvements paid by lessor

256

361

Capital expenditures in accounts payable and accrued liabilities

8,153

5,833

12,377

Contingent consideration recognized as partial consideration for purchase of a business

368

Fair value of holdback receivable recognized as partial consideration for divestiture of a business

933

Supplier agreement intangible asset recognized as partial consideration for divestiture of a business

9,500

Prior period deposit applied to portion of purchase price of RV dealership acquisition

8,873

Purchase of real property through assumption of other long-term debt

5,185

Note receivable exchanged for amounts owed by other investment

2,153

Par value of Class A common stock issued for redemption of common units in CWGS, LLC

1

20

1

Cost of treasury stock issued for vested restricted stock units

15,320

29,542

42,640

v3.25.0.1
Non-Controlling Interests (Tables)
12 Months Ended
Dec. 31, 2024
Non-Controlling Interests  
Schedule of ownership in CWGS, LLC

As of December 31, 2024

As of December 31, 2023

Common Units

    

Ownership %

    

Common Units

    

Ownership %

CWH

62,502,096

61.0%

45,020,116

52.9%

Continuing Equity Owners

39,895,393

39.0%

40,044,536

47.1%

Total

102,397,489

100.0%

85,064,652

100.0%

Schedule of effects of change in ownership

Year Ended December 31, 

($ in thousands)

   

2024

   

2023

   

2022

   

Net (loss) income attributable to Camping World Holdings, Inc.

$

(38,637)

$

33,372

$

123,748

Transfers to non-controlling interests:

Decrease in additional paid-in capital as a result of the purchase of common units from CWGS, LLC with proceeds from the public offering

(118,798)

Decrease in additional paid-in capital as a result of the purchase of common units from CWGS, LLC with proceeds from the exercise of stock options

(239)

(485)

(245)

Decrease in additional paid-in capital as a result of the vesting of restricted stock units

(13,097)

(25,080)

(35,831)

(Decrease) increase in additional paid-in capital as a result of repurchases of Class A common stock for withholding taxes on vested RSUs

(487)

3,016

2,371

Increase in additional paid-in capital as a result of repurchases of Class A common stock for treasury stock

27,561

Increase in additional paid-in capital as a result of the redemption of common units of CWGS, LLC

1,531

1,169

41,844

Change from net (loss) income attributable to Camping World Holdings, Inc. and transfers to non-controlling interests

$

(169,727)

$

11,992

$

159,448

v3.25.0.1
Stock-Based Compensation Plans (Tables)
12 Months Ended
Dec. 31, 2024
Stock-Based Compensation Plans  
Schedule of stock-based compensation expense classified with the consolidated statements of operations

Year Ended December 31, 

($ in thousands)

    

2024

    

2023

    

2022

 

Stock-based compensation expense:

Costs applicable to revenue

$

372

$

895

$

689

Selling, general, and administrative

21,213

23,191

33,158

Total stock-based compensation expense

$

21,585

$

24,086

$

33,847

Total income tax benefit recognized related to stock-based compensation

$

2,963

$

3,205

$

3,809

Summary of stock option activity

Weighted Average

Aggregate

Remaining

Stock Options

Weighted Average

Intrinsic Value

Contractual Life

    

(in thousands)

    

Exercise Price

    

(in thousands)

    

(years)

Outstanding at December 31, 2023

193

$

21.92

Exercised

(26)

$

21.53

Forfeited

(12)

$

22.00

Outstanding and exercisable at December 31, 2024

155

$

21.98

$

1.8

Summary of restricted stock unit activity

Restricted

Weighted Average

Stock Units

Grant Date

    

(in thousands)

    

Fair Value

Outstanding at December 31, 2023

1,875

$

29.39

Granted

633

$

21.51

Vested

(717)

$

29.65

Forfeited

(139)

$

28.14

Outstanding at December 31, 2024

1,652

$

25.61

v3.25.0.1
(Loss) Earnings Per Share (Tables)
12 Months Ended
Dec. 31, 2024
Class A Common Stock  
Schedule of reconciliations of the numerators and denominators used to compute basic and diluted (loss) earnings

Year Ended December 31, 

(In thousands except per share amounts)

    

2024

    

2023

    

2022

Numerator:

Net (loss) income

$

(78,880)

$

52,929

$

337,832

Less: net (loss) income attributable to non-controlling interests

40,243

(19,557)

(214,084)

Net (loss) income attributable to Camping World Holdings, Inc. basic

(38,637)

33,372

123,748

Add: reallocation of net income attributable to non-controlling interests from the assumed dilutive effect of stock options and RSUs

938

Add: reallocation of net income attributable to non-controlling interests from the assumed redemption of common units of CWGS, LLC for Class A common stock

15,392

Net (loss) income attributable to Camping World Holdings, Inc. diluted

$

(38,637)

$

48,764

$

124,686

Denominator:

Weighted-average shares of Class A common stock outstanding — basic

48,005

44,626

42,386

Dilutive options to purchase Class A common stock

20

56

Dilutive restricted stock units

281

412

Dilutive common units of CWGS, LLC that are convertible into Class A common stock

40,045

Weighted-average shares of Class A common stock outstanding — diluted

48,005

84,972

42,854

(Loss) earnings per share of Class A common stock — basic

$

(0.80)

$

0.75

$

2.92

(Loss) earnings per share of Class A common stock — diluted

$

(0.80)

$

0.57

$

2.91

Weighted-average anti-dilutive securities excluded from the computation of diluted (loss) earnings per share of Class A common stock:

Stock options to purchase Class A common stock

175

50

Restricted stock units

1,979

1,364

2,146

Common units of CWGS, LLC that are convertible into Class A common stock

40,007

42,045

v3.25.0.1
Segments Information (Tables)
12 Months Ended
Dec. 31, 2024
Segments Information  
Reportable segment revenue

Year Ended December 31, 2024

Year Ended December 31, 2023

Year Ended December 31, 2022

Good Sam

RV and

Good Sam

RV and

Good Sam

RV and

Services

Outdoor

Services

Outdoor

Services

Outdoor

($ in thousands)

and Plans

    

Retail

    

and Plans

    

Retail

    

and Plans

    

Retail

Revenue:

Good Sam Services and Plans

$

194,575

$

$

193,827

$

$

192,128

$

New vehicles

2,825,640

2,576,278

3,228,077

Used vehicles

1,613,849

1,979,632

1,877,601

Products, service and other

820,111

870,038

999,214

Finance and insurance, net

599,718

562,256

623,456

Good Sam Club

46,081

44,516

46,537

Intersegment revenue(1)

1,055

11,358

1,000

12,154

494

28,393

Total revenue before intersegment eliminations

195,630

5,916,757

194,827

6,044,874

192,622

6,803,278

Segment expenses:

Adjusted costs applicable to revenue(2)

70,557

4,203,549

58,765

4,283,700

71,518

4,632,523

Intersegment costs applicable to revenue(3)

784

9,780

909

9,814

244

24,174

Adjusted selling, general and administrative(4)

29,774

1,509,557

24,273

1,479,642

25,856

1,529,087

Floor plan interest expense

95,121

83,075

42,031

Other segment items(5)

188

314

1,502

Segment Adjusted EBITDA

$

94,515

$

98,562

$

110,880

$

188,329

$

95,004

$

573,961

(1)Intersegment revenue consists of segment revenue that is eliminated in our consolidated statements of operations.
(2)Adjusted costs applicable to revenue exclude stock-based compensation expense, restructuring costs, and intersegment costs applicable to revenue.
(3)Intersegment costs applicable to revenue consist of segment costs applicable to revenue that are eliminated in our consolidated statements of operations.
(4)Adjusted selling, general, and administrative expenses excludes stock-based compensation expense, restructuring costs, and intersegment operating expenses.
(5)Other segment items include (i) intersegment operating expenses, which are eliminated in our consolidated statements of operations, and (ii) other expense, net excluding loss and/or impairment on investments in equity securities.
Reportable segment adjusted EBITDA

Year Ended December 31, 

($ in thousands)

   

2024

   

2023

   

2022

Revenue:

Good Sam Services and Plans Segment

$

195,630

$

194,827

$

192,622

RV and Outdoor Retail Segment

5,916,757

6,044,874

6,803,278

Total segment revenue

6,112,387

6,239,701

6,995,900

Intersegment eliminations

(12,413)

(13,154)

(28,887)

Total revenue

6,099,974

6,226,547

6,967,013

Segment Adjusted EBITDA:

Good Sam Services and Plans Segment

94,515

110,880

95,004

RV and Outdoor Retail Segment

98,562

188,329

573,961

Total Segment Adjusted EBITDA

193,077

299,209

668,965

Corporate selling, general, and administrative excluding stock-based compensation(1)

(12,573)

(10,880)

(11,856)

Depreciation and amortization

(81,190)

(68,643)

(80,304)

Long-lived asset impairment

(15,061)

(9,269)

(4,231)

Lease termination

2,297

103

(1,614)

(Gain) loss on sale or disposal of assets

(9,855)

5,222

(622)

Stock-based compensation(2)

(21,585)

(24,086)

(33,847)

Restructuring costs(3)

(5,540)

(7,026)

Loss and impairment on investments in equity securities(4)

(3,262)

(1,770)

Other interest expense, net

(140,444)

(135,270)

(75,745)

Tax Receivable Agreement liability adjustment

2,442

114

Corporate other expense, net

139

Intersegment eliminations(5)

(1,661)

(2,116)

(3,858)

(Loss) income before income taxes

$

(90,257)

$

49,402

$

450,115

(1)Corporate selling, general, and administrative excluding stock-based compensation represents corporate selling, general, and administrative expenses that are not allocated to the segments and are comprised primarily of the costs associated with being a public company. This amount excludes the stock-based compensation relating to the Board of Directors for their service as board members that is not allocated to the segments, since it is presented as part of the stock-based compensation reconciling line item in this table.
(2)This stock-based compensation amount includes stock-based compensation allocated to the segments and stock-based compensation relating to the Board of Directors for their service as board members that is not allocated to the segments (See Note 21 — Stock-Based Compensation Plans).
(3)Represents restructuring costs relating to the Active Sports Restructuring for periods ended on or before December 31, 2023 and our 2019 Strategic Shift for the period ended December 31, 2022. These restructuring costs include one-time employee termination benefits, incremental inventory reserve charges, and other associated costs. These costs exclude lease termination costs, which are presented as a separate reconciling line item. See Note 5 – Restructuring and Long-Lived Asset Impairment for additional information.
(4)Represents loss and/or impairment on investments in equity securities and interest income relating to any notes receivables with those investments for periods beginning after December 31, 2022. Amounts relating to periods prior to 2023 were not significant. These amounts are included in other expense, net in the consolidated statements of operations. During the years ended December 31, 2024 and 2023, these amounts included $0.9 million and $1.3 million of impairment on an equity method investment, respectively.
(5)Represents the net impact of intersegment eliminations on (loss) income before income taxes.
Reportable depreciation and amortization and other interest expense, net

Year Ended December 31, 

($ in thousands)

    

2024

    

2023

    

2022

Depreciation and amortization:

Good Sam Services and Plans

$

3,280

$

3,278

$

3,353

RV and Outdoor Retail

77,910

65,365

76,951

Total depreciation and amortization

$

81,190

$

68,643

$

80,304

Year Ended December 31, 

($ in thousands)

    

2024

    

2023

    

2022

Other interest expense, net:

Good Sam Services and Plans

$

(77)

$

(204)

$

57

RV and Outdoor Retail

30,373

27,131

14,802

Subtotal

30,296

26,927

14,859

Corporate & other

110,148

108,343

60,886

Total other interest expense, net

$

140,444

$

135,270

$

75,745

Reportable segment assets

As of December 31, 

($ in thousands)

    

2024

    

2023

Assets:

Good Sam Services and Plans

$

121,876

$

113,619

RV and Outdoor Retail

4,509,509

4,568,372

Subtotal

4,631,385

4,681,991

Corporate & other

231,892

207,461

Total assets

$

4,863,277

$

4,889,452

Schedule of segment capital expenditures

Year Ended December 31, 

($ in thousands)

   

2024

   

2023

   

2022

Capital expenditures:

Good Sam Services and Plans

$

8,534

$

4,040

$

5,099

RV and Outdoor Retail

91,905

194,234

205,491

Subtotal

100,439

198,274

210,590

Corporate and other

2

Total capital expenditures

$

100,439

$

198,274

$

210,592

v3.25.0.1
Summary of Significant Accounting Policies - Description of Business (Details) - segment
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Segments Information      
Number of reportable segments 2    
Existence of option to extend true    
Minimum      
Segments Information      
Renewal term of lease 1 year    
Maximum      
Segments Information      
Renewal term of lease 5 years    
CWGS, LLC      
Segments Information      
Ownership interest 100.00% 100.00%  
CWH | CWGS, LLC      
Segments Information      
Ownership interest 61.00% 52.90% 50.20%
v3.25.0.1
Summary of Significant Accounting Policies - Revisions for Correction of Immaterial Errors of consolidated balance sheet (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Reclassification [Line Items]        
Deferred tax assets, net $ 215,140 $ 201,094    
Total assets 4,863,277 4,889,452    
Additional paid-in capital 193,692 131,665    
Retained earnings 132,241 195,627    
Total stockholders' equity attributable to Camping World Holdings, Inc. 326,562 168,352    
Total stockholders' equity 484,949 257,975 $ 296,610 $ 254,597
Total liabilities and stockholders' equity $ 4,863,277 4,889,452    
As Previously Reported        
Reclassification [Line Items]        
Deferred tax assets, net   157,326    
Total assets   4,845,684    
Additional paid-in capital   98,280    
Retained earnings   185,244    
Total stockholders' equity attributable to Camping World Holdings, Inc.   124,584    
Total stockholders' equity   214,207 247,686 233,894
Total liabilities and stockholders' equity   4,845,684    
Adjustment        
Reclassification [Line Items]        
Deferred tax assets, net   43,768    
Total assets   43,768    
Additional paid-in capital   33,385    
Retained earnings   10,383    
Total stockholders' equity attributable to Camping World Holdings, Inc.   43,768    
Total stockholders' equity   43,768 $ 48,924 $ 20,703
Total liabilities and stockholders' equity   $ 43,768    
v3.25.0.1
Summary of Significant Accounting Policies - Revisions for Correction of Immaterial Errors of consolidated statements of income (Details) - USD ($)
$ / shares in Units, $ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Reclassification [Line Items]      
Income tax benefit (expense) $ 11,377 $ 3,527 $ (112,283)
Net (loss) income (78,880) 52,929 337,832
Net (loss) income attributable to Camping World Holdings, Inc. $ (38,637) $ 33,372 $ 123,748
Class A Common Stock      
(Loss) earnings per share of Class A common stock:      
Basic $ (0.80) $ 0.75 $ 2.92
Diluted $ (0.80) $ 0.57 $ 2.91
As Previously Reported      
Reclassification [Line Items]      
Income tax benefit (expense)   $ 1,199 $ (99,084)
Net (loss) income   50,601 351,031
Net (loss) income attributable to Camping World Holdings, Inc.   $ 31,044 $ 136,947
As Previously Reported | Class A Common Stock      
(Loss) earnings per share of Class A common stock:      
Basic   $ 0.7 $ 3.23
Diluted   $ 0.55 $ 3.22
Adjustment      
Reclassification [Line Items]      
Income tax benefit (expense)   $ 2,328 $ (13,199)
Net (loss) income   2,328 (13,199)
Net (loss) income attributable to Camping World Holdings, Inc.   $ 2,328 $ (13,199)
Adjustment | Class A Common Stock      
(Loss) earnings per share of Class A common stock:      
Basic   $ 0.05 $ (0.31)
Diluted   $ 0.02 $ (0.31)
v3.25.0.1
Summary of Significant Accounting Policies - Revisions for Correction of Immaterial Errors of consolidated statements of stockholders' equity (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Reclassification [Line Items]      
Balance $ 257,975 $ 296,610 $ 254,597
Stock-based compensation 21,606 20,849 30,727
Exercise of stock options 549 389 541
Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options 0 (324) 0
Vesting of restricted stock units 0 438 209
Repurchases of Class A common stock for withholding taxes on vested RSUs (5,412) (6,861) (11,128)
Repurchases of Class A common stock to treasury stock     (89,970)
Redemption of LLC common units for Class A common stock 850 (3,550) 41,800
Disgorgement of short-swing profits by Section 16 officer     58
Distributions to holders of LLC common units (18,682) (31,510) (162,963)
Dividends (24,749) (66,831) (105,387)
Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability (684) (4,164) 294
Non-controlling interest adjustment 0 0 0
Net income (78,880) 52,929 337,832
Balance 484,949 257,975 296,610
Additional Paid-in Capital      
Reclassification [Line Items]      
Balance 131,665 146,920 97,562
Stock-based compensation 11,764 9,458 13,897
Exercise of stock options (345) (238) (349)
Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options (239) (485) (245)
Vesting of restricted stock units (13,097) (25,080) (35,831)
Repurchases of Class A common stock for withholding taxes on vested RSUs (487) 3,016 2,371
Repurchases of Class A common stock to treasury stock     27,561
Redemption of LLC common units for Class A common stock 1,531 1,169 41,844
Disgorgement of short-swing profits by Section 16 officer     58
Distributions to holders of LLC common units 0 0 0
Dividends 0 0 0
Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability (684) (4,164) 294
Non-controlling interest adjustment (1,718) 1,069 (242)
Net income 0 0 0
Balance 193,692 131,665 146,920
Retained Earnings      
Reclassification [Line Items]      
Balance 195,627 229,086 210,725
Stock-based compensation 0 0 0
Exercise of stock options 0 0 0
Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options 0 0 0
Vesting of restricted stock units 0 0 0
Repurchases of Class A common stock for withholding taxes on vested RSUs 0 0 0
Repurchases of Class A common stock to treasury stock     0
Redemption of LLC common units for Class A common stock 0 0 0
Disgorgement of short-swing profits by Section 16 officer     0
Distributions to holders of LLC common units 0 0 0
Dividends (24,749) (66,831) (105,387)
Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability 0 0 0
Non-controlling interest adjustment 0 0 0
Net income (38,637) 33,372 123,748
Balance 132,241 195,627 229,086
As Previously Reported      
Reclassification [Line Items]      
Balance 214,207 247,686 233,894
Stock-based compensation   20,849 30,727
Exercise of stock options   389 541
Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options   (324)  
Vesting of restricted stock units   438 209
Repurchases of Class A common stock for withholding taxes on vested RSUs   (6,861) (11,128)
Repurchases of Class A common stock to treasury stock     (89,970)
Redemption of LLC common units for Class A common stock   3,934 380
Disgorgement of short-swing profits by Section 16 officer     58
Distributions to holders of LLC common units   (31,510) (162,963)
Dividends   (66,831) (105,387)
Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability   (4,164) 294
Net income   50,601 351,031
Balance   214,207 247,686
As Previously Reported | Additional Paid-in Capital      
Reclassification [Line Items]      
Balance 98,280 106,051 98,113
Stock-based compensation   9,458 13,897
Exercise of stock options   (238) (349)
Non-controlling interest adjustment for capital contribution of proceeds from the exercise of stock options   (485) (245)
Vesting of restricted stock units   (25,080) (35,831)
Repurchases of Class A common stock for withholding taxes on vested RSUs   3,016 2,371
Repurchases of Class A common stock to treasury stock     27,561
Redemption of LLC common units for Class A common stock   8,653 424
Disgorgement of short-swing profits by Section 16 officer     58
Establishment of liabilities under the Tax Receivable Agreement and related changes to deferred tax assets associated with that liability   (4,164) 294
Non-controlling interest adjustment   1,069 (242)
Balance   98,280 106,051
As Previously Reported | Retained Earnings      
Reclassification [Line Items]      
Balance 185,244 221,031 189,471
Dividends   (66,831) (105,387)
Net income   31,044 136,947
Balance   185,244 221,031
Adjustment      
Reclassification [Line Items]      
Balance 43,768 48,924 20,703
Redemption of LLC common units for Class A common stock   (7,484) 41,420
Net income   2,328 (13,199)
Balance   43,768 48,924
Adjustment | Additional Paid-in Capital      
Reclassification [Line Items]      
Balance 33,385 40,869 (551)
Redemption of LLC common units for Class A common stock   (7,484) 41,420
Balance   33,385 40,869
Adjustment | Retained Earnings      
Reclassification [Line Items]      
Balance $ 10,383 8,055 21,254
Net income   2,328 (13,199)
Balance   $ 10,383 $ 8,055
v3.25.0.1
Summary of Significant Accounting Policies - Revisions for Correction of Immaterial Errors of consolidated statements of cash flows (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Revisions for Correction of Immaterial Errors      
Net (loss) income $ (78,880) $ 52,929 $ 337,832
Deferred income taxes $ (12,946) (14,208) 56,500
As Previously Reported      
Revisions for Correction of Immaterial Errors      
Net (loss) income   50,601 351,031
Deferred income taxes   (11,880) 43,301
Adjustment      
Revisions for Correction of Immaterial Errors      
Net (loss) income   2,328 (13,199)
Deferred income taxes   $ (2,328) $ 13,199
v3.25.0.1
Summary of Significant Accounting Policies - Contracts in Transit, Accounts Receivable and Current Expected Credit Losses (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
"Shipping, Handling and Transportation Costs [Abstract]"    
Number of days for retail installment sales contracts funded after the initial approval of the retail installment sales contract by third party lender 10 days  
Accounts receivable due in excess of one year $ 7,400 $ 8,800
Allowance for credit losses - contracts in transit 0 0
Allowance for credit losses 2,748 2,978
Allowance for credit losses    
Balance, beginning of period 2,978 4,222
Charged to bad debt expense 754 (954)
Deductions (984) (290)
Balance, end of period $ 2,748 $ 2,978
v3.25.0.1
Summary of Significant Accounting Policies - Concentration of Credit Risk (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Concentration of Credit Risk      
Amount in excess of FDIC limits $ 231.5 $ 47.4  
Revenue      
Number of past years 10 years 10 years  
Amount of chargebacks included in the estimate of variable consideration $ 65.4 $ 68.2  
Lifetime memberships period 18 years    
Advertising Expense      
Advertising expenses $ 127.0 $ 101.1 $ 150.7
Shipping and Handling Fees and Costs      
Cost, Product and Service [Extensible Enumeration] Shipping and handling Shipping and handling Shipping and handling
Contracts in Transit      
Number of days for retail installment sales contracts funded after the initial approval of the retail installment sales contract by third party lender 10 days    
Building and improvements      
Property and Equipment, net      
Property, Plant and Equipment, Useful Life 40 years    
Minimum      
Revenue      
Stated period of time for insurance and service contracts 1 year    
Minimum | Leasehold improvements      
Property and Equipment, net      
Property, Plant and Equipment, Useful Life 3 years    
Minimum | Furniture and equipment      
Property and Equipment, net      
Property, Plant and Equipment, Useful Life 3 years    
Minimum | Software      
Property and Equipment, net      
Property, Plant and Equipment, Useful Life 3 years    
Maximum      
Revenue      
Stated period of time for insurance and service contracts 7 years    
Maximum | Leasehold improvements      
Property and Equipment, net      
Property, Plant and Equipment, Useful Life 40 years    
Maximum | Furniture and equipment      
Property and Equipment, net      
Property, Plant and Equipment, Useful Life 12 years    
Maximum | Software      
Property and Equipment, net      
Property, Plant and Equipment, Useful Life 5 years    
RV and Outdoor Retail | Shipping and handling      
Shipping and Handling Fees and Costs      
Cost of Goods and Services Sold $ 2.9 $ 4.4 $ 7.2
v3.25.0.1
Revenue - Contract Assets (Details) - USD ($)
$ in Millions
Dec. 31, 2024
Dec. 31, 2023
Capitalized costs    
Capitalized costs $ 4.4 $ 4.5
Accounts receivable | RV Service Center    
Capitalized costs    
Contract asset $ 10.0 $ 16.1
v3.25.0.1
Revenue - Deferred Revenues (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Deferred Revenues    
Revenues recognized that were included in the deferred revenues balance $ 90.3 $ 92.6
v3.25.0.1
Revenue - Performance Obligation (Details)
$ in Thousands
Dec. 31, 2024
USD ($)
Performance obligation  
Revenue expected to be recognized $ 155,766
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01  
Performance obligation  
Revenue expected to be recognized $ 92,124
Unsatisfied performance obligation, period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01  
Performance obligation  
Revenue expected to be recognized $ 31,678
Unsatisfied performance obligation, period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01  
Performance obligation  
Revenue expected to be recognized $ 16,911
Unsatisfied performance obligation, period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01  
Performance obligation  
Revenue expected to be recognized $ 8,453
Unsatisfied performance obligation, period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01  
Performance obligation  
Revenue expected to be recognized $ 4,174
Unsatisfied performance obligation, period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2030-01-01  
Performance obligation  
Revenue expected to be recognized $ 2,426
Unsatisfied performance obligation, period 0 years
v3.25.0.1
Accounts Receivable (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Receivables      
Gross receivables $ 123,160 $ 131,048  
Allowance for credit losses (2,748) (2,978) $ (4,222)
Accounts Receivable, Net 120,412 128,070  
Good Sam Services and Plans      
Receivables      
Gross receivables 14,373 17,589  
Good Sam Services and Plans | Other assets      
Receivables      
Accounts receivable noncurrent, net 7,400 8,800  
RV and Outdoor Retail | Trade accounts receivable      
Receivables      
Gross receivables 38,313 27,773  
RV and Outdoor Retail | Due from manufacturers      
Receivables      
Gross receivables 22,008 37,190  
RV and Outdoor Retail | New and used vehicles      
Receivables      
Gross receivables 2,310 2,830  
RV and Outdoor Retail | Parts, services and other      
Receivables      
Gross receivables 34,210 35,748  
RV and Outdoor Retail | Other      
Receivables      
Gross receivables $ 11,946 9,365  
Corporate      
Receivables      
Gross receivables   $ 553  
v3.25.0.1
Inventories and Floor Plan Payables - Inventories (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Inventories    
Inventories $ 1,821,837 $ 2,042,949
Good Sam Services and Plans    
Inventories    
Inventories 263 452
New RV vehicles    
Inventories    
Inventories 1,241,533 1,378,403
Used RV vehicles    
Inventories    
Inventories 413,546 464,833
Products, parts, accessories and other    
Inventories    
Inventories $ 166,495 $ 199,261
v3.25.0.1
Inventories and Floor Plan Payables - Floor Plan Payable (Details) - USD ($)
$ in Thousands
1 Months Ended 12 Months Ended
Feb. 27, 2025
Dec. 31, 2024
Dec. 31, 2023
Floor Plan Payable      
Principal Outstanding   $ 0 $ 20,885
Floor Plan Facility      
Floor Plan Payable      
Maximum borrowing capacity   $ 1,850,000 $ 1,850,000
Percentage available for used RV inventory   30.00%  
Increase in aggregate amount, accordion   $ 50,000  
Applicable interest rate (as a percent)   6.72% 7.28%
FLAIR offset account amount   $ 79,472 $ 145,047
FLAIR Maximum Percentage   35.00% 35.00%
Floor Plan Facility | Subsequent Event      
Floor Plan Payable      
Maximum borrowing capacity $ 2,150,000    
Increase in borrowing capacity 300,000    
Floor Plan Facility | Maximum      
Floor Plan Payable      
Increase in aggregate amount, accordion   $ 300,000  
Floor Plan Facility | SOFR      
Floor Plan Payable      
SOFR Adjustment rate (as a percent)   0.11%  
Floor Plan Facility | SOFR | Minimum      
Floor Plan Payable      
Variable rate spread (as a percent)   1.90%  
Floor Plan Facility | SOFR | Maximum      
Floor Plan Payable      
Variable rate spread (as a percent)   2.50%  
Floor Plan Facility | Base Rate | Minimum      
Floor Plan Payable      
Variable rate spread (as a percent)   0.40%  
Floor Plan Facility | Base Rate | Maximum      
Floor Plan Payable      
Variable rate spread (as a percent)   1.00%  
Letters of credit | Floor Plan Facility      
Floor Plan Payable      
Maximum borrowing capacity   $ 30,000  
Line of Credit | Floor Plan Facility      
Floor Plan Payable      
Maximum borrowing capacity   70,000 $ 70,000
Applicable interest rate (as a percent)     7.63%
Principal Outstanding   $ 0  
Line of Credit | Floor Plan Facility | SOFR      
Floor Plan Payable      
SOFR Adjustment rate (as a percent)   0.11%  
Variable rate spread (as a percent)   2.25%  
Line of Credit | Floor Plan Facility | SOFR | In Case of Base Rate Loan      
Floor Plan Payable      
Additional variable rate spread (as a percent)   0.75%  
Line of Credit | Floor Plan Facility | Federal Funds Rate | In Case of Base Rate Loan      
Floor Plan Payable      
Variable rate spread (as a percent)   0.50%  
Letters of credit | Floor Plan Facility      
Floor Plan Payable      
Maximum borrowing capacity   $ 30,000 $ 30,000
Letters of credit | Floor Plan Facility | Subsequent Event      
Floor Plan Payable      
Maximum borrowing capacity 45,000    
Increase in borrowing capacity $ 15,000    
v3.25.0.1
Inventories and Floor Plan Payables - Floor Plan Outstanding (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Floor Plan Payable    
Less: outstanding letters of credit $ (19,200) $ (17,200)
Minimum    
Floor Plan Payable    
Floor plan payment due period 3 days 3 days
Maximum    
Floor Plan Payable    
Floor plan payment due period 10 days 10 days
Floor Plan Facility    
Floor Plan Payable    
Total commitment $ 1,850,000 $ 1,850,000
Less: borrowings (1,161,713) (1,371,145)
Less: FLAIR offset account (79,472) (145,047)
Additional borrowing capacity 608,815 333,808
Less: short-term payable for sold inventory (33,152) (41,577)
Less: purchase commitments (9,340) (27,420)
Unencumbered borrowing capacity 566,323 264,811
Line of Credit | Floor Plan Facility    
Floor Plan Payable    
Total commitment 70,000 70,000
Less: borrowings   (20,885)
Additional borrowing capacity 70,000 49,115
Letters of credit | Floor Plan Facility    
Floor Plan Payable    
Total commitment 30,000 30,000
Less: outstanding letters of credit (14,300) (12,300)
Additional letters of credit capacity $ 15,700 $ 17,700
v3.25.0.1
Inventories and Floor Plan Payables - Supplier Finance Program (Details)
$ in Thousands
12 Months Ended
Dec. 31, 2024
USD ($)
Supplier finance program  
Notes payable - floor plan, net, beginning of year $ 1,371,145
Supplier Finance Program, Obligation, Statement of Financial Position [Extensible Enumeration] Notes payable - floor plan, net, end of period
Notes payable - floor plan, net, end of period $ 1,161,713
Floor Plan Facility  
Supplier finance program  
Notes payable - floor plan, net, beginning of year 1,371,145
Add: FLAIR offset account, beginning of year 145,047
Add: short-term payable for sold inventory, beginning of year 41,577
Confirmed obligations outstanding, beginning of year 1,557,769
Add: new obligations confirmed during the period 2,292,615
Less: confirmed obligations paid during the period (2,576,047)
Confirmed obligations outstanding, end of period 1,274,337
Less: FLAIR offset account, end of period (79,472)
Less: short-term payable for sold inventory, end of period (33,152)
Notes payable - floor plan, net, end of period $ 1,161,713
v3.25.0.1
Restructuring and Long-Lived Asset Impairment - Narrative (Details)
$ in Millions
3 Months Ended 12 Months Ended 16 Months Ended
Mar. 31, 2023
USD ($)
Dec. 31, 2024
USD ($)
Dec. 31, 2020
location
2019 Strategic Shift      
Restructuring cost and accrual      
Number of distribution centers closed | location     2
Annual lease expense, net of sublease income   $ 3.5  
Incurred costs   128.0  
2019 Strategic Shift | One-time termination benefits      
Restructuring cost and accrual      
Incurred costs   1.2  
2019 Strategic Shift | Lease termination costs      
Restructuring cost and accrual      
Incurred costs   23.1  
2019 Strategic Shift | Incremental inventory reserve charges      
Restructuring cost and accrual      
Incurred costs   57.4  
2019 Strategic Shift | Other associated costs      
Restructuring cost and accrual      
Incurred costs   46.3  
2019 Strategic Shift | Outdoor Lifestyle Locations      
Restructuring cost and accrual      
Closed/divested | location     39
2019 Strategic Shift | Specialty Retail locations      
Restructuring cost and accrual      
Closed/divested | location     20
Active Sports      
Restructuring cost and accrual      
Incurred costs   8.1  
Impairment charges $ 6.6    
Impairment of Intangible Assets, Finite-Lived $ 4.5    
Impairment, intangible asset, finite-lived, statement of income or comprehensive income extensible enumeration Long-lived asset impairment    
Other Asset Impairment Charges $ 2.1    
Active Sports | One-time termination benefits      
Restructuring cost and accrual      
Incurred costs   0.2  
Active Sports | Lease termination costs      
Restructuring cost and accrual      
Incurred costs   1.7  
Active Sports | Incremental inventory reserve charges      
Restructuring cost and accrual      
Incurred costs   4.3  
Active Sports | Other associated costs      
Restructuring cost and accrual      
Incurred costs   $ 1.9  
v3.25.0.1
Restructuring and Long-Lived Asset Impairment - 2019 Strategic Shift Costs (Details) - USD ($)
$ in Thousands
12 Months Ended 30 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Restructuring Costs        
Gain from derecognition of the operating lease assets and liabilities relating to the terminated leases $ 6,813 $ 103 $ (1,614)  
2019 Strategic Shift        
Restructuring Costs        
Charged to expense $ 1,793 $ 3,965 $ 8,342  
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Gain (Loss) on Termination of Lease, Selling, General and Administrative Expense Gain (Loss) on Termination of Lease, Selling, General and Administrative Expense Gain (Loss) on Termination of Lease, Selling, General and Administrative Expense  
Gain from derecognition of the operating lease assets and liabilities relating to the terminated leases     $ 4,800 $ 7,600
2019 Strategic Shift | Lease termination costs        
Restructuring Costs        
Charged to expense $ (1,575)   $ 1,316  
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Gain (Loss) on Termination of Lease   Gain (Loss) on Termination of Lease  
Charged to expense, excluding derecognition gains $ 1,860   $ 6,097  
Paid or otherwise settled (1,860)   (6,097)  
2019 Strategic Shift | Other associated costs        
Restructuring Costs        
Beginning balance 1,158 $ 869 926  
Charged to expense $ 3,368 $ 3,965 $ 7,026  
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Selling, General and Administrative Expense Selling, General and Administrative Expense Selling, General and Administrative Expense  
Paid or otherwise settled $ (4,526) $ (3,676) $ (7,083)  
Ending balance   1,158 869 926
2019 Strategic Shift | Restructuring costs excluding incremental inventory reserve charges        
Restructuring Costs        
Beginning balance 1,158 869 926  
Charged to expense 5,228 3,965 13,123  
Paid or otherwise settled $ (6,386) (3,676) (13,180)  
Ending balance   $ 1,158 $ 869 $ 926
v3.25.0.1
Restructuring and Long-Lived Asset Impairment - Active Sports Restructuring (Details) - USD ($)
$ in Thousands
9 Months Ended 12 Months Ended
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Restructuring Costs        
Gain from derecognition of the operating lease assets and liabilities relating to the terminated leases   $ 6,813 $ 103 $ (1,614)
Active Sports        
Restructuring Costs        
Charged to expense $ 1,196 $ 2,211 $ 5,915  
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Cost of Revenue, Selling, General and Administrative Expense Cost of Revenue, Gain (Loss) on Termination of Lease, Selling, General and Administrative Expense Cost of Revenue, Gain (Loss) on Termination of Lease, Selling, General and Administrative Expense  
Paid or otherwise settled $ (1,196) $ (2,360)    
Gain from derecognition of the operating lease assets and liabilities relating to the terminated leases   100    
Lease termination costs   1,500    
Active Sports | One-time termination benefits        
Restructuring Costs        
Charged to expense $ 193   $ 193  
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Cost of Revenue   Cost of Revenue  
Paid or otherwise settled $ (193)      
Active Sports | Lease termination costs        
Restructuring Costs        
Charged to expense   $ 1,343 $ 375  
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration]   Gain (Loss) on Termination of Lease Gain (Loss) on Termination of Lease  
Charged to expense, excluding derecognition gains   $ 1,492    
Paid or otherwise settled   (1,492)    
Active Sports | Incremental inventory reserve charges        
Restructuring Costs        
Charged to expense     $ 4,344  
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration]     Cost of Revenue  
Active Sports | Other associated costs        
Restructuring Costs        
Charged to expense $ 1,003 $ 868 $ 1,003  
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Selling, General and Administrative Expense Selling, General and Administrative Expense Selling, General and Administrative Expense  
Paid or otherwise settled $ (1,003) $ (868)    
Active Sports | Restructuring costs excluding incremental inventory reserve charges        
Restructuring Costs        
Charged to expense   $ 2,360    
v3.25.0.1
Restructuring and Long-Lived Asset Impairment - Long-lived Asset Impairment (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Long-lived Asset Impairment      
Long-lived asset impairment $ 15,061 $ 9,269 $ 4,231
Impairment, long-lived asset, held-for-use, statement of income or comprehensive income extensible enumeration Long-lived asset impairment Long-lived asset impairment Long-lived asset impairment
Leasehold improvements      
Long-lived Asset Impairment      
Long-lived asset impairment $ 4,032 $ 1,857 $ 2,557
Operating lease right-of-use assets      
Long-lived Asset Impairment      
Long-lived asset impairment 7,242 1,107 1,613
Building and improvements      
Long-lived Asset Impairment      
Long-lived asset impairment 3,787    
Furniture and equipment      
Long-lived Asset Impairment      
Long-lived asset impairment   329 61
Software      
Long-lived Asset Impairment      
Long-lived asset impairment   1,362  
Construction in progress and software in development      
Long-lived Asset Impairment      
Long-lived asset impairment   113  
Intangible Assets      
Long-lived Asset Impairment      
Long-lived asset impairment   4,501  
2019 Strategic Shift      
Long-lived Asset Impairment      
Long-lived asset impairment     1,614
Active Sports      
Long-lived Asset Impairment      
Long-lived asset impairment   6,648  
Unrelated to restructuring activities      
Long-lived Asset Impairment      
Long-lived asset impairment $ 15,061 $ 2,621 $ 2,617
v3.25.0.1
Assets Held for Sale and Business Divestiture - Narrative (Details)
$ in Thousands
12 Months Ended
May 03, 2024
USD ($)
Dec. 31, 2024
USD ($)
property
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Divestiture        
Cash consideration received in divestiture   $ 19,957 $ 0 $ 0
Disposal Group | Properties held for sale        
Assets held for sale        
Number of properties | property   2    
CWDS | Properties held for sale        
Divestiture        
Total consideration received in divestiture $ 30,400      
Cash consideration received in divestiture 20,000      
Cash consideration holdback, part of divestiture consideration received 900      
Net assets divested 28,800      
Intangible assets divested 900      
Accounts payable divested 1,200      
Goodwill divested $ 8,900      
Loss on divestiture of assets   $ (7,100)    
Holdback term (in years) 1 year      
CWDS | Properties held for sale | Supplier Agreement        
Divestiture        
Supplier agreement, intangible asset consideration received in divestiture $ 9,500      
Useful lives (in years) 10 years      
v3.25.0.1
Assets Held for Sale and Business Divestiture - Assets and Related Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Assets held for sale:    
Assets held for sale $ 1,350 $ 29,864
Liabilities related to assets held for sale:    
Liabilities related to assets held for sale 0 17,288
Disposal Group | Properties held for sale    
Assets held for sale:    
Property and equipment, net 1,350 29,864
Assets held for sale $ 1,350 29,864
Liabilities related to assets held for sale:    
Current portion of long-term debt   864
Long-term debt, net of current portion   16,424
Liabilities related to assets held for sale   $ 17,288
v3.25.0.1
Property and Equipment, net (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Property and Equipment, net    
Property and equipment, inclusive of right-to-use assets, gross $ 1,269,342 $ 1,214,416
Less: accumulated depreciation (422,582) (379,990)
Property and equipment, net 846,760 834,426
Land    
Property and Equipment, net    
Property and equipment, gross 133,984 142,020
Buildings and improvements    
Property and Equipment, net    
Property and equipment, gross 348,315 321,054
Leasehold improvements - inclusive of right to use assets    
Property and Equipment, net    
Property and equipment, inclusive of right-to-use assets, gross 369,791 339,439
Furniture and equipment    
Property and Equipment, net    
Property and equipment, gross 277,801 261,114
Software    
Property and Equipment, net    
Property and equipment, gross 93,769 90,835
Construction in progress and software in development    
Property and Equipment, net    
Property and equipment, gross $ 45,682 $ 59,954
v3.25.0.1
Goodwill and Intangible Assets - Change in Goodwill (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Goodwill      
Balance (excluding impairment charges)     $ 864,260
Accumulated impairment charges     (241,837)
Balance $ 711,222 $ 622,423  
Acquisitions 31,701 88,799  
Divestures (8,900)    
Balance 734,023 711,222  
Good Sam Services and Plans      
Goodwill      
Balance (excluding impairment charges)     71,118
Accumulated impairment charges     (46,884)
Balance 24,234 24,234  
Acquisitions 1,561    
Balance 25,795 24,234  
RV and Outdoor Retail      
Goodwill      
Balance (excluding impairment charges)     793,142
Accumulated impairment charges     $ (194,953)
Balance 686,988 598,189  
Acquisitions 30,140 88,799  
Goodwill impairment 0 0  
Divestures (8,900)    
Balance $ 708,228 $ 686,988  
v3.25.0.1
Goodwill and Intangible Assets - Finite-lived Intangible Assets and Related Accumulated Amortization (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Intangible Assets      
Cost or Fair Value $ 62,050 $ 55,637  
Accumulated Amortization (42,581) (41,920)  
Net $ 19,469 $ 13,717  
Weighted Average Useful Life 11 years 7 months 6 days 11 years 2 months 12 days  
Amortization expense $ 3,600 $ 3,800 $ 13,500
Good Sam Services and Plans | Membership, customer lists and other      
Intangible Assets      
Cost or Fair Value 9,740 9,640  
Accumulated Amortization (9,537) (9,246)  
Net $ 203 $ 394  
Weighted Average Useful Life 5 years 3 months 18 days 5 years 4 months 24 days  
Good Sam Services and Plans | Trademarks and trade names      
Intangible Assets      
Cost or Fair Value $ 2,132 $ 2,132  
Accumulated Amortization (379) (238)  
Net $ 1,753 $ 1,894  
Weighted Average Useful Life 15 years 15 years  
Good Sam Services and Plans | Websites and developed technology      
Intangible Assets      
Cost or Fair Value $ 3,650 $ 3,050  
Accumulated Amortization (1,614) (1,118)  
Net $ 2,036 $ 1,932  
Weighted Average Useful Life 6 years 8 months 12 days 7 years  
RV and Outdoor Retail | Customer lists and domain names      
Intangible Assets      
Cost or Fair Value $ 4,154 $ 5,543  
Accumulated Amortization (2,752) (3,269)  
Net $ 1,402 $ 2,274  
Weighted Average Useful Life 5 years 6 months 5 years 3 months 18 days  
RV and Outdoor Retail | Supplier lists and agreements      
Intangible Assets      
Cost or Fair Value $ 9,500 $ 1,696  
Accumulated Amortization (594) (1,102)  
Net $ 8,906 $ 594  
Weighted Average Useful Life 11 years 5 years  
RV and Outdoor Retail | Trademarks and trade names      
Intangible Assets      
Cost or Fair Value $ 26,526 $ 27,251  
Accumulated Amortization (22,005) (21,390)  
Net $ 4,521 $ 5,861  
Weighted Average Useful Life 15 years 15 years  
RV and Outdoor Retail | Websites and developed technology      
Intangible Assets      
Cost or Fair Value $ 6,348 $ 6,325  
Accumulated Amortization (5,700) (5,557)  
Net $ 648 $ 768  
Weighted Average Useful Life 10 years 1 month 6 days 10 years  
v3.25.0.1
Goodwill and Intangible Assets - Finite-lived Intangible Assets Weighted-average Useful Lives (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Finite-lived intangible assets    
2025 $ 3,643  
2026 3,519  
2027 3,479  
2028 1,950  
2029 1,173  
Thereafter 5,705  
Net $ 19,469 $ 13,717
v3.25.0.1
Accrued Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Accrued Liabilities    
Compensation and benefits $ 42,652 $ 51,999
Other accruals 75,905 97,097
Total $ 118,557 $ 149,096
v3.25.0.1
Long-Term Debt - Outstanding long term debt (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Long-Term Debt    
Long-term debt $ 1,516,593 $ 1,521,079
Less: current portion (23,275) (22,121)
Long-term debt, net of current portion 1,493,318 1,498,958
Unamortized discount 9,600  
Finance costs 6,900  
Term Loan Facility    
Long-Term Debt    
Long-term debt 1,335,535 1,346,229
Less: current portion (14,015) (14,015)
Long-term debt, net of current portion 1,321,520 1,332,214
Unamortized discount 9,600 12,016
Finance costs 3,816 4,721
Real Estate Facilities    
Long-Term Debt    
Long-term debt 173,132 166,604
Finance costs 3,100 3,300
Other Long-Term Debt    
Long-Term Debt    
Long-term debt $ 7,926 $ 8,246
v3.25.0.1
Long Term Debt - Future Maturities (Details)
$ in Thousands
Dec. 31, 2024
USD ($)
Long-Term Debt.  
2025 $ 25,083
2026 27,856
2027 166,450
2028 1,309,686
2029 248
Thereafter 3,776
Total $ 1,533,099
v3.25.0.1
Long-Term Debt - Senior Secured Credit Facilities (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Jul. 31, 2024
Jun. 30, 2021
M & T Real Estate Facility        
Long-Term Debt        
Maximum borrowing capacity $ 300.0 $ 300.0 $ 250.0  
Maximum borrowing capacity, increase in capacity $ 100.0 100.0    
Effective interest rate (as a percent) 6.55%      
Senior Secured Credit Facilities        
Long-Term Debt        
Maximum borrowing capacity, increase in capacity $ 725.0 $ 725.0    
Amount of EBITDA that can be used to increase credit facility (as a percent) 100.00% 100.00%    
Term Loan Facility        
Long-Term Debt        
Maximum borrowing capacity $ 1,400.0 $ 1,400.0    
Average interest rate (as a percent) 6.97% 7.97%    
Effective interest rate (as a percent) 7.43% 8.21%    
Principle payment on Term Loan Facility $ 3.5      
Revolving Credit Facility        
Long-Term Debt        
Maximum borrowing capacity $ 65.0 $ 65.0    
Line of Credit | Term Loan Facility        
Long-Term Debt        
Prepayment requirement as a percentage of excess cash flow (as a percent) 50.00%      
Line of Credit | Revolving Credit Facility        
Long-Term Debt        
Term 91 days      
Letters of credit | Revolving Credit Facility        
Long-Term Debt        
Maximum borrowing capacity $ 15.0     $ 25.0
The minimum percentage of the aggregate amount of the revolving lenders revolving commitments 35.00%      
Secured Debt | Line of Credit | Revolving Credit Facility        
Long-Term Debt        
Amount subtracted from aggregate borrowings in determining compliance with the total leverage ratio $ 37.3      
Secured Debt | Letters of credit | Revolving Credit Facility        
Long-Term Debt        
The minimum percentage of the aggregate amount of the revolving lenders revolving commitments 35.00%      
v3.25.0.1
Long-Term Debt - Outstanding amounts and available borrowings under Senior Secured Credit Facilities (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Long-term debt    
Less: unamortized original issue discount $ (9,600)  
Less: unamortized finance costs (6,900)  
Long-Term Debt 1,516,593 $ 1,521,079
Less: current portion (23,275) (22,121)
Long-term debt, net of current portion 1,493,318 1,498,958
Less: outstanding letters of credit (19,200) (17,200)
Senior Secured Credit Facilities    
Long-term debt    
Less: outstanding letters of credit (4,900) (4,900)
Term Loan Facility    
Long-term debt    
Principal amount of borrowings 1,400,000 1,400,000
Less: cumulative principal payments (51,049) (37,034)
Less: unamortized original issue discount (9,600) (12,016)
Less: unamortized finance costs (3,816) (4,721)
Long-Term Debt 1,335,535 1,346,229
Less: current portion (14,015) (14,015)
Long-term debt, net of current portion 1,321,520 1,332,214
Revolving Credit Facility    
Long-term debt    
Principal amount of borrowings 65,000 65,000
Less: outstanding letters of credit (4,902) (4,930)
Less: availability reduction due to Total Leverage Ratio (37,348) (37,320)
Additional letters of credit capacity $ 22,750 $ 22,750
v3.25.0.1
Long-Term Debt - Real Estate Facilities (Details)
$ in Thousands
1 Months Ended 12 Months Ended
May 31, 2024
USD ($)
Jun. 30, 2023
USD ($)
property
Dec. 31, 2024
USD ($)
property
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Jul. 31, 2024
USD ($)
Dec. 31, 2021
USD ($)
Sep. 30, 2021
USD ($)
Nov. 30, 2018
USD ($)
Long-term debt                  
Long-Term Debt     $ 1,516,593 $ 1,521,079          
Payments of outstanding balance     63,885 0 $ 0        
M & T Real Estate Facility                  
Long-term debt                  
Maximum borrowing capacity     $ 300,000 $ 300,000   $ 250,000      
Commitment fee (as a percent)     0.20% 0.20%          
Proceeds from issuance of debt     $ 55,600 $ 59,200          
Remaining Available     57,390            
Long-Term Debt     $ 169,756            
M & T Real Estate Facility | SOFR                  
Long-term debt                  
Variable rate spread (as a percent)     2.30% 2.30%          
M & T Real Estate Facility | Federal Funds Effective Rate                  
Long-term debt                  
Variable rate spread (as a percent)     1.80% 1.80%          
M & T Real Estate Facility | Prime Rate                  
Long-term debt                  
Variable rate spread (as a percent)     1.30% 1.30%          
M&T Real Estate Facility Relating to Separate Property                  
Long-term debt                  
Payments of outstanding balance     $ 46,500            
Number of properties with associated secured borrowings | property     8            
Real Estate Facilities                  
Long-term debt                  
Remaining Available     $ 57,390            
Long-Term Debt     173,132 $ 166,604          
First CIBC Real Estate Facility                  
Long-term debt                  
Long-Term Debt     $ 3,376            
First CIBC Real Estate Facility | Secured Debt                  
Long-term debt                  
Maximum borrowing capacity                 $ 21,500
Second CIBC Real Estate Facility                  
Long-term debt                  
Payments of outstanding balance   $ 7,400              
Number of properties with associated secured borrowings | property   1              
Second CIBC Real Estate Facility | Secured Debt                  
Long-term debt                  
Maximum borrowing capacity               $ 9,000  
Third CIBC Real Estate Facility                  
Long-term debt                  
Payments of outstanding balance $ 8,900                
Third CIBC Real Estate Facility | Secured Debt                  
Long-term debt                  
Maximum borrowing capacity             $ 10,100    
v3.25.0.1
Long-Term Debt - Real Estate Facilities - Summary (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Debt Instrument [Line Items]    
Outstanding notes $ 1,516,593 $ 1,521,079
Real Estate Facilities    
Debt Instrument [Line Items]    
Outstanding notes 173,132 $ 166,604
Remaining Available 57,390  
M & T Real Estate Facility    
Debt Instrument [Line Items]    
Outstanding notes 169,756  
Remaining Available $ 57,390  
Wtd. Average Interest Rate 6.55%  
First CIBC Real Estate Facility    
Debt Instrument [Line Items]    
Outstanding notes $ 3,376  
Wtd. Average Interest Rate 7.89%  
v3.25.0.1
Long-Term Debt - Other Long-Term Debt (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Long-Term Debt    
Long-term debt $ 1,516,593 $ 1,521,079
Other Long-Term Debt    
Long-Term Debt    
Long-term debt $ 7,926 $ 8,246
Interest rate (as a percent) 4.27%  
v3.25.0.1
Lease Obligations - General Information (Details) - lease
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Lease Obligations    
Number of operating leases 236  
Number of finance leases 18  
Weighted-average remaining lease term of operating lease 11 years 2 months 12 days 11 years 3 months 18 days
Weighted-average remaining finance lease 13 years 8 months 12 days 17 years 4 months 24 days
Weighted-average discount rate of operating leases 7.10% 7.10%
Weighted-average discount rate of finance leases 6.40% 6.00%
v3.25.0.1
Lease Obligations - Financial Statement Line Items (Details) - USD ($)
$ in Millions
Dec. 31, 2024
Dec. 31, 2023
Lease Obligations    
Finance lease assets $ 120.0 $ 100.4
v3.25.0.1
Lease Obligations - Lease Costs (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Lease costs    
Operating lease cost $ 116,370 $ 118,082
Amortization of finance lease assets 11,160 3,253
Interest on finance lease liabilities 9,285 6,069
Short-term lease cost 1,839 1,940
Variable lease cost 23,874 22,913
Sublease income (3,355) (2,726)
Net lease costs $ 159,173 $ 149,531
v3.25.0.1
Lease Obligations - Supplemental Cash Flow Information (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Lease Obligations    
Operating cash flows for operating leases $ 118,848 $ 117,160
Operating cash flows for finance leases 9,285 6,064
Financing cash flows for finance leases 7,520 5,496
New, remeasured and terminated operating leases 63,228 59,858
New, remeasured and terminated finance leases $ 30,771 $ 20,557
v3.25.0.1
Lease Obligations - Lease Maturity (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Operating lease liabilities    
2025 $ 118,276  
2026 117,606  
2027 110,931  
2028 107,374  
2029 103,684  
Thereafter 656,331  
Total lease payments 1,214,202  
Less: Imputed interest (388,096)  
Total lease obligations 826,106  
Less: Current portion (61,993) $ (63,695)
Operating lease liabilities - Non-Current 764,113 763,958
Finance lease liabilities    
2025 15,612  
2026 15,531  
2027 14,978  
2028 14,598  
2029 14,644  
Thereafter 135,821  
Total lease payments 211,184  
Less: Imputed interest (73,136)  
Total lease obligations 138,048  
Less: Current portion (7,044) (17,133)
Finance lease liabilities, net of current portion $ 131,004 $ 97,751
v3.25.0.1
Lease Obligations - Sale-Leaseback Arrangement (Details)
$ in Millions
Feb. 08, 2022
USD ($)
Options
agreement
property
Lease Obligations  
Number of properties associated in sale leaseback transaction | property 3
Sale price of properties $ 28.0
Number of sale-leaseback agreements | agreement 3
Term of sale leaseback transaction 20 years
Number of options to extend sale-leaseback term | Options 4
Extension term of sale leaseback 5 years
Net carrying amount of the financial liability and remaining assets $ 0.0
v3.25.0.1
Income Taxes (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Current:      
Federal $ 880 $ 9,123 $ 44,613
State 689 1,558 11,170
Deferred:      
Federal (10,377) (11,173) 28,543
State (2,569) (3,035) 27,957
Income tax (benefit) expense $ (11,377) $ (3,527) $ 112,283
v3.25.0.1
Income Taxes - Reconciliation (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Reconciliation of income tax expense from operations to the federal statutory rate      
Change in valuation allowance for certain state deferred tax assets   $ 64,400  
Increases to the valuation allowance     $ 16,800
Income taxes computed at federal statutory rate $ (18,955) 10,374 94,524
State income taxes - net of federal benefit (1,774) (2,645) 8,362
State and local taxes on pass-through entities 674 1,948 3,736
Income taxes computed at the effective federal and state statutory rate for pass-through entities not subject to tax for the company 9,411 (3,927) (53,461)
Effect of LLC Conversion 0 (85,790) 208,833
(Decrease) increase in valuation allowance (1,568) 64,351 (151,058)
Impact of other state tax rate changes (241) 4,900 967
Accrual to return 420 8,314 (1,135)
Tax credits (501) (582) (743)
Uncertain Tax Positions (128) (547) 1,519
Other 1,285 77 739
Income tax (benefit) expense (11,377) (3,527) 112,283
Tax Receivable Agreement liability adjustment 0 600 100
Deferred tax assets, valuation allowance $ 227,605 192,686  
Total Tax Impact of LLC Conversion     28,400
Capital loss carryforward      
Reconciliation of income tax expense from operations to the federal statutory rate      
Change in valuation allowance for certain state deferred tax assets   132,200  
LLC Conversion      
Reconciliation of income tax expense from operations to the federal statutory rate      
Change in valuation allowance for certain state deferred tax assets   (52,500)  
Activities not related to the LLC Conversion      
Reconciliation of income tax expense from operations to the federal statutory rate      
Change in valuation allowance for certain state deferred tax assets   $ (15,300)  
CWGS, LLC      
Reconciliation of income tax expense from operations to the federal statutory rate      
Ownership interest 100.00% 100.00%  
CWGS, LLC      
Reconciliation of income tax expense from operations to the federal statutory rate      
(Decrease) increase in valuation allowance     180,400
Reduction of deferred tax assets valuation allowance as a result of the LLC Conversion   $ 81,700  
Reduction of deferred tax assets valuation allowance related to entity classification election   $ 4,100  
Deferred tax assets, valuation allowance     600
Deferred income tax expense due to derecognition of deferred tax assets     209,400
CW      
Reconciliation of income tax expense from operations to the federal statutory rate      
Income tax (benefit) expense     0
Deferred tax assets, valuation allowance     $ 12,500
CWH | CWGS, LLC      
Reconciliation of income tax expense from operations to the federal statutory rate      
Ownership interest 61.00% 52.90% 50.20%
v3.25.0.1
Income Taxes - Carrying amounts of assets and liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Deferred tax liabilities    
Operating lease assets $ (6,068) $ (5,375)
Other (105) (101)
Total deferred tax liabilities (6,173) (5,476)
Deferred tax assets    
Investment in partnership ("Outside Basis Deferred Tax Asset") 216,572 194,764
Capital loss carryforward 131,371 132,248
Tax Receivable Agreement liability 37,639 40,702
Operating lease liabilities 6,482 5,678
Business interest expense carryforward 21,164 5,597
Net operating loss and tax credit carryforward 17,472 2,061
Other investments 17,011 17,011
Other reserves 1,207 1,195
Gross deferred tax assets 448,918 399,256
Valuation allowance (227,605) (192,686)
Net deferred tax assets $ 215,140 $ 201,094
v3.25.0.1
Income Taxes - Federal Tax Purpose (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Jan. 02, 2023
Tax benefit related to the LLC Conversion   $ 2,000    
Tax benefit related to an entity classification election   4,100    
Total Tax Impact of LLC Conversion     $ 28,400  
Effective Income Tax Rate Reconciliation, Effect of LLC Conversion $ 0 (85,790) 208,833  
(Decrease) increase in valuation allowance (1,568) 64,351 (151,058)  
Valuation allowance for state deferred tax assets   64,400    
Amount of tax effect due to LLC conversion   0    
Excess business interest expense 110,700 42,600    
Tax (benefit) related to its business interest expense carryforward 15,600 5,600    
Uncertain tax positions $ 3,000 3,300    
CWGS, LLC        
(Decrease) increase in valuation allowance     $ 180,400  
Tax receivable agreement        
Expected future tax benefits retained by the Company (as a percent) 15.00%      
Tax receivable agreement | Continuing Equity Owners and Crestview partners II GP LP | Related party        
Payment, as percent of tax benefits (as a percent) 85.00%      
Tax receivable agreement | Crestview Partners II GP LP | Related party        
Liability under tax receivable agreement $ 150,400 162,800    
Payment on Tax Receivable Agreement 13,400      
Increase in tax receivable agreement liability $ 900 $ 5,600    
CWGS, LLC        
Ownership interest 100.00% 100.00%    
CWGS, LLC | Tax receivable agreement        
Units redeemed 149,143 2,000,000    
Federal        
Net operating loss carryforwards $ 11,400      
General business credit carryforwards 500      
State        
Net operating loss carryforwards $ 5,500      
CWH | CWGS, LLC        
Ownership interest 61.00% 52.90% 50.20%  
Americas Road and Travel Club, Inc., CW, and FreedomRoads RV, Inc. and their wholly owned subsidiaries | Federal        
Net operating loss carryforwards       $ 151,700
Americas Road and Travel Club, Inc., CW, and FreedomRoads RV, Inc. and their wholly owned subsidiaries | State        
Net operating loss carryforwards       $ 3,900
v3.25.0.1
Fair Value Measurements (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Liabilities    
Transfers of assets from level 1 to level 2 $ 0 $ 0
Transfers of assets from level 2 to level 1 0 0
Transfers of liabilities from level 1 to level 2 0 0
Transfers of liabilities from level 2 to level 1 0 0
Transfers of assets between the fair value measurement levels 3 0 0
Transfers of liabilities between the fair value measurement levels 3 0 0
Liabilities related to assets held for sale 0 17,288
Maximum aggregate payment if all milestones are reached 500  
Accrued Liabilities    
Liabilities    
Acquisition-related contingent consideration 200  
Other Long-term Liabilities    
Liabilities    
Acquisition-related contingent consideration 200  
Level 2 | Carrying Value | Term Loan Facility    
Liabilities    
Debt instrument 1,335,535 1,346,229
Level 2 | Carrying Value | Floor Plan Facility    
Liabilities    
Debt instrument   20,885
Level 2 | Carrying Value | Real Estate Facilities    
Liabilities    
Debt instrument 173,132 183,892
Liabilities related to assets held for sale   17,300
Level 2 | Carrying Value | Other Long-Term Debt    
Liabilities    
Debt instrument 7,926 8,246
Level 2 | Fair Value | Term Loan Facility    
Liabilities    
Debt instrument 1,320,286 1,328,892
Level 2 | Fair Value | Floor Plan Facility    
Liabilities    
Debt instrument   21,732
Level 2 | Fair Value | Real Estate Facilities    
Liabilities    
Debt instrument 176,684 195,029
Level 2 | Fair Value | Other Long-Term Debt    
Liabilities    
Debt instrument 6,652 $ 6,702
Level 3 | Carrying Value    
Assets    
Derived participation investment 156  
Liabilities    
Acquisition-related contingent consideration 368  
Level 3 | Fair Value    
Assets    
Derived participation investment 156  
Liabilities    
Acquisition-related contingent consideration $ 368  
v3.25.0.1
Fair Value Measurements - Significant unobservable inputs (Details)
$ in Thousands
12 Months Ended
Dec. 31, 2024
USD ($)
Derived Participation Investment  
Purchases $ 5,269
Settlements (5,779)
Gains included in earnings $ 666
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Gain (Loss) on Termination of Lease
Ending balance $ 156
Acquisition-related contingent consideration  
Business combinations 368
Ending balance $ 368
v3.25.0.1
Commitments and Contingencies (Details) - USD ($)
$ in Millions
Dec. 31, 2024
Dec. 31, 2023
Commitments and Contingencies    
Self Insurance Reserve $ 34.7 $ 29.4
Letters of credit 19.2 17.2
FreedomRoads, LLC Floor Plan Facility    
Commitments and Contingencies    
Letters of credit 14.3 $ 12.3
Broad market sponsorship agreement    
Other agreements    
2025 2.6  
2026 1.8  
2027 0.4  
2028 0.4  
Subscription agreement    
Other agreements    
2025 26.0  
2026 20.9  
2027 12.7  
2028 3.0  
2029 $ 1.2  
v3.25.0.1
Commitments and Contingencies - Litigation (Details)
12 Months Ended
Sep. 12, 2024
USD ($)
May 23, 2024
USD ($)
Apr. 04, 2024
USD ($)
Jul. 14, 2023
USD ($)
May 31, 2023
USD ($)
Oct. 08, 2021
USD ($)
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Jul. 17, 2023
D
Jun. 22, 2021
lawsuit
Commitments and Contingencies                    
Aggregate due on Supplier Agreement             $ 250,000,000      
Term of Supplier Agreement (in years)             10 years      
Letters of Credit Outstanding, Amount             $ 19,200,000 $ 17,200,000    
Surety Bond                    
Commitments and Contingencies                    
Outstanding surety bonds             26,600,000 23,200,000    
Senior Secured Credit Facilities                    
Commitments and Contingencies                    
Letters of Credit Outstanding, Amount             4,900,000 4,900,000    
Letters of credit | Floor Plan Facility                    
Commitments and Contingencies                    
Letters of Credit Outstanding, Amount             $ 14,300,000 $ 12,300,000    
Weissmann                    
Commitments and Contingencies                    
Number of lawsuits | lawsuit                   1
Damages sought by plaintiff           $ 2,500,000        
Damages awarded $ 4,990,006                  
Damages awarded, Jointly and Severally liable 4,106,884                  
Amount the Company is entitled to   $ 4,318,892                
Tumbleweed                    
Commitments and Contingencies                    
Damages awarded 4,990,006                  
Damages awarded - attorney fees 3,793,455                  
Damages awarded - costs $ 626,611                  
Precise Complaint                    
Commitments and Contingencies                    
Number of day for stipulation order to be become final upon expiration of appeal period | D                 10  
Damages awarded     $ 3,700,000   $ 7,100,000          
Amount the Company is entitled to         $ 3,700,000          
Litigation fee to be reimbursed       $ 3,500            
v3.25.0.1
Related Party Transactions (Details) - Related party - USD ($)
$ in Millions
1 Months Ended 12 Months Ended
Oct. 31, 2022
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Mr. Lemonis | Building | Lincolnshire, Illinois        
Related party transactions        
Payment to purchase property $ 4.5      
Related Party Agreement | Andris A. Baltins        
Related party transactions        
Related party expense   $ 0.1 $ 0.1 $ 0.2
FreedomRoads | Lease Agreement | Mr. Lemonis        
Related party transactions        
Related party expense   0.2 0.9 0.9
FreedomRoads | Lease Agreement | Managers and Officers        
Related party transactions        
Related party expense   $ 0.0 $ 3.4 $ 3.4
v3.25.0.1
Acquisitions - General Information (Details)
shares in Millions, $ in Millions
1 Months Ended 12 Months Ended
Feb. 27, 2025
USD ($)
location
Nov. 30, 2024
USD ($)
item
shares
Jun. 30, 2024
USD ($)
Dec. 31, 2024
USD ($)
location
Dec. 31, 2023
USD ($)
location
Acquisitions          
Milestone payments       $ 0.5  
Real properties purchased       $ 9.6  
RV Dealership Groups          
Acquisitions          
Number of locations to be open after current reporting period | location         4
Lazydays          
Acquisitions          
Number of locations acquired | location 3        
Deposit   $ 10.0      
Number of shares deposit will convert into at close of acquisition | shares   9.7      
Real properties purchased $ 35.5        
Number of RV dealerships | item   7      
Real Property          
Acquisitions          
Real properties purchased         $ 72.4
Borrowings for purchase of businesses         $ 5.2
RV and Outdoor Retail | RV Dealership Groups          
Acquisitions          
Number of locations acquired | location       9 18
Cash paid for acquisition       $ 69.4 $ 209.5
Good Sam Services and Plans | Tire rescue roadside assistance business          
Acquisitions          
Cash paid for acquisition     $ 1.8    
Milestone payments     0.5    
Contingent consideration     $ 0.4    
v3.25.0.1
Acquisitions - Assets (Liabilities) Acquired (Assumed) at Fair Value (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Tangible assets (liabilities) acquired (assumed):      
Goodwill $ 734,023 $ 711,222 $ 622,423
Application of deposit paid in prior period (8,873) 0 0
Cash paid for acquisitions, net of cash acquired 72,323 209,459 $ 217,034
2024 Acquisitions      
Tangible assets (liabilities) acquired (assumed):      
Accounts receivable, net 4    
Inventories, net 36,431    
Property and equipment, net 296    
Operating lease assets 15,328    
Accounts payable (5)    
Accrued liabilities (35)    
Current portion of operating lease liabilities (1,112)    
Other current liabilities (23)    
Operating lease liabilities, net of current portion (14,216)    
Total tangible net assets acquired 36,668    
Total intangible assets acquired 3,195    
Goodwill 31,701    
Purchase price of acquisitions 71,564    
Application of deposit paid in prior period (8,873)    
Contingent consideration (368)    
Lazydays acquisition deposit 10,000    
Cash paid for acquisitions, net of cash acquired 72,323    
Inventory purchases financed via floor plan (49,162)    
Cash payment net of floor plan financing 23,161    
2024 Acquisitions | Supplier And customer relationships      
Tangible assets (liabilities) acquired (assumed):      
Total intangible assets acquired 2,595    
2024 Acquisitions | Websites and developed technology      
Tangible assets (liabilities) acquired (assumed):      
Total intangible assets acquired $ 600    
2023 Acquisitions      
Tangible assets (liabilities) acquired (assumed):      
Accounts receivable, net   0  
Inventories, net   119,672  
Prepaid expenses and other assets   170  
Property and equipment, net   1,407  
Operating lease assets   916  
Accounts payable   (6)  
Accrued liabilities   (63)  
Current portion of operating lease liabilities   (208)  
Other current liabilities   (520)  
Operating lease liabilities, net of current portion   (708)  
Total tangible net assets acquired   120,660  
Total intangible assets acquired   0  
Goodwill   88,799  
Purchase price of acquisitions   209,459  
Application of deposit paid in prior period   0  
Contingent consideration   0  
Lazydays acquisition deposit   0  
Cash paid for acquisitions, net of cash acquired   209,459  
Inventory purchases financed via floor plan   (100,331)  
Cash payment net of floor plan financing   109,128  
2023 Acquisitions | Supplier And customer relationships      
Tangible assets (liabilities) acquired (assumed):      
Total intangible assets acquired   0  
2023 Acquisitions | Websites and developed technology      
Tangible assets (liabilities) acquired (assumed):      
Total intangible assets acquired   $ 0  
v3.25.0.1
Acquisitions - Goodwill, Revenue and Pre-Tax (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Acquisitions      
Proceeds from sale of intangible assets $ 2,595 $ 0 $ 0
Useful lives (in years) 11 years 7 months 6 days 11 years 2 months 12 days  
2024 Acquisitions      
Acquisitions      
Intangible assets $ 3,195    
2024 Acquisitions | Websites and developed technology      
Acquisitions      
Intangible assets $ 600    
Useful lives (in years) 5 years    
RV Dealership Groups | Other intangible assets      
Acquisitions      
Fair value measurement period adjustment of other intangible assets from a RV dealership acquisition $ 2,600    
Proceeds from sale of intangible assets $ 2,600    
Useful lives (in years) 15 years    
Assets Of Multiple Dealership Locations Acquired      
Acquisitions      
Goodwill for tax purposes $ 31,700 $ 88,800  
Revenue 99,600 99,800  
Pre-tax income (loss) $ (200) $ (8,100)  
v3.25.0.1
Statements of Cash Flows (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Cash paid (received) during the period for:      
Interest $ 238,553 $ 214,082 $ 106,997
Income taxes (116) 3,352 54,579
Noncash investing and financing activities:      
Leasehold improvements paid by lessor 0 256 361
Capital expenditures in accounts payable and accrued liabilities 8,153 5,833 12,377
Contingent consideration recognized as partial consideration for purchase of a business 368 0 0
Fair value of holdback receivable recognized as partial consideration for divestiture of a business 933 0 0
Supplier agreement intangible asset recognized as partial consideration for divestiture of a business 9,500 0 0
Prior period deposit applied to portion of purchase price of RV dealership acquisition 8,873 0 0
Purchase of real property through assumption of other long-term debt 0 5,185 0
Note receivable exchanged for amounts owed by other investment 0 2,153  
Par value of Class A common stock issued for redemption of common units in CWGS, LLC 1 20 1
Cost of treasury stock issued for vested restricted stock units $ 15,320 $ 29,542 $ 42,640
v3.25.0.1
Benefit Plan (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Minimum age to participate in 401(k) plan 18 years    
Contribution expenses $ 0.0 $ 2.8 $ 0.0
Non-highly Compensated Employees      
Portion of eligible compensation that may be deferred (as a percent) 75.00%    
Highly Compensated Employees      
Portion of eligible compensation that may be deferred (as a percent) 15.00%    
v3.25.0.1
Stockholders' Equity - Common Stock (Details)
1 Months Ended 12 Months Ended
Nov. 01, 2024
USD ($)
$ / shares
shares
Nov. 30, 2024
USD ($)
shares
Nov. 30, 2022
USD ($)
Dec. 31, 2024
USD ($)
Vote
shares
Dec. 31, 2023
USD ($)
shares
Dec. 31, 2022
USD ($)
$ / shares
shares
Jan. 31, 2022
USD ($)
Aug. 31, 2021
USD ($)
Oct. 31, 2020
USD ($)
Common Stock                  
Proceeds from sale of stock       $ 333,356,000 $ 0 $ 0      
Reduction in the additional paid-in capital       980,000          
Proceeds from short-swing profit disgorgement       0 $ 0 $ 58,000      
Consideration for redemption of shares       $ 0          
Stock Repurchase Program                  
Shares repurchased (in shares) | shares       0 0 2,592,524      
Authorized amount for stock repurchase program                 $ 100,000,000
Additional amount authorized under stock repurchase program             $ 152,700,000 $ 125,000,000  
Payment for share repurchased       $ 0 $ 0 $ 79,757,000      
Weighted average price (per share) | $ / shares           $ 30.76      
Remaining approve amount       $ 120,200,000 $ 120,200,000        
November 2024 Public Offering                  
Common Stock                  
Number of common units purchased | shares 14,634,146                
Over-Allotment Option                  
Common Stock                  
Number of common units purchased | shares   2,195,121              
Mr. Lemonis                  
Common Stock                  
Proceeds from short-swing profit disgorgement     $ 58,000            
Class A Common Stock                  
Common Stock                  
Votes per share | Vote       1          
Class A Common Stock | November 2024 Public Offering                  
Common Stock                  
Number of shares issued | shares 14,634,146 16,829,267              
Price per share | $ / shares $ 20.5                
Price per share after underwriting discounts and commissions | $ / shares $ 19.81                
Proceeds from sale of stock $ 289,900,000                
Number of shares issued from treasury stock | shares   4,228,700              
Reduction in the additional paid-in capital   $ 1,000,000              
Class A Common Stock | Over-Allotment Option                  
Common Stock                  
Number of shares issued | shares   2,195,121              
Proceeds from sale of stock   $ 43,500,000              
Class B Common Stock                  
Common Stock                  
Votes per share | Vote       1          
Class C Common Stock                  
Common Stock                  
Voting power (as a percent)       5.00%          
2016 Plan                  
Stock Repurchase Program                  
Stock award to employee (In shares) | shares       322,271 579,176        
M L Related Parties | Class B Common Stock                  
Common Stock                  
Voting power (as a percent)       47.00%          
M L Related Parties | Common Class A And Class B | CWGS, LLC | Minimum                  
Common Stock                  
Percentage of ownership       27.50%          
v3.25.0.1
Non-Controlling Interests - Ownership In CWGS, LLC (Details) - CWGS, LLC - shares
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Non-Controlling Interests      
Units held 102,397,489 85,064,652  
Ownership interest 100.00% 100.00%  
CWH      
Non-Controlling Interests      
Units held 62,502,096 45,020,116  
Ownership interest 61.00% 52.90% 50.20%
Continuing Equity Owners      
Non-Controlling Interests      
Units held 39,895,393 40,044,536  
Ownership interest 39.00% 47.10%  
v3.25.0.1
Non-Controlling Interests - Changes in Ownership in CWGS, LLC (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 01, 2023
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Summarizes the effects of change in ownership:        
Net (loss) income attributable to Camping World Holdings, Inc.   $ (38,637) $ 33,372 $ 123,748
Transfers to non-controlling interests:        
Change from net (loss) income attributable to Camping World Holdings, Inc. and transfers to non-controlling interests   (169,727) 11,992 159,448
Additional Paid-in Capital        
Transfers to non-controlling interests:        
Decrease in additional paid-in capital as a result of the purchase of common units from CWGS, LLC with proceeds from the public offering   (118,798)    
Decrease in additional paid-in capital as a result of the purchase of common units from CWGS, LLC with proceeds from the exercise of stock options   (239) (485) (245)
Decrease in additional paid-in capital as a result of the vesting of restricted stock units   (13,097) (25,080) (35,831)
Decrease (increase) in additional paid-in capital as a result of repurchases of Class A common stock for withholding taxes on vested RSUs   (487) 3,016 2,371
Increase in additional paid-in capital as a result of repurchases of Class A common stock for treasury stock       27,561
Increase in additional paid-in capital as a result of the redemption of common units of CWGS, LLC   $ 1,531 $ 1,169 $ 41,844
Common Unit Giftees        
Non-Controlling Interests        
Number of shares gifted       2,000,000
Common Unit Giftees | Class A Common Stock        
Non-Controlling Interests        
Number of units redeemed 2,000,000      
Class A common stock issued in exchange for common units in CWGS, LLC 2,000,000      
Common Unit Giftees | Class B Common Stock        
Non-Controlling Interests        
Number of shares issued       2,000,000
Shares cancelled 2,000,000      
v3.25.0.1
Stock-Based Compensation Plans - Summary of Stock-Based Compensation (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Stock-based compensation expense:      
Stock based compensation expense $ 21,585 $ 24,086 $ 33,847
Total income tax benefit recognized related to stock-based compensation 2,963 3,205 3,809
Costs applicable to revenue      
Stock-based compensation expense:      
Stock based compensation expense 372 895 689
Selling, general, and administrative      
Stock-based compensation expense:      
Stock based compensation expense $ 21,213 $ 23,191 $ 33,158
v3.25.0.1
Stock-Based Compensation Plans - Stock Options (Details) - USD ($)
$ / shares in Units, $ in Millions
1 Months Ended 12 Months Ended
Oct. 31, 2016
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Stock options additional information        
Aggregate Intrinsic Value - Outstanding     $ 0.1 $ 0.2
2016 Plan | Employee Stock Option        
Stock-based Compensation Plans        
Number of awards available under the plan (in shares) 14,693,518      
Term of awards 10 years      
Stock Options        
Outstanding at December 31, 2023 (in shares)     193  
Exercised (in shares)   (26)    
Forfeited (in shares)   (12)    
Outstanding and exercisable at September 30, 2024 (in shares)   155    
Weighted Average Exercise Price        
Outstanding at December 31, 2023 (per share)   $ 21.92    
Exercised (per share)   21.53    
Forfeited (per share)   22    
Outstanding at September 30, 2024 (per share)   $ 21.98 $ 21.92  
Stock options additional information        
Weighted Average Remaining Contractual Life - Outstanding (in years)   1 year 9 months 18 days    
v3.25.0.1
Stock-Based Compensation Plans - Restricted Stock Units (Details) - USD ($)
$ / shares in Units, $ in Thousands
1 Months Ended 12 Months Ended
Jan. 31, 2025
Oct. 31, 2016
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Stock-based Compensation Plans          
Intrinsic value of unvested units     $ 16,200 $ 20,700 $ 35,100
Actual tax benefit for the tax deductions from the vesting of restricted stock units     $ 2,200 $ 2,800 $ 4,900
2016 Plan | Employee | Minimum          
Stock-based Compensation Plans          
Vesting period   3 years      
2016 Plan | Employee | Maximum          
Stock-based Compensation Plans          
Vesting period     5 years    
2016 Plan | Restricted Stock Units (RSUs)          
Stock-based Compensation Plans          
Grant date fair value (per unit)     $ 21.51 $ 19.72 $ 23.12
Intrinsic value of unvested units     $ 34,800    
Unrecognized compensation costs     $ 34,600    
Unrecognized compensation costs recognition period (in years)     2 years 10 months 24 days    
Restricted Stock Units          
Outstanding at beginning of period (in shares) 1,652,000   1,875,000    
Granted (in shares)     633,000    
Vested (in shares)     (717,000)    
Forfeited (in shares)     (139,000)    
Outstanding at end of period (shares)     1,652,000 1,875,000  
Weighted Average Grant Date Fair Value          
Weighted average grant date fair value (per share)     $ 25.61 $ 29.39  
Granted (per share)     21.51 $ 19.72 $ 23.12
Vested (per share)     29.65    
Forfeited (per share)     $ 28.14    
2016 Plan | Restricted Stock Units (RSUs) | Mr. Lemonis          
Stock-based Compensation Plans          
Grant date fair value (per unit) $ 22.13        
Vesting period 3 years        
Restricted Stock Units          
Granted (in shares) 600,000        
Weighted Average Grant Date Fair Value          
Granted (per share) $ 22.13        
2016 Plan | Restricted Stock Units (RSUs) | Employee          
Stock-based Compensation Plans          
Aggregate grant date fair value $ 9,800        
Weighted average grant date fair value (per share) $ 21.85        
Vesting period 5 years        
Restricted Stock Units          
Granted (in shares) 447,350        
2016 Plan | Restricted Stock Units (RSUs) | Non-employee | Minimum          
Stock-based Compensation Plans          
Vesting period     1 year    
2016 Plan | Restricted Stock Units (RSUs) | Non-employee | Maximum          
Stock-based Compensation Plans          
Vesting period     3 years    
2016 Plan | Performance stock units (PSU) | Mr. Lemonis          
Stock-based Compensation Plans          
Weighted average grant date fair value (per share) $ 13.84        
Term of awards 3 years        
Vesting period 1 year        
Restricted Stock Units          
Granted (in shares) 750,000        
v3.25.0.1
(Loss) Earnings Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Numerator:      
Net income $ (78,880) $ 52,929 $ 337,832
Less: net (loss) income attributable to non-controlling interests 40,243 (19,557) (214,084)
Net (loss) income attributable to Camping World Holdings, Inc. - basic (38,637) 33,372 123,748
Add: reallocation of net income attributable to non-controlling interests from the assumed dilutive effect of stock options and RSUs 0 0 938
Add: reallocation of net income attributable to non-controlling interests from the assumed redemption of common units of CWGS, LLC for Class A common stock 0 15,392 0
Net (loss) income attributable to Camping World Holdings, Inc. - diluted $ (38,637) $ 48,764 $ 124,686
Options      
Denominator:      
Weighted-average anti-dilutive securities excluded from the computation of diluted (loss) earnings per share of Class A common stock 175 50 0
Restricted Stock Units (RSUs)      
Denominator:      
Weighted-average anti-dilutive securities excluded from the computation of diluted (loss) earnings per share of Class A common stock 1,979 1,364 2,146
Class A Common Stock      
Denominator:      
Weighted-average shares of Class A common stock outstanding - basic 48,005 44,626 42,386
Dilutive options to purchase Class A common stock 0 20 56
Dilutive restricted stock units 0 281 412
Dilutive common units of CWGS, LLC that are convertible into Class A common stock 0 40,045 0
Weighted-average shares of Class A common stock outstanding - diluted 48,005 84,972 42,854
(Loss) earnings per share of Class A common stock - basic $ (0.80) $ 0.75 $ 2.92
(Loss) earnings per share of Class A common stock - diluted $ (0.80) $ 0.57 $ 2.91
CWGS, LLC | Convertible Common Stock      
Denominator:      
Weighted-average anti-dilutive securities excluded from the computation of diluted (loss) earnings per share of Class A common stock 40,007 0 42,045
v3.25.0.1
Segments Information - General Information (Details)
12 Months Ended
Dec. 31, 2024
segment
Segments Information  
Number of reportable segments 2
v3.25.0.1
Segments Information - Segment Adjusted EBITDA (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Revenue:      
Revenue $ 6,099,974 $ 6,226,547 $ 6,967,013
Segment expenses:      
Floor plan interest expense $ 95,121 83,075 42,031
Segment Reporting, Other Segment Item, Composition, Description Other segment items include (i) intersegment operating expenses, which are eliminated in our consolidated statements of operations, and (ii) other expense, net excluding loss and/or impairment on investments in equity securities.    
Operating Segments      
Revenue:      
Revenue $ 6,112,387 6,239,701 6,995,900
Segment expenses:      
Segment Adjusted EBITDA 193,077 299,209 668,965
Intersegment Eliminations      
Revenue:      
Revenue (12,413) (13,154) (28,887)
Good Sam Services and Plans | Operating Segments      
Revenue:      
Revenue 195,630 194,827 192,622
Segment expenses:      
Adjusted costs applicable to revenue 70,557 58,765 71,518
Adjusted selling, general and administrative 29,774 24,273 25,856
Segment Adjusted EBITDA 94,515 110,880 95,004
Good Sam Services and Plans | Intersegment Eliminations      
Revenue:      
Revenue 1,055 1,000 494
Segment expenses:      
Adjusted costs applicable to revenue 784 909 244
Good Sam Services and Plans | Good Sam Services and Plans | Operating Segments      
Revenue:      
Revenue 194,575 193,827 192,128
RV and Outdoor Retail      
Revenue:      
Revenue 5,905,399 6,032,720 6,774,885
RV and Outdoor Retail | Operating Segments      
Revenue:      
Revenue 5,916,757 6,044,874 6,803,278
Segment expenses:      
Adjusted costs applicable to revenue 4,203,549 4,283,700 4,632,523
Adjusted selling, general and administrative 1,509,557 1,479,642 1,529,087
Floor plan interest expense 95,121 83,075 42,031
Other segment items 188 314 1,502
Segment Adjusted EBITDA 98,562 188,329 573,961
RV and Outdoor Retail | Intersegment Eliminations      
Revenue:      
Revenue 11,358 12,154 28,393
Segment expenses:      
Adjusted costs applicable to revenue 9,780 9,814 24,174
RV and Outdoor Retail | New vehicles      
Revenue:      
Revenue 2,825,640 2,576,278 3,228,077
RV and Outdoor Retail | New vehicles | Operating Segments      
Revenue:      
Revenue 2,825,640 2,576,278 3,228,077
RV and Outdoor Retail | Used vehicles      
Revenue:      
Revenue 1,613,849 1,979,632 1,877,601
RV and Outdoor Retail | Used vehicles | Operating Segments      
Revenue:      
Revenue 1,613,849 1,979,632 1,877,601
RV and Outdoor Retail | Products, service and other      
Revenue:      
Revenue 820,111 870,038 999,214
RV and Outdoor Retail | Products, service and other | Operating Segments      
Revenue:      
Revenue 820,111 870,038 999,214
RV and Outdoor Retail | Finance and insurance, net      
Revenue:      
Revenue 599,718 562,256 623,456
RV and Outdoor Retail | Finance and insurance, net | Operating Segments      
Revenue:      
Revenue 599,718 562,256 623,456
RV and Outdoor Retail | Good Sam Club      
Revenue:      
Revenue 46,081 44,516 46,537
RV and Outdoor Retail | Good Sam Club | Operating Segments      
Revenue:      
Revenue $ 46,081 $ 44,516 $ 46,537
v3.25.0.1
Segments Information - Segment income (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Segments Information      
Revenue $ 6,099,974 $ 6,226,547 $ 6,967,013
Depreciation and amortization (81,190) (68,643) (80,304)
Long-lived asset impairment (15,061) (9,269) (4,231)
Lease termination 2,297 103 (1,614)
(Gain) loss on sale or disposal of assets (9,855) 5,222 (622)
Stock-based compensation (21,585) (24,086) (33,847)
Other interest expense, net (140,444) (135,270) (75,745)
Tax Receivable Agreement liability adjustment 0 2,442 114
(Loss) income before income taxes (90,257) 49,402 450,115
Impairment on an equity method investment 900 1,300  
Operating Segments      
Segments Information      
Revenue 6,112,387 6,239,701 6,995,900
Segment Adjusted EBITDA 193,077 299,209 668,965
Corporate selling, general, and administrative excluding stock-based compensation (12,573) (10,880) (11,856)
Depreciation and amortization (81,190) (68,643) (80,304)
Long-lived asset impairment (15,061) (9,269) (4,231)
Lease termination 2,297 103 (1,614)
(Gain) loss on sale or disposal of assets (9,855) 5,222 (622)
Stock-based compensation (21,585) (24,086) (33,847)
Restructuring costs   (5,540) (7,026)
Loss and impairment on investments in equity securities (3,262) (1,770)  
Other interest expense, net (140,444) (135,270) (75,745)
Tax Receivable Agreement liability adjustment   2,442 114
Corporate other expense, net     139
Intersegment Eliminations      
Segments Information      
Revenue (12,413) (13,154) (28,887)
(Loss) income before income taxes 1,661 2,116 3,858
Good Sam Services and Plans | Operating Segments      
Segments Information      
Revenue 195,630 194,827 192,622
Segment Adjusted EBITDA 94,515 110,880 95,004
Depreciation and amortization (3,280) (3,278) (3,353)
Other interest expense, net 77 204 (57)
Good Sam Services and Plans | Intersegment Eliminations      
Segments Information      
Revenue 1,055 1,000 494
RV and Outdoor Retail      
Segments Information      
Revenue 5,905,399 6,032,720 6,774,885
RV and Outdoor Retail | Operating Segments      
Segments Information      
Revenue 5,916,757 6,044,874 6,803,278
Segment Adjusted EBITDA 98,562 188,329 573,961
Depreciation and amortization (77,910) (65,365) (76,951)
Other interest expense, net (30,373) (27,131) (14,802)
RV and Outdoor Retail | Intersegment Eliminations      
Segments Information      
Revenue $ 11,358 $ 12,154 $ 28,393
v3.25.0.1
Segments Information - Depreciation and Amortization (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Segments Information      
Depreciation and amortization $ 81,190 $ 68,643 $ 80,304
Operating Segments      
Segments Information      
Depreciation and amortization 81,190 68,643 80,304
Good Sam Services and Plans | Operating Segments      
Segments Information      
Depreciation and amortization 3,280 3,278 3,353
RV and Outdoor Retail | Operating Segments      
Segments Information      
Depreciation and amortization $ 77,910 $ 65,365 $ 76,951
v3.25.0.1
Segments Information - Other Interest Expense, Net (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Segments Information      
Total other interest expense, net $ 140,444 $ 135,270 $ 75,745
Operating Segments      
Segments Information      
Total other interest expense, net 140,444 135,270 75,745
Subtotal      
Segments Information      
Total other interest expense, net 30,296 26,927 14,859
Corporate & other      
Segments Information      
Total other interest expense, net 110,148 108,343 60,886
Good Sam Services and Plans | Operating Segments      
Segments Information      
Total other interest expense, net (77) (204) 57
RV and Outdoor Retail | Operating Segments      
Segments Information      
Total other interest expense, net $ 30,373 $ 27,131 $ 14,802
v3.25.0.1
Segments Information - Assets (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Revenue:    
Total assets $ 4,863,277 $ 4,889,452
Subtotal    
Revenue:    
Total assets 4,631,385 4,681,991
Corporate & other    
Revenue:    
Total assets 231,892 207,461
Adjustment    
Revenue:    
Total assets   43,768
Good Sam Services and Plans | Operating Segments    
Revenue:    
Total assets 121,876 113,619
RV and Outdoor Retail | Operating Segments    
Revenue:    
Total assets $ 4,509,509 $ 4,568,372
v3.25.0.1
Segment Information - Capital Expenditures (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Segments Information      
Total capital expenditures $ 100,439 $ 198,274 $ 210,592
Subtotal      
Segments Information      
Total capital expenditures 100,439 198,274 210,590
Corporate & other      
Segments Information      
Total capital expenditures     2
Good Sam Services and Plans | Operating Segments      
Segments Information      
Total capital expenditures 8,534 4,040 5,099
RV and Outdoor Retail | Operating Segments      
Segments Information      
Total capital expenditures $ 91,905 $ 194,234 $ 205,491
v3.25.0.1
Schedule I - Condensed Financial Information of Registrant - Balance Sheets (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 208,422 $ 39,647
Total current assets 2,271,288 2,349,112
Deferred tax asset 215,140 201,094
Total assets 4,863,277 4,889,452
Current liabilities:    
Accrued liabilities 118,557 149,096
Current portion of Tax Receivable Agreement liability 0 12,943
Total current liabilities 1,680,952 1,947,839
Liabilities under Tax Receivable Agreement, net of current portion 150,372 149,866
Other long-term liabilities 94,927 85,440
Total liabilities 4,378,328 4,631,477
Commitments and contingencies
Stockholders' equity:    
Preferred stock, par value $0.01 per share - 20,000 shares authorized; none issued and outstanding as of December 31, 2024 and 2023 0 0
Additional paid-in capital 193,692 131,665
Treasury stock, at cost; none and 4,551 shares as of December 31, 2024 and 2023, respectively 0 (159,440)
Retained earnings 132,241 195,627
Total stockholders' equity attributable to Camping World Holdings, Inc. 326,562 168,352
Total liabilities and stockholders' equity 4,863,277 4,889,452
Class A Common Stock    
Stockholders' equity:    
Common stock 625 496
Class B Common Stock    
Stockholders' equity:    
Common stock 4 4
Class C Common Stock    
Stockholders' equity:    
Common stock 0 0
Parent Company | Reportable Legal Entities    
Current assets:    
Cash and cash equivalents 10,141 1,905
Affiliate Loan 6,000 30,000
Prepaid income taxes and other 2,817 39
Total current assets 18,958 31,944
Deferred tax asset 213,642 199,696
Investment in subsidiaries 248,127 100,759
Total assets 480,727 332,399
Current liabilities:    
Accrued liabilities 96 1,238
Current portion of Tax Receivable Agreement liability   12,943
Total current liabilities 96 14,181
Liabilities under Tax Receivable Agreement, net of current portion 150,372 149,866
Other long-term liabilities 3,697  
Total liabilities 154,165 164,047
Commitments and contingencies
Stockholders' equity:    
Preferred stock, par value $0.01 per share - 20,000 shares authorized; none issued and outstanding as of December 31, 2024 and 2023
Additional paid-in capital 193,692 131,665
Treasury stock, at cost; none and 4,551 shares as of December 31, 2024 and 2023, respectively   (159,440)
Retained earnings 132,241 195,627
Total stockholders' equity attributable to Camping World Holdings, Inc. 326,562 168,352
Total liabilities and stockholders' equity 480,727 332,399
Parent Company | Reportable Legal Entities | Class A Common Stock    
Stockholders' equity:    
Common stock 625 496
Parent Company | Reportable Legal Entities | Class B Common Stock    
Stockholders' equity:    
Common stock 4 4
Parent Company | Reportable Legal Entities | Class C Common Stock    
Stockholders' equity:    
Common stock
v3.25.0.1
Schedule I - Condensed Financial Information of Registrant - Balance Sheets Additional (Details) - $ / shares
Dec. 31, 2024
Dec. 31, 2023
Stockholders' equity:    
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, authorized 20,000,000 20,000,000
Preferred stock, issued 0 0
Preferred stock, outstanding 0 0
Treasury Stock, (In shares) 0 4,551,000
Class A Common Stock    
Stockholders' equity:    
Common stock, par value $ 0.01 $ 0.01
Common stock, authorized 250,000,000 250,000,000
Common stock, issued 62,502,000 49,571,000
Common stock, outstanding 62,502,000 45,020,000
Class B Common Stock    
Stockholders' equity:    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, authorized 75,000,000 75,000,000
Common stock, issued 39,466,000 39,466,000
Common stock, outstanding 39,466,000 39,466,000
Class C Common Stock    
Stockholders' equity:    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, authorized 1 1
Common stock, issued 1 1
Common stock, outstanding 1 1
Parent Company | Reportable Legal Entities    
Stockholders' equity:    
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, authorized 20,000,000 20,000,000
Preferred stock, issued 0 0
Preferred stock, outstanding 0 0
Treasury Stock, (In shares) 0 4,551,000
Parent Company | Reportable Legal Entities | Class A Common Stock    
Stockholders' equity:    
Common stock, par value $ 0.01 $ 0.01
Common stock, authorized 250,000,000 250,000,000
Common stock, issued 62,502,000 49,571,000
Common stock, outstanding 62,502,000 45,020,000
Parent Company | Reportable Legal Entities | Class B Common Stock    
Stockholders' equity:    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, authorized 75,000,000 75,000,000
Common stock, issued 39,466,000 39,466,000
Common stock, outstanding 39,466,000 39,466,000
Parent Company | Reportable Legal Entities | Class C Common Stock    
Stockholders' equity:    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, authorized 1.000 1.000
Common stock, issued 1 1
Common stock, outstanding 1 1
v3.25.0.1
Schedule I - Condensed Financial Information of Registrant - Statements of Operations (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Revenue:      
Total revenue $ 6,099,974 $ 6,226,547 $ 6,967,013
Operating expenses:      
Selling, general, and administrative 1,573,117 1,538,988 1,606,984
Total operating expenses 1,676,926 1,611,575 1,693,755
Income from operations 148,570 267,074 568,529
Interest income, net 140,444 135,270 75,745
Tax Receivable Agreement liability adjustment 0 2,442 114
Other income, net (3,262) (1,769) (752)
(Loss) income before income taxes (90,257) 49,402 450,115
Income tax benefit (expense) 11,377 3,527 (112,283)
Net (loss) income attributable to Camping World Holdings, Inc. (38,637) 33,372 123,748
Parent Company | Reportable Legal Entities      
Revenue:      
Total revenue $ 12,637 $ 10,584 $ 10,069
Revenue, Related Party [Extensible Enumeration] Related Party [Member] Related Party [Member] Related Party [Member]
Operating expenses:      
Selling, general, and administrative $ 12,715 $ 10,646 $ 10,069
Total operating expenses 12,715 10,646 10,069
Income from operations (78) (62)  
Interest income, net 1,209 1,426 477
Affiliate Loan interest income 141 39  
Tax Receivable Agreement liability adjustment 0 2,442 114
Other income, net     139
Equity in net (loss) income of subsidiaries (53,442) 21,463 215,271
(Loss) income before income taxes (52,170) 25,308 216,001
Income tax benefit (expense) 13,533 8,064 (92,253)
Net (loss) income attributable to Camping World Holdings, Inc. $ (38,637) $ 33,372 $ 123,748
v3.25.0.1
Schedule I - Condensed Financial Information of Registrant - Cash Flows (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Operating activities      
Net Income (Loss) $ (38,637) $ 33,372 $ 123,748
Adjustments to reconcile net (loss) income to net cash provided by operating activities:      
Deferred tax expense (12,946) (14,208) 56,500
Tax Receivable Agreement liability adjustment 0 (2,442) (114)
Change in assets and liabilities, net of acquisitions:      
Accounts payable and other accrued expenses (8,908) 287 (42,303)
Payment pursuant to Tax Receivable Agreement (13,350) (10,937) (11,322)
Other, net 9,558 (2,925) 7,463
Net cash provided by operating activities 245,159 310,807 189,783
Investing activities      
Net cash used in investing activities (88,175) (369,406) (422,535)
Financing activities      
Proceeds from issuance of Class A common stock sold in a public offering, net of underwriter discounts and commissions 333,356 0 0
Dividends paid to Class A common stockholders (24,749) (66,831) (105,387)
Proceeds from exercise of stock options 549 389 541
Repurchases of Class A common stock to treasury stock 0 0 (79,757)
Disgorgement of short-swing profits by Section 16 officer 0 0 58
Net cash provided by (used in) financing activities 11,791 (31,885) 95,551
Increase (decrease) in cash and cash equivalents 168,775 (90,484) (137,201)
Cash and cash equivalents at beginning of the period 39,647 130,131 267,332
Cash and cash equivalents at end of the period 208,422 39,647 130,131
Parent Company | Reportable Legal Entities      
Operating activities      
Net Income (Loss) (38,637) 33,372 123,748
Adjustments to reconcile net (loss) income to net cash provided by operating activities:      
Equity in net income of subsidiaries 53,442 (21,463) (215,271)
Deferred tax expense (12,846) (14,229) 41,871
Tax Receivable Agreement liability adjustment 0 (2,442) (114)
Change in assets and liabilities, net of acquisitions:      
Prepaid income taxes and other assets (2,590) 6,219 2,914
Accounts payable and other accrued expenses (1,238) 1,238 0
Payment pursuant to Tax Receivable Agreement (13,350) (10,937) (11,322)
Other, net 3,697 0 0
Net cash provided by operating activities (11,522) (8,242) (58,174)
Investing activities      
Purchases of LLC Interest from CWGS, LLC (333,905) (389) (541)
Return of LLC Interest to CWGS, LLC for funding of treasury stock purchases 0 0 79,757
Distributions received from CWGS, LLC 20,507 36,716 162,767
Lent funds under Affiliate Loan (79,000) (30,000) 0
Repaid funds under Affiliate Loan 103,000 0 0
Net cash used in investing activities (289,398) 6,327 241,983
Financing activities      
Proceeds from issuance of Class A common stock sold in a public offering, net of underwriter discounts and commissions 333,356 0 0
Dividends paid to Class A common stockholders (24,749) (66,831) (105,387)
Proceeds from exercise of stock options 549 389 541
Repurchases of Class A common stock to treasury stock 0 0 (79,757)
Disgorgement of short-swing profits by Section 16 officer 0 0 58
Net cash provided by (used in) financing activities 309,156 (66,442) (184,545)
Increase (decrease) in cash and cash equivalents 8,236 (68,357) (736)
Cash and cash equivalents at beginning of the period 1,905 70,262 70,998
Cash and cash equivalents at end of the period $ 10,141 $ 1,905 70,262
Parent Company | Reportable Legal Entities | Class A Common Stock      
Financing activities      
Repurchases of Class A common stock to treasury stock     $ (79,800)
v3.25.0.1
Schedule I - Condensed Financial Information of Registrant - Notes to Condensed Financial Statements (Details) - USD ($)
1 Months Ended 12 Months Ended
Nov. 01, 2024
Nov. 30, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Consolidated Balance Sheets              
Deferred tax assets, net     $ 201,094,000 $ 215,140,000 $ 201,094,000    
Total assets     4,889,452,000 4,863,277,000 4,889,452,000    
Additional paid-in capital     131,665,000 193,692,000 131,665,000    
Retained earnings     195,627,000 132,241,000 195,627,000    
Total stockholders' equity     257,975,000 484,949,000 257,975,000 $ 296,610,000 $ 254,597,000
Total liabilities and stockholders' equity     4,889,452,000 4,863,277,000 4,889,452,000    
Consolidated Statements of Operations              
Income tax benefit (expense)       11,377,000 3,527,000 (112,283,000)  
Net (loss) income       (78,880,000) 52,929,000 337,832,000  
Consolidated Statements of Cash Flows              
Net (loss) income       (78,880,000) 52,929,000 337,832,000  
Deferred income taxes       (12,946,000) (14,208,000) 56,500,000  
Public offerings              
Proceeds from sale of stock       333,356,000 $ 0 $ 0  
Reduction in the additional paid-in capital       $ 980,000      
Stock Repurchase Program              
Shares repurchased (in shares)       0 0 2,592,524  
Payment for share repurchased       $ 0 $ 0 $ 79,757,000  
Weighted average price (per share)           $ 30.76  
Remaining approve amount     120,200,000 120,200,000 120,200,000    
Cash (refunded) paid during the period for:              
Interest       238,553,000 214,082,000 $ 106,997,000  
Income taxes       (116,000) 3,352,000 54,579,000  
Tax benefit related to an entity classification election         4,100,000    
Noncash financing activities:              
Par value of Class A common stock issued for redemption of common units in CWGS, LLC       1,000 20,000 1,000  
Cost of treasury stock issued for vested restricted stock units       15,320,000 29,542,000 42,640,000  
November 2024 Public Offering              
Public offerings              
Number of common units purchased 14,634,146            
November 2024 Public Offering | Class A Common Stock              
Public offerings              
Number of shares issued 14,634,146 16,829,267          
Price per share $ 20.5            
Price per share after underwriting discounts and commissions $ 19.81            
Proceeds from sale of stock $ 289,900,000            
Number of shares issued from treasury stock   4,228,700          
Reduction in the additional paid-in capital   $ 1,000,000          
Over-Allotment Option              
Public offerings              
Number of common units purchased   2,195,121          
Over-Allotment Option | Class A Common Stock              
Public offerings              
Number of shares issued   2,195,121          
Proceeds from sale of stock   $ 43,500,000          
Parent Company | Reportable Legal Entities              
Basis of Presentation              
Other Receivables, Net, Current     0 0 0    
Other Liabilities     162,800,000 150,400,000 162,800,000    
Consolidated Balance Sheets              
Deferred tax assets, net     199,696,000 213,642,000 199,696,000    
Total assets     332,399,000 480,727,000 332,399,000    
Additional paid-in capital     131,665,000 193,692,000 131,665,000    
Retained earnings     195,627,000 132,241,000 195,627,000    
Total stockholders' equity     168,352,000   168,352,000    
Total liabilities and stockholders' equity     332,399,000 480,727,000 332,399,000    
Consolidated Statements of Operations              
Income tax benefit (expense)       13,533,000 8,064,000 (92,253,000)  
Net (loss) income         33,372,000 123,748,000  
Consolidated Statements of Cash Flows              
Net (loss) income         33,372,000 123,748,000  
Deferred income taxes       (12,846,000) (14,229,000) 41,871,000  
Affiliate Loan              
Principal amount of borrowings     30,000,000 6,000,000 30,000,000    
Affiliate Loan     30,000,000 $ 6,000,000 30,000,000    
Commitments and Contingencies              
Income Tax Expense Additional Related To LLC Conversion         (3,100,000)    
Expected future payment, as percent of tax benefits (as a percent)       85.00%      
Public offerings              
Proceeds from sale of stock       $ 333,356,000 0 0  
Stock Repurchase Program              
Payment for share repurchased       0 0 79,757,000  
Cash (refunded) paid during the period for:              
Income taxes       (4,989,000) (646,000) 47,601,000  
Tax benefit related to an entity classification election         4,100,000    
Noncash financing activities:              
Par value of Class A common stock issued for redemption of common units in CWGS, LLC       1,000 20,000 1,000  
Cost of treasury stock issued for vested restricted stock units       $ 15,320,000 $ 29,542,000 $ 42,640,000  
Parent Company | Reportable Legal Entities | Class A Common Stock              
Stock Repurchase Program              
Shares repurchased (in shares)           2,592,524  
Payment for share repurchased           $ 79,800,000  
Weighted average price (per share)           $ 30.76  
Stock award to employee (In shares)       322,271 579,176 852,508  
Remaining approve amount       $ 120,200,000      
Parent Company | Reportable Legal Entities | November 2024 Public Offering              
Public offerings              
Number of common units purchased 14,634,146            
Reduction in the additional paid-in capital       $ 1,000,000      
Parent Company | Reportable Legal Entities | November 2024 Public Offering | Class A Common Stock              
Public offerings              
Number of shares issued 14,634,146     16,829,267      
Price per share $ 20.5            
Price per share after underwriting discounts and commissions $ 19.81            
Proceeds from sale of stock $ 289,900,000            
Number of shares issued from treasury stock       4,228,700      
Parent Company | Reportable Legal Entities | Over-Allotment Option              
Public offerings              
Number of shares issued   2,195,121          
Proceeds from sale of stock   $ 43,500,000          
Number of common units purchased   2,195,121          
Parent Company | Reportable Legal Entities | Related party | Continuing Equity Owners              
Basis of Presentation              
Other Liabilities     162,800,000 $ 150,400,000 $ 162,800,000    
Parent Company | CWGS, LLC | Reportable Legal Entities              
Stock Repurchase Program              
Number of units returned           2,592,524  
As Previously Reported              
Consolidated Balance Sheets              
Deferred tax assets, net     157,326,000   157,326,000    
Total assets     4,845,684,000   4,845,684,000    
Additional paid-in capital     98,280,000   98,280,000    
Retained earnings     185,244,000   185,244,000    
Total stockholders' equity     214,207,000   214,207,000 $ 247,686,000 233,894,000
Total liabilities and stockholders' equity     4,845,684,000   4,845,684,000    
Consolidated Statements of Operations              
Income tax benefit (expense)         1,199,000 (99,084,000)  
Net (loss) income         50,601,000 351,031,000  
Consolidated Statements of Cash Flows              
Net (loss) income         50,601,000 351,031,000  
Deferred income taxes         (11,880,000) 43,301,000  
As Previously Reported | Parent Company | Reportable Legal Entities              
Consolidated Balance Sheets              
Deferred tax assets, net     155,928,000   155,928,000    
Total assets     288,631,000   288,631,000    
Additional paid-in capital     98,280,000   98,280,000    
Retained earnings     185,244,000   185,244,000    
Total stockholders' equity     124,584,000   124,584,000    
Total liabilities and stockholders' equity     288,631,000   288,631,000    
Consolidated Statements of Operations              
Income tax benefit (expense)         5,736,000 (79,054,000)  
Net (loss) income         31,044,000 136,947,000  
Consolidated Statements of Cash Flows              
Net (loss) income         31,044,000 136,947,000  
Deferred income taxes         (11,901,000) 28,672,000  
Adjustment              
Consolidated Balance Sheets              
Deferred tax assets, net     43,768,000   43,768,000    
Total assets     43,768,000   43,768,000    
Additional paid-in capital     33,385,000   33,385,000    
Retained earnings     10,383,000   10,383,000    
Total stockholders' equity     43,768,000   43,768,000 48,924,000 $ 20,703,000
Total liabilities and stockholders' equity     43,768,000   43,768,000    
Consolidated Statements of Operations              
Income tax benefit (expense)         2,328,000 (13,199,000)  
Net (loss) income         2,328,000 (13,199,000)  
Consolidated Statements of Cash Flows              
Net (loss) income         2,328,000 (13,199,000)  
Deferred income taxes         (2,328,000) 13,199,000  
Adjustment | Parent Company | Reportable Legal Entities              
Consolidated Balance Sheets              
Deferred tax assets, net     43,768,000   43,768,000    
Total assets     43,768,000   43,768,000    
Additional paid-in capital     33,385,000   33,385,000    
Retained earnings     10,383,000   10,383,000    
Total stockholders' equity     43,768,000   43,768,000    
Total liabilities and stockholders' equity     43,768,000   43,768,000    
Consolidated Statements of Operations              
Income tax benefit (expense)         2,328,000 (13,199,000)  
Net (loss) income         2,328,000 (13,199,000)  
Consolidated Statements of Cash Flows              
Net (loss) income         2,328,000 (13,199,000)  
Deferred income taxes         (2,328,000) $ 13,199,000  
Borrower | Parent Company | Reportable Legal Entities              
Affiliate Loan              
Maximum borrowing capacity     $ 40,000,000   $ 40,000,000    
Variable rate spread (as a percent)     6.50%        
Period of time to give repayment demand     30 days   30 days    
Effective interest rate (as a percent)     11.86% 10.86% 11.86%    
Borrower | Parent Company | Reportable Legal Entities | Maximum              
Affiliate Loan              
Accrued interest     $ 100,000 $ 100,000 $ 100,000    
v3.25.0.1
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Accounts receivable allowance      
Valuation allowance and reserves      
Balance at Beginning of Period $ 2,978 $ 4,222 $ 4,711
Additions Charged to Expense 754 (954) 675
Charged or (Credited) to Other Accounts 0 14 297
Charges Utilized (Write-off) (984) (304) (1,461)
Balance at End of Period 2,748 2,978 4,222
Noncurrent other assets allowance      
Valuation allowance and reserves      
Balance at Beginning of Period 61 37 42
Additions Charged to Expense 0 61 (5)
Charged or (Credited) to Other Accounts 0 0 0
Charges Utilized (Write-off) (61) (37) 0
Balance at End of Period $ 0 $ 61 $ 37
v3.25.0.1
Schedule II - Valuation and Qualifying Accounts Deferred Tax Assets (Details) - Valuation allowance for deferred tax assets - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Valuation allowance and reserves      
Balance at Beginning of Period $ 192,686 $ 106,052 $ 291,386
Tax Valuation Allowance Charged to Income Tax Provision 0 64,351 0
Tax Valuation Allowance Credited to Income Tax Provision (1,568)   (151,058)
Charged or (Credited) to Other Accounts 36,487 22,283 (34,276)
Balance at End of Period $ 227,605 $ 192,686 $ 106,052