Camping World Holdings, Inc. Reports Second Quarter 2020 Results

LINCOLNSHIRE, IL–()–Camping World Holdings, Inc. (NYSE: CWH) (the “Company”), America’s largest retailer of recreational vehicles (“RVs”) and related services and products, today reported results for the second quarter ended June 30, 2020.

Marcus Lemonis, Chairman and CEO of Camping World Holdings, Inc. stated, “I am extremely proud of the way our team has evolved their processes to changing business conditions. Over the past 24 months, we have made significant investments and enhancements in our digital capabilities, which has allowed us to quickly pivot and handle the surge in web traffic, call center volume and lead volume that we have seen since mid-April for our products and services. Through our enhanced platform, we have been successful in engaging new and existing customers in all areas of our business, including customer service, tech support, RV unit selection and demonstration, RV service assistance, retail product selection and installation, and the sale of Good Sam protection plans and services such as roadside assistance, extended warranties, insurance and travel assistance. In addition, our team has done an amazing job at managing our supply chain and replenishing inventory levels in key products and categories. As a result, we are very pleased with our year-to-date and quarterly results, and the prospects for the future.”

Second quarter operating highlights and year-over-year comparisons:

  • Revenue increased 9.0%, or $132.4 million, to $1.607 billion;
  • Gross profit increased 19.2% to $488.6 million and gross margin increased 260 basis points to 30.4%;
  • Selling, general and administrative expenses decreased 10.5% to $271.6 million and selling, general and administrative expenses as a percentage of gross profit were 56% for the second quarter and 68% for the six-month period ended June 30, 2020;
  • Net income increased 210.2% to $163.2 million and net income margin was 10.2% for the second quarter and 5.7% for the six-month period ended June 30, 2020;
  • Adjusted EBITDA(1) increased 122.5% to $220.7 million and adjusted EBITDA margin was 13.7% for the second quarter and 9.7% for the six-month period ended June 30, 2020; and
  • Cash and cash equivalents, maintained in our primary cash accounts, was $227.9 million on June 30, 2020 and we also maintained an additional $216.9 million of cash in our floorplan interest offset account on June 30, 2020.
________________
(1)

Adjusted EBITDA is a non-GAAP measure. For a reconciliation of this non-GAAP measure to the most directly comparable GAAP measure, see the “Non-GAAP Financial Measures” section later in this press release.

Earnings Conference Call and Webcast Information

A conference call to discuss the Company’s second quarter 2020 financial results is scheduled for today, August 5, 2020, at 4:00 p.m. Central Time. Investors and analysts can participate on the conference call by dialing (800) 289-0438 or (323) 794-2423 and using conference ID# 2353595. Interested parties can also listen to a live webcast or replay of the conference call by logging on to the Investor Relations section on the Company’s website at http://investor.campingworld.com. The replay of the conference call webcast will be available on the investor relations website for approximately 90 days. In addition, a live stream of the Company’s second quarter conference call will be broadcast by Marcus Lemonis on Facebook and Twitter using Mr. Lemonis’ Facebook and Twitter accounts and their respective Live streaming features. Mr. Lemonis also uses his Facebook and Twitter accounts as a means for personal communications and observations.

Presentation

This press release presents historical results for the periods presented of the Company and its subsidiaries, which are presented in accordance with accounting principles generally accepted in the United States (“GAAP”), unless noted as a non-GAAP financial measure. The Company’s initial public offering (“IPO”) and related reorganization transactions (“Reorganization Transactions”) that occurred on October 6, 2016 resulted in the Company as the sole managing member of CWGS Enterprises, LLC (“CWGS, LLC”), with sole voting power in and control of the management of CWGS, LLC. Despite its position as sole managing member of CWGS, LLC, the Company has a minority economic interest in CWGS, LLC. As of June 30, 2020, the Company owned 42.3% of CWGS, LLC. Accordingly, the Company consolidates the financial results of CWGS, LLC and reports a non-controlling interest in its consolidated financial statements. Unless otherwise indicated, all financial comparisons in this press release compare our financial results of the second quarter ended June 30, 2020 to our financial results from the second quarter ended June 30, 2019.

About Camping World Holdings, Inc.

Camping World Holdings, Inc. (together with its subsidiaries) is America’s largest retailer of RVs and related products and services. Our vision is to build a long-term legacy business that makes RVing fun and easy, and our Camping World and Good Sam brands have been serving RV consumers since 1966. We strive to build long-term value for our customers, employees, and stockholders by combining a unique and comprehensive assortment of RV products and services with a national network of RV dealerships, service centers and customer support centers along with the industry’s most extensive online presence and a highly-trained and knowledgeable team of associates serving our customers, the RV lifestyle, and the communities in which we operate. We also believe that our Good Sam organization and family of programs and services uniquely enables us to connect with our customers as stewards of the RV enthusiast community and the RV lifestyle.

For more information, please visit www.CampingWorld.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements about our business plans and goals, including the impact of COVID-19 on our business, financial results and financial condition, demand for our products, our liquidity and working capital, and our beliefs regarding our competitive position and prospects for the future. These forward-looking statements are based on management’s current expectations.

These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, the following: risks related to the COVID-19 pandemic and its impact on our business, financial results and financial condition; our ability to execute and achieve the expected benefits of our 2019 Strategic Shift; the availability of financing to us and our customers; fuel shortages or high prices for fuel; the success of our manufacturers; general economic conditions in our markets; changes in consumer preferences; competition in our industry; risks related to acquisitions and expansion into new markets; our failure to maintain the strength and value of our brands; our ability to manage our inventory; fluctuations in our same store revenue; the cyclical and seasonal nature of our business; our dependence on the availability of adequate capital and risks related to our debt; our reliance on four fulfillment and distribution centers; natural disasters, including epidemic outbreaks; risks associated with selling goods manufactured abroad; our dependence on our relationships with third party suppliers; our ability to retain senior executives and attract and retain other qualified employees; risks associated with leasing substantial amounts of space; regulatory risks; data privacy and cybersecurity risks; risks related to our intellectual property; the impact of ongoing or future lawsuits against us and certain of our officers and directors; and risks related to our organizational structure.

These and other important factors discussed under the caption “Risk Factors” in our Annual Report on Form 10-K filed for the year ended December 31, 2019, as updated in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020, and our other reports filed with the SEC could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. Any such forward-looking statements represent management’s estimates as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change, except as required under applicable law. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.

 
Camping World Holdings, Inc. and Subsidiaries
Consolidated Statements of Operations (unaudited)
(In Thousands Except Per Share Amounts)
 

Three Months Ended June 30,

Six Months Ended June 30,

2020

2019

2020

2019

Revenue:
Good Sam Services and Plans

$

44,519

 

$

44,694

 

$

91,727

 

$

91,660

 

RV and Outdoor Retail
New vehicles

 

898,175

 

 

778,870

 

 

1,395,492

 

 

1,308,447

 

Used vehicles

 

274,910

 

 

245,749

 

 

481,575

 

 

425,757

 

Products, service and other

 

231,172

 

 

264,426

 

 

403,795

 

 

469,302

 

Finance and insurance, net

 

147,318

 

 

128,225

 

 

239,774

 

 

220,116

 

Good Sam Club

 

10,651

 

 

12,383

 

 

21,655

 

 

23,834

 

Subtotal

 

1,562,226

 

 

1,429,653

 

 

2,542,291

 

 

2,447,456

 

Total revenue

 

1,606,745

 

 

1,474,347

 

 

2,634,018

 

 

2,539,116

 

 
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):
Good Sam Services and Plans

 

15,234

 

 

18,746

 

 

37,093

 

 

39,477

 

RV and Outdoor Retail
New vehicles

 

752,570

 

 

681,399

 

 

1,179,012

 

 

1,144,443

 

Used vehicles

 

208,829

 

 

192,681

 

 

372,622

 

 

335,527

 

Products, service and other

 

139,341

 

 

168,607

 

 

249,610

 

 

304,711

 

Good Sam Club

 

2,133

 

 

2,924

 

 

4,380

 

 

6,641

 

Subtotal

 

1,102,873

 

 

1,045,611

 

 

1,805,624

 

 

1,791,322

 

Total costs applicable to revenue

 

1,118,107

 

 

1,064,357

 

 

1,842,717

 

 

1,830,799

 

 
Gross profit:
Good Sam Services and Plans

 

29,285

 

 

25,948

 

 

54,634

 

 

52,183

 

RV and Outdoor Retail
New vehicles

 

145,605

 

 

97,471

 

 

216,480

 

 

164,004

 

Used vehicles

 

66,081

 

 

53,068

 

 

108,953

 

 

90,230

 

Products, service and other

 

91,831

 

 

95,819

 

 

154,185

 

 

164,591

 

Finance and insurance, net

 

147,318

 

 

128,225

 

 

239,774

 

 

220,116

 

Good Sam Club

 

8,518

 

 

9,459

 

 

17,275

 

 

17,193

 

Subtotal

 

459,353

 

 

384,042

 

 

736,667

 

 

656,134

 

Total gross profit

 

488,638

 

 

409,990

 

 

791,301

 

 

708,317

 

 
Operating expenses:
Selling, general, and administrative

 

271,591

 

 

303,366

 

 

539,247

 

 

571,431

 

Depreciation and amortization

 

12,567

 

 

13,946

 

 

26,645

 

 

27,540

 

Long-lived asset impairment

 

 

 

 

 

6,569

 

 

 

Lease termination

 

868

 

 

 

 

1,452

 

 

 

Loss on disposal of assets

 

272

 

 

2,374

 

 

783

 

 

2,160

 

Total operating expenses

 

285,298

 

 

319,686

 

 

574,696

 

 

601,131

 

 
Income from operations

 

203,340

 

 

90,304

 

 

216,605

 

 

107,186

 

 
Other income (expense):
Floor plan interest expense

 

(5,098

)

 

(11,269

)

 

(13,702

)

 

(22,879

)

Other interest expense, net

 

(14,547

)

 

(18,211

)

 

(29,205

)

 

(35,854

)

Tax Receivable Agreement liability adjustment

 

 

 

 

 

 

 

8,477

 

Total other income (expense)

 

(19,645

)

 

(29,480

)

 

(42,907

)

 

(50,256

)

 
Income before income taxes

 

183,695

 

 

60,824

 

 

173,698

 

 

56,930

 

Income tax expense

 

(20,473

)

 

(8,201

)

 

(24,605

)

 

(31,114

)

Net income

 

163,222

 

 

52,623

 

 

149,093

 

 

25,816

 

Less: net income attributable to non-controlling interests

 

(105,145

)

 

(34,606

)

 

(99,176

)

 

(27,194

)

Net income attributable to Camping World Holdings, Inc.

$

58,077

 

$

18,017

 

$

49,917

 

$

(1,378

)

 
Earnings per share of Class A common stock:
Basic

$

1.54

 

$

0.48

 

$

1.33

 

$

(0.04

)

Diluted

$

1.54

 

$

0.46

 

$

1.32

 

$

(0.04

)

Weighted average shares of Class A common stock outstanding:
Basic

 

37,635

 

 

37,239

 

 

37,585

 

 

37,217

Diluted

89,689

 

88,925

 

89,578

 

37,217

 

 

Camping World Holdings, Inc.

 

Supplemental Data

Three Months Ended June 30,

 

Increase

 

 

Percent

2020

 

2019

 

(decrease)

 

 

Change

Unit sales

 

New vehicles

 

27,168

 

 

22,906

 

 

4,262

 

 

18.6

%

Used vehicles

 

11,618

 

 

10,809

 

 

809

 

 

7.5

%

Total

 

38,786

 

 

33,715

 

 

5,071

 

 

15.0

%

Average selling price

 

New vehicles

$

33,060

 

$

34,003

 

$

(943

)

(2.8

%)

Used vehicles

$

23,662

 

$

22,736

 

$

927

 

 

4.1

%

 

Same store unit sales

 

New vehicles

 

24,628

 

 

21,413

 

 

3,215

 

 

15.0

%

Used vehicles

 

10,610

 

 

10,365

 

 

245

 

 

2.4

%

Total

 

35,238

 

 

31,778

 

 

3,460

 

 

10.9

%

 

Same store revenue ($ in 000’s)

 

New vehicles

$

818,865

 

$

736,661

 

$

82,204

 

 

11.2

%

Used vehicles

 

255,201

 

 

238,822

 

 

16,379

 

 

6.9

%

Products, service and other

 

151,406

 

 

147,713

 

 

3,693

 

 

2.5

%

Finance and insurance, net

 

135,844

 

 

122,264

 

 

13,580

 

 

11.1

%

Total

$

1,361,316

 

$

1,245,460

 

$

115,856

 

 

9.3

%

 

Average gross profit per unit

 

New vehicles

$

5,359

 

$

4,255

 

$

1,104

 

 

25.9

%

Used vehicle

$

5,688

 

$

4,910

 

$

778

 

 

15.9

%

Finance and insurance, net per vehicle unit

$

3,798

 

$

3,803

 

$

(5

)

(0.1

%)

Total vehicle front-end yield(1)

$

9,256

 

$

8,268

 

$

988

 

 

11.9

%

 

Gross margin

 

Good Sam Services and Plans

 

65.8

%

 

58.1

%

 

772

 

bps

New vehicles

 

16.2

%

 

12.5

%

 

370

 

bps

Used vehicles

 

24.0

%

 

21.6

%

 

244

 

bps

Products, service and other

 

39.7

%

 

36.2

%

 

349

 

bps

Finance and insurance, net

 

100.0

%

 

100.0

%

unch.

 

bps

Good Sam Club

 

80.0

%

 

76.4

%

 

359

 

bps

Subtotal RV and Outdoor Retail

 

29.4

%

 

26.9

%

 

254

 

bps

Total gross margin

 

30.4

%

 

27.8

%

 

260

 

bps

 

Inventories ($ in 000’s)

 

New vehicles

$

711,164

 

$

1,000,977

 

$

(289,813

)

(29.0

%)

Used vehicles

 

126,687

 

 

121,744

 

 

4,943

 

 

4.1

%

Products, parts, accessories and misc.

 

214,357

 

 

424,756

 

 

(210,399

)

(49.5

%)

Total RV and Outdoor Retail inventories

$

1,052,208

 

$

1,547,477

 

$

(495,269

)

(32.0

%)

 

Vehicle inventory per location ($ in 000’s)

 

New vehicle inventory per dealer location

$

4,679

 

$

6,629

 

$

(1,950

)

(29.4

%)

Used vehicle inventory per dealer location

$

833

 

$

806

 

$

27

 

 

3.4

%

 

Vehicle inventory turnover(2)

 

New vehicle inventory turnover

 

2.3

 

 

2.1

 

 

0.2

 

 

9.6

%

Used vehicle inventory turnover

 

4.7

 

 

5.0

 

 

(0.3

)

(5.2

%)

 

Retail locations

 

RV dealerships

 

152

 

 

151

 

 

1

 

 

0.7

%

RV service & retail centers

 

10

 

 

14

 

 

(4

)

(28.6

%)

Subtotal

 

162

 

 

165

 

 

(3

)

(1.8

%)

Other retail stores

 

2

 

 

62

 

 

(60

)

(96.8

%)

Total

 

164

 

 

227

 

 

(63

)

(27.8

%)

 

Other data

 

Active customers(3)

 

5,220,367

 

 

5,251,874

 

 

(31,507

)

(0.6

%)

Good Sam Club members

 

2,067,253

 

 

2,177,743

 

 

(110,490

)

(5.1

%)

Finance and insurance gross profit as a % of total vehicle revenue

 

12.6

%

 

12.5

%

 

4

 

 

n/a

 

Same store locations

 

143

 

 

n/a

 

 

n/a

 

 

n/a

 

 

(1)

Front end yield is calculated as gross profit from new vehicles, used vehicles and finance and insurance (net), divided by combined new and used retail units sold.

(2)

Inventory turnover calculated as vehicle costs applicable to revenue divided by average vehicle inventory.

(3)

An Active Customer is a customer who has transacted with us in any of the eight most recently completed fiscal quarters prior to the date of measurement.

 
Camping World Holdings, Inc.
Supplemental Data

Six Months Ended June 30,

 

Increase

 

 

Percent

2020

 

2019

 

(decrease)

 

 

Change

Unit sales
New vehicles

 

41,376

 

 

37,922

 

 

3,454

 

9.1

%

Used vehicles

 

20,300

 

 

18,986

 

 

1,314

 

6.9

%

Total

 

61,676

 

 

56,908

 

 

4,768

 

8.4

%

Average selling price
New vehicles

$

33,727

 

$

34,504

 

$

(777

)

(2.3

%)

Used vehicles

$

23,723

 

$

22,425

 

$

1,298

 

5.8

%

 
Same store unit sales
New vehicles

 

37,382

 

 

35,681

 

 

1,701

 

4.8

%

Used vehicles

 

18,521

 

 

18,303

 

 

218

 

1.2

%

Total

 

55,903

 

 

53,984

 

 

1,919

 

3.6

%

 
Same store revenue ($ in 000’s)
New vehicles

$

1,269,206

 

$

1,245,892

 

$

23,314

 

1.9

%

Used vehicles

 

447,863

 

 

414,978

 

 

32,885

 

7.9

%

Products, service and other

 

263,955

 

 

261,088

 

 

2,867

 

1.1

%

Finance and insurance, net

 

220,224

 

 

211,166

 

 

9,058

 

4.3

%

Total

$

2,201,248

 

$

2,133,124

 

$

68,124

 

3.2

%

 
Average gross profit per unit
New vehicles

$

5,232

 

$

4,325

 

$

907

 

21.0

%

Used vehicle

$

5,367

 

$

4,752

 

$

615

 

12.9

%

Finance and insurance, net per vehicle unit

$

3,888

 

$

3,868

 

$

20

 

0.5

%

Total vehicle front-end yield(1)

$

9,164

 

$

8,335

 

$

829

 

9.9

%

 
Gross margin
Good Sam Services and Plans

 

59.6

%

 

56.9

%

 

263

 

bps
New vehicles

 

15.5

%

 

12.5

%

 

298

 

bps
Used vehicles

 

22.6

%

 

21.2

%

 

143

 

bps
Products, service and other

 

38.2

%

 

35.1

%

 

311

 

bps
Finance and insurance, net

 

100.0

%

 

100.0

%

unch.

bps
Good Sam Club

 

79.8

%

 

72.1

%

 

764

 

bps
Subtotal RV and Outdoor Retail

 

29.0

%

 

26.8

%

 

217

 

bps
Total gross margin

 

30.0

%

 

27.9

%

 

215

 

bps
 
Inventories ($ in 000’s)
New vehicles

$

711,164

 

$

1,000,977

 

$

(289,813

)

(29.0

%)

Used vehicles

 

126,687

 

 

121,744

 

 

4,943

 

4.1

%

Products, parts, accessories and misc.

 

214,357

 

 

424,756

 

 

(210,399

)

(49.5

%)

Total RV and Outdoor Retail inventories

$

1,052,208

 

$

1,547,477

 

$

(495,269

)

(32.0

%)

 
Vehicle inventory per location ($ in 000’s)
New vehicle inventory per dealer location

$

4,679

 

$

6,629

 

$

(1,950

)

(29.4

%)

Used vehicle inventory per dealer location

$

833

 

$

806

 

$

27

 

3.4

%

 
Vehicle inventory turnover(2)
New vehicle inventory turnover

 

2.3

 

 

2.1

 

 

0.2

 

9.6

%

Used vehicle inventory turnover

 

4.7

 

 

5.0

 

 

(0.3

)

(5.2

%)

 
Retail locations
RV dealerships

 

152

 

 

151

 

 

1

 

0.7

%

RV service & retail centers

 

10

 

 

14

 

 

(4

)

(28.6

%)

Subtotal

 

162

 

 

165

 

 

(3

)

(1.8

%)

Other retail stores

 

2

 

 

62

 

 

(60

)

(96.8

%)

Total

 

164

 

 

227

 

 

(63

)

(27.8

%)

 
Other data
Active customers(3)

 

5,220,367

 

 

5,251,874

 

 

(31,507

)

(0.6

%)

Good Sam Club members

 

2,067,253

 

 

2,177,743

 

 

(110,490

)

(5.1

%)

Finance and insurance gross profit as a % of total vehicle revenue

 

12.8

%

 

12.7

%

 

8

 

bps

n/a

 

Same store locations

 

143

 

 

n/a

 

 

n/a

 

n/a

 

 

(1)

Front end yield is calculated as gross profit from new vehicles, used vehicles and finance and insurance (net), divided by combined new and used retail units sold.

(2)

 

Inventory turnover calculated as vehicle costs applicable to revenue divided by average vehicle inventory.

(3)

An Active Customer is a customer who has transacted with us in any of the eight most recently completed fiscal quarters prior to the date of measurement.

 
Camping World Holdings, Inc. and Subsidiaries
Consolidated Balance Sheets (unaudited)
($ in Thousands Except Per Share Amounts)
 

June 30,

December 31,

2020

2019

Assets
Current assets:
Cash and cash equivalents

$

227,902

 

$

147,521

 

Contracts in transit

 

171,437

 

 

44,947

 

Accounts receivable, net

 

84,493

 

 

81,847

 

Inventories

 

1,052,222

 

 

1,358,539

 

Prepaid expenses and other assets

 

55,974

 

 

57,827

 

Total current assets

 

1,592,028

 

 

1,690,681

 

Property and equipment, net

 

325,053

 

 

314,374

 

Operating lease assets

 

789,539

 

 

807,537

 

Deferred tax asset, net

 

126,097

 

 

129,710

 

Intangibles assets, net

 

28,101

 

 

29,707

 

Goodwill

 

387,049

 

 

386,941

 

Other assets

 

16,684

 

 

17,290

 

Total assets

$

3,264,551

 

$

3,376,240

 

Liabilities and stockholders’ deficit
Current liabilities:
Accounts payable

$

232,989

 

$

106,959

 

Accrued liabilities

 

184,751

 

 

130,316

 

Deferred revenues

 

84,286

 

 

87,093

 

Current portion of operating lease liabilities

 

60,315

 

 

58,613

 

Current portion of Tax Receivable Agreement liability

 

6,909

 

 

6,563

 

Current portion of long-term debt

 

15,828

 

 

14,085

 

Notes payable – floor plan, net

 

470,871

 

 

848,027

 

Other current liabilities

 

61,391

 

 

44,298

 

Total current liabilities

 

1,117,340

 

 

1,295,954

 

Operating lease obligations, net of current portion

 

823,929

 

 

843,312

 

Tax Receivable Agreement liability, net of current portion

 

101,702

 

 

108,228

 

Revolving line of credit

 

20,885

 

 

40,885

 

Long-term debt, net of current portion

 

1,165,227

 

 

1,153,551

 

Deferred revenues

 

61,928

 

 

58,079

 

Other long-term liabilities

 

43,479

 

 

35,467

 

Total liabilities

 

3,334,490

 

 

3,535,476

 

Commitments and contingencies
Stockholders’ deficit:
Preferred stock, par value $0.01 per share – 20,000,000 shares authorized; none issued and outstanding as of June 30, 2020 and December 31, 2019

 

 

 

 

Class A common stock, par value $0.01 per share – 250,000,000 shares authorized; 38,018,386 issued and 37,773,109 outstanding as of June 30, 2020 and 37,701,584 issued and 37,488,989 outstanding as of December 31, 2019

 

378

 

 

375

 

Class B common stock, par value $0.0001 per share – 75,000,000 shares authorized; 69,066,445 issued; and 50,706,629 outstanding as of June 30, 2020 and December 31, 2019

 

5

 

 

5

 

Class C common stock, par value $0.0001 per share – one share authorized, issued and outstanding as of June 30, 2020 and December 31, 2019

 

 

 

 

Additional paid-in capital

 

52,747

 

 

50,152

 

Retained deficit

 

(44,754

)

 

(83,134

)

Total stockholders’ equity (deficit) attributable to Camping World Holdings, Inc.

 

8,376

 

 

(32,602

)

Non-controlling interests

 

(78,315

)

 

(126,634

)

Total stockholders’ deficit

 

(69,939

)

 

(159,236

)

Total liabilities and stockholders’ deficit

$

3,264,551

 

$

3,376,240

 

 

Earnings Per Share

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

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

(In thousands except per share amounts)

2020

 

2019

 

2020

 

2019

Numerator:
Net income

$

163,222

 

$

52,623

 

$

149,093

 

$

25,816

 

Less: net income attributable to non-controlling interests

 

(105,145

)

 

(34,606

)

 

(99,176

)

 

(27,194

)

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

$

58,077

 

$

18,017

 

$

49,917

 

$

(1,378

)

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

 

79,603

 

 

22,565

 

 

68,383

 

 

 

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

$

137,680

 

$

40,582

 

$

118,300

 

$

(1,378

)

Denominator:
Weighted-average shares of Class A common stock outstanding — basic and diluted

 

37,635

 

 

37,239

 

 

37,585

 

 

37,217

 

Dilutive restricted stock units

 

434

 

 

17

 

 

359

 

 

 

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

 

51,620

 

 

51,669

 

 

51,634

 

 

 

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

 

89,689

 

 

88,925

 

 

89,578

 

 

37,217

 

 
Earnings (loss) per share of Class A common stock — basic

$

1.54

 

$

0.48

 

$

1.33

 

$

(0.04

)

Earnings (loss) per share of Class A common stock — diluted

$

1.54

 

$

0.46

 

$

1.32

 

$

(0.04

)

 
Weighted-average anti-dilutive securities excluded from the computation of diluted earnings per share of Class A common stock:
Stock options to purchase Class A common stock

 

715

 

 

804

 

 

726

 

 

831

 

Restricted stock units

 

620

 

 

1,351

 

 

658

 

 

1,427

 

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

 

 

 

 

 

 

 

51,671

 

 

Non-GAAP Financial Measures

To supplement our consolidated financial statements, which are prepared and presented in accordance with accounting principles generally accepted in the United States (“GAAP”), we use the following non-GAAP financial measures: EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income Attributable to Camping World Holdings, Inc. – Basic, Adjusted Net Income Attributable to Camping World Holdings, Inc. – Diluted, Adjusted Earnings Per Share – Basic, and Adjusted Earnings Per Share – Diluted (collectively the “Non-GAAP Financial Measures”). We believe that these Non-GAAP Financial Measures, when used in conjunction with GAAP financial measures, provide useful information about operating results, enhance the overall understanding of past financial performance and future prospects, and allow for greater transparency with respect to the key metrics we use in our financial and operational decision making. These Non-GAAP Financial Measures are also frequently used by analysts, investors and other interested parties to evaluate companies in the Company’s industry. The presentation of this financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP, and they should not be construed as an inference that the Company’s future results will be unaffected by any items adjusted for in these Non-GAAP Financial Measures. In evaluating these Non-GAAP Financial Measures, you should be aware that in the future the Company may incur expenses that are the same as or similar to some of those adjusted in this presentation. The Non-GAAP Financial Measures that we use are not necessarily comparable to similarly titled measures used by other companies due to different methods of calculation.

EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin

We define “EBITDA” as net income before other interest expense, net (excluding floor plan interest expense), provision for income tax expense and depreciation and amortization. We define “Adjusted EBITDA” as EBITDA further adjusted for the impact of certain non-cash and other items that we do not consider in our evaluation of ongoing operating performance. These items include, among other things, long-lived asset impairment, lease termination costs, loss (gain) on disposal of assets, equity-based compensation, Tax Receivable Agreement liability adjustment, restructuring costs related to the 2019 Strategic Shift, and other unusual or one-time items. We define “Adjusted EBITDA Margin” as Adjusted EBITDA as a percentage of total revenue. We caution investors that amounts presented in accordance with our definitions of EBITDA, Adjusted EBITDA, and Adjusted EBITDA Margin may not be comparable to similar measures disclosed by our competitors, because not all companies and analysts calculate EBITDA, Adjusted EBITDA, and Adjusted EBITDA Margin in the same manner. We present EBITDA, Adjusted EBITDA, and Adjusted EBITDA Margin because we consider them to be important supplemental measures of our performance and believe they are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry. Management believes that investors’ understanding of our performance is enhanced by including these Non-GAAP Financial Measures as a reasonable basis for comparing our ongoing results of operations.

The following table reconciles EBITDA, Adjusted EBITDA, and Adjusted EBITDA Margin to the most directly comparable GAAP financial performance measures, which are net income and net income as a percentage of revenue, respectively (unaudited):

 

Three Months Ended

 

Six Months Ended

June 30,

 

June 30,

($ in thousands)

2020

 

2019

 

2020

 

2019

 
EBITDA:
Net income

$

163,222

$

52,623

$

149,093

$

25,816

 

Other interest expense, net

 

14,547

 

18,211

 

29,205

 

35,854

 

Depreciation and amortization

 

12,567

 

13,946

 

26,645

 

27,540

 

Income tax expense

 

20,473

 

8,201

 

24,605

 

31,114

 

Subtotal EBITDA

 

210,809

 

92,981

 

229,548

 

120,324

 

Long-lived asset impairment (a)

 

 

 

6,569

 

 

Lease termination (b)

 

868

 

 

1,452

 

 

Loss on disposal of assets, net (c)

 

272

 

2,374

 

783

 

2,160

 

Equity-based compensation (d)

 

4,182

 

3,863

 

7,494

 

6,579

 

Tax Receivable Agreement liability adjustment (e)

 

 

 

 

(8,477

)

Restructuring costs (f)

 

4,591

 

 

10,873

 

 

Adjusted EBITDA

$

220,722

$

99,218

$

256,719

$

120,586

 

 
 

Three Months Ended

 

Six Months Ended

June 30,

 

June 30,

(as percentage of total revenue)

2020

 

2019

 

2020

 

2019

 

 

 

 

 

 

 

EBITDA margin:
Net income margin

10.2

%

3.6

%

5.7

%

1.0

%

Other interest expense, net

0.9

%

1.2

%

1.1

%

1.4

%

Depreciation and amortization

0.8

%

0.9

%

1.0

%

1.1

%

Income tax expense

1.3

%

0.6

%

0.9

%

1.2

%

Subtotal EBITDA margin

13.1

%

6.3

%

8.7

%

4.7

%

Long-lived asset impairment (a)

 

 

0.2

%

 

Lease termination (b)

0.1

%

 

0.1

%

 

Loss on disposal of assets, net (c)

0.0

%

0.2

%

0.0

%

0.1

%

Equity-based compensation (d)

0.3

%

0.3

%

0.3

%

0.3

%

Tax Receivable Agreement liability adjustment (e)

 

 

 

(0.3

%)

Restructuring costs (f)

0.3

%

 

0.4

%

 

Adjusted EBITDA margin

13.7

%

6.7

%

9.7

%

4.7

%

 
(a)

Represents long-lived asset impairment charges related to the RV and Outdoor Retail segment, which primarily relate to locations affected by the 2019 Strategic Shift.

(b)

Represents the loss on the termination of operating leases relating primarily to the 2019 Strategic Shift, net of lease termination fees.

(c)

Represents an adjustment to eliminate the losses and gains on disposal and sales of various assets.

(d)

Represents non-cash equity-based compensation expense relating to employees and directors of the Company.

(e)

Represents an adjustment to eliminate the loss on remeasurement of the Tax Receivable Agreement primarily due to changes in our effective income tax rate and the transfer of certain assets from GSS Enterprises LLC (“GSS”) to Camping World, Inc (“CW”).

(f)

Represents restructuring costs relating to our 2019 Strategic Shift. These restructuring costs include one-time employee termination benefits, incremental inventory reserve charges, and other associated costs. These costs do not include lease termination costs, which are presented separately above.

 

Adjusted Net Income Attributable to Camping World Holdings, Inc. and Adjusted Earnings Per Share

We define “Adjusted Net Income Attributable to Camping World Holdings, Inc. – Basic” as net income attributable to Camping World Holdings, Inc. adjusted for the impact of certain non-cash and other items that we do not consider in our evaluation of ongoing operating performance. These items include, among other things, long-lived asset impairment, lease termination costs, loss on disposal of assets, equity-based compensation, Tax Receivable Agreement liability adjustment, restructuring costs related to the 2019 Strategic Shift, other unusual or one-time items, the income tax expense effect of these adjustments, and the effect of net income attributable to non-controlling interests from these adjustments.

We define “Adjusted Net Income Attributable to Camping World Holdings, Inc. – Diluted” as Adjusted Net Income Attributable to Camping World Holdings, Inc. – Basic adjusted for the reallocation of net income attributable to non-controlling interests from stock options and restricted stock units, if dilutive, or the assumed exchange, if dilutive, of all outstanding common units in CWGS, LLC for shares of newly-issued Class A common stock of Camping World Holdings, Inc.

We define “Adjusted Earnings Per Share – Basic” as Adjusted Net Income Attributable to Camping World Holdings, Inc. – Basic divided by the weighted-average shares of Class A common stock outstanding. We define “Adjusted Earnings Per Share – Diluted” as Adjusted Net Income Attributable to Camping World Holdings, Inc. – Diluted divided by the weighted-average shares of Class A common stock outstanding, assuming (i) the exchange of all outstanding common units in CWGS, LLC for newly-issued shares of Class A common stock of Camping World Holdings, Inc., if dilutive, and (ii) the dilutive effect of stock options and restricted stock units, if any. We present Adjusted Net Income Attributable to Camping World Holdings, Inc. – Basic, Adjusted Net Income Attributable to Camping World Holdings, Inc. – Diluted, Adjusted Earnings Per Share – Basic, and Adjusted Earnings Per Share – Diluted because we consider them to be important supplemental measures of our performance and we believe that investors’ understanding of our performance is enhanced by including these Non GAAP financial measures as a reasonable basis for comparing our ongoing results of operations.

The following table reconciles Adjusted Net Income Attributable to Camping World Holdings, Inc. – Basic, Adjusted Net Income Attributable to Camping World Holdings, Inc. – Diluted, Adjusted Earnings Per Share – Basic, and Adjusted Earnings Per Share – Diluted to the most directly comparable GAAP financial performance measure, which is net income attributable to Camping World Holdings, Inc., in the case of the Adjusted Net Income non-GAAP financial measures, and weighted-average shares of Class A common stock outstanding – basic, in the case of the Adjusted Earnings Per Share non-GAAP financial measures:

 

Three Months Ended

 

Six Months Ended

June 30,

 

June 30,

(In thousands except per share amounts)

2020

 

2019

 

2020

 

2019

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

$

58,077

 

$

18,017

 

$

49,917

 

$

(1,378

)

Adjustments related to basic calculation:
Long-lived asset impairment (a):
Gross adjustment

 

 

 

 

 

6,569

 

 

 

Income tax expense for above adjustment (b)

 

 

 

 

 

(13

)

 

 

Lease termination (c):
Gross adjustment

 

868

 

 

 

 

1,452

 

 

 

Income tax expense for above adjustment (b)

 

(23

)

 

 

 

(23

)

 

 

Loss on disposal of assets and other expense, net (d):
Gross adjustment

 

272

 

 

2,374

 

 

783

 

 

2,160

 

Income tax (expense) benefit for above adjustment (b)

 

(2

)

 

(3

)

 

(3

)

 

6

 

Equity-based compensation (e):
Gross adjustment

 

4,182

 

 

3,863

 

 

7,494

 

 

6,579

 

Income tax expense for above adjustment (b)

 

(383

)

 

(348

)

 

(685

)

 

(569

)

Tax Receivable Agreement liability adjustment (f):
Gross adjustment

 

 

 

 

 

 

 

(8,477

)

Income tax benefit for above adjustment (b)

 

 

 

 

 

 

 

2,143

 

Restructuring costs (g):
Gross adjustment

 

4,591

 

 

 

 

10,873

 

 

 

Income tax expense for above adjustment (b)

 

(23

)

 

 

 

(58

)

 

 

Adjustment to net income attributable to non-controlling interests resulting from the above adjustments (h)

 

(5,733

)

 

(3,624

)

 

(15,727

)

 

(5,077

)

Adjusted net income (loss) attributable to Camping World Holdings, Inc. – basic

 

61,826

 

 

20,279

 

 

60,579

 

 

(4,613

)

Adjustments related to diluted calculation:
Reallocation of net income attributable to non-controlling interests from the dilutive effect of stock options and restricted stock units (i)

 

 

 

7

 

 

550

 

 

 

Income tax on reallocation of net income attributable to non-controlling interests from the dilutive effect of stock options and restricted stock units (j)

 

 

 

(2

)

 

(145

)

 

 

Reallocation of net income attributable to non-controlling interests from the dilutive exchange of common units in CWGS, LLC (i)

 

110,878

 

 

 

 

 

 

 

Income tax on reallocation of net income attributable to non-controlling interests from the dilutive exchange of common units in CWGS, LLC (j)

 

(26,132

)

 

 

 

 

 

 

Assumed income tax expense of combining C-corporations with full valuation allowances with the income of other consolidated entities after the dilutive exchange of common units in CWGS, LLC (k)

 

(1,708

)

 

 

 

 

 

 

Adjusted net (loss) income attributable to Camping World Holdings, Inc. – basic and diluted

$

144,864

 

$

20,284

 

$

60,984

 

$

(4,613

)

Denominator:
Weighted-average Class A common shares outstanding – basic

 

37,635

 

 

37,239

 

 

37,585

 

 

37,217

 

Adjustments related to diluted calculation:
Dilutive exchange of common units in CWGS, LLC for shares of Class A common stock (l)

 

51,620

 

 

 

 

 

 

 

Dilutive restricted stock units (l)

 

434

 

 

17

 

 

359

 

 

 

Adjusted weighted average Class A common shares outstanding – diluted

 

89,689

 

 

37,256

 

 

37,944

 

 

37,217

 

 
Adjusted earnings (loss) per share – basic

$

1.64

 

$

0.54

 

$

1.61

 

$

(0.12

)

Adjusted earnings (loss) per share – diluted

$

1.62

 

$

0.54

 

$

1.61

 

$

(0.12

)

 
Anti-dilutive amounts (m):
Numerator:
Reallocation of net income attributable to non-controlling interests from the anti-dilutive exchange of common units in CWGS, LLC (i)

 

 

$

38,223

 

$

114,353

 

$

32,271

 

Income tax on reallocation of net income attributable to non-controlling interests from the anti-dilutive exchange of common units in CWGS, LLC (j)

 

 

$

(12,524

)

$

(31,720

)

$

(17,089

)

Assumed income tax benefit of combining C-corporations with full valuation allowances with the income of other consolidated entities after the anti-dilutive exchange of common units in CWGS, LLC (k)

 

 

$

5,457

 

$

6,435

 

$

16,024

 

Denominator:
Anti-dilutive exchange of common units in CWGS, LLC for shares of Class A common stock (l)

 

 

 

51,669

 

 

51,634

 

 

51,671

 

Anti-dilutive restricted stock units (l)

 

 

 

 

 

 

 

12

 

 
(a)

Represents long-lived asset impairment charges related to the RV and Outdoor Retail segment, which primarily relate to locations affected by the 2019 Strategic Shift.

(b)

Represents the current and deferred income tax expense or benefit effect of the above adjustments, many of which are related to entities with full valuation allowances for which no tax benefit can be currently recognized. This assumption uses an effective tax rate of 25.0% and 25.3% for the adjustments for 2020 and 2019, respectively, which represents the estimated tax rate that would apply had the above adjustments been included in the determination of our non-GAAP metric.

(c)

Represents the termination of operating leases relating primarily to the 2019 Strategic Shift, net of lease termination costs.

(d)

Represents an adjustment to eliminate the gains and losses on sales of various assets, and losses on the disposal or sale of real estate at closed RV and Outdoor Retail locations.

(e)

Represents non-cash equity-based compensation expense relating to employees, directors, and consultants of the Company.

(f)

Represents an adjustment to eliminate the loss on remeasurement of the Tax Receivable Agreement primarily due to changes in our effective income tax rate and the transfer of certain assets from GSS to CW.

(g)

Represents restructuring costs relating to our 2019 Strategic Shift. These restructuring costs include one-time employee termination benefits, incremental inventory reserve charges, and other associated costs. These costs do not include lease termination costs, which are presented separately above.

(h)

Represents the adjustment to net income attributable to non-controlling interests resulting from the above adjustments that impact the net income of CWGS, LLC. This adjustment uses the non-controlling interest’s weighted average ownership of CWGS, LLC of 57.8% and 58.1% for the three months ended June 30, 2020 and 2019, respectively, and 57.9% and 58.1% for the six months ended June 30, 2020, respectively.

(i)

Represents the reallocation of net income attributable to non-controlling interests from the impact of the assumed change in ownership of CWGS, LLC from stock options, restricted stock units, and/or common units of CWGS, LLC.

(j)

Represents the income tax expense effect of the above adjustment for reallocation of net income attributable to non-controlling interests. This assumption uses an effective tax rate of 25.0% and 25.3% for the adjustments for 2020 and 2019, respectively.

(k)

Represents adjustments to reflect the income tax benefit of losses of consolidated C-corporations that under the Company’s current equity structure cannot be used against the income of other consolidated subsidiaries of CWGS, LLC. Subsequent to the exchange of all common units in CWGS, LLC, the Company believes certain actions could be taken such that the C-corporations’ losses could offset income of other consolidated subsidiaries. The adjustment reflects the income tax benefit assuming effective tax rate of 25.0% and 25.3% during 2020 and 2019, respectively, for the losses experienced by the consolidated C-corporations for which valuation allowances have been recorded. No assumed release of valuation allowance established for previous periods are included in these amounts.

(l)

Represents the impact to the denominator for stock options, restricted stock units, and/or common units of CWGS, LLC.

(m)

The below amounts have not been considered in our adjusted earnings per share – diluted amounts as the effect of these items are anti-dilutive.

 

Uses and Limitations of Non-GAAP Financial Measures

Management and our board of directors use the Non-GAAP Financial Measures:

  • as a measurement of operating performance because they assist us in comparing the operating performance of our business on a consistent basis, as they remove the impact of items not directly resulting from our core operations;
  • for planning purposes, including the preparation of our internal annual operating budget and financial projections;
  • to evaluate the performance and effectiveness of our operational strategies; and
  • to evaluate our capacity to fund capital expenditures and expand our business.

By providing these Non-GAAP Financial Measures, together with reconciliations, we believe we are enhancing investors’ understanding of our business and our results of operations, as well as assisting investors in evaluating how well we are executing our strategic initiatives. In addition, our Senior Secured Credit Facilities use EBITDA to measure our compliance with covenants such as consolidated leverage ratio. The Non-GAAP Financial Measures have limitations as analytical tools, and should not be considered in isolation, or as an alternative to, or a substitute for net income or other financial statement data presented in our unaudited consolidated financial statements included in this press release as indicators of financial performance. Some of the limitations are:

  • such measures do not reflect our cash expenditures, or future requirements for capital expenditures or contractual commitments;
  • such measures do not reflect changes in, or cash requirements for, our working capital needs;
  • some of such measures do not reflect the interest expense, or the cash requirements necessary to service interest or principal payments on our debt;
  • some of such measures do not reflect our tax expense or the cash requirements to pay our taxes;
  • although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future and such measures do not reflect any cash requirements for such replacements; and
  • other companies in our industry may calculate such measures differently than we do, limiting their usefulness as comparative measures.

Due to these limitations, the Non-GAAP Financial Measures should not be considered as measures of discretionary cash available to us to invest in the growth of our business. We compensate for these limitations by relying primarily on our GAAP results and using these Non-GAAP Financial Measures only supplementally. As noted in the tables above, certain of the Non-GAAP Financial Measures include adjustments for long-lived asset impairment, lease termination costs, loss on disposal of assets, equity-based compensation, Tax Receivable Agreement liability adjustment, restructuring costs related to the 2019 Strategic Shift, other unusual or one-time items, and the income tax expense effect described above, as applicable. It is reasonable to expect that certain of these items will occur in future periods. However, we believe these adjustments are appropriate because the amounts recognized can vary significantly from period to period, do not directly relate to the ongoing operations of our business and complicate comparisons of our internal operating results and operating results of other companies over time. Each of the normal recurring adjustments and other adjustments described in this paragraph and in the reconciliation tables above help management with a measure of our core operating performance over time by removing items that are not related to day-to-day operations.