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Lazydays Holdings(GORV) - 2024 Q4 - Annual Report

Company Operations - As of December 31, 2024, Lazydays Holdings operated 22 RV dealerships across the United States, employing approximately 1,100 people[17][19]. - The company has over 400 service bays and employs more than 270 skilled technicians, focusing on service, body, and parts as a strategic growth area[167]. - The company employs approximately 1,100 people across its 22 dealership locations, providing extensive RV expertise to customers[159]. - The company leases 17 of the 22 real properties where it operates, with leases generally ranging from three to twenty years[82]. Financial Performance - Total revenue for the year ended December 31, 2024, was 871.6million,adecreaseof871.6 million, a decrease of 211.2 million or 19.5% compared to 2023[182]. - New vehicle retail revenue decreased by 118.7million,or18.8118.7 million, or 18.8%, primarily due to a 4.9% decrease in units sold and a 14.6% decrease in average selling price[184]. - Pre-owned vehicle retail revenue decreased by 98.4 million, or 30.4%, due to a 15.5% decrease in retail units sold and a 17.6% decrease in average selling price[187]. - Total gross profit for 2024 was 160.9million,down160.9 million, down 67.9 million or 29.7% from 2023[182]. - SG&A expenses increased to 200.1million,ariseof200.1 million, a rise of 1.8 million or 0.9%, with SG&A as a percentage of revenue increasing to 23.0% from 18.3%[195]. - The company incurred a net loss of 180.0millionfortheyearendedDecember31,2024,withanaccumulateddeficitof180.0 million for the year ended December 31, 2024, with an accumulated deficit of 131.0 million[58]. - Adjusted EBITDA for 2024 was -58,661thousand,adeclinefrom58,661 thousand, a decline from 11,618 thousand in 2023, reflecting operational challenges[206]. - Net cash provided by operating activities was 94,354thousandin2024,asignificantimprovementfrom94,354 thousand in 2024, a significant improvement from -36,480 thousand in 2023[212]. - Adjusted net cash used in operating activities was -46,756thousandin2024,comparedto46,756 thousand in 2024, compared to 33,299 thousand in 2023, reflecting changes in floor plan notes payable[215]. Market and Industry Insights - The RV industry is characterized by a strong commitment from approximately 11.2 million U.S. households that own an RV, indicating a stable market for RV-related products and services[30]. - The RV industry is cyclical, influenced by economic conditions, which may lead to fluctuations in sales and operating results[78]. - Competition in the RV market is fragmented, and the company faces challenges from both existing and new competitors[76]. - Economic uncertainties, including rising interest rates and inflation, could adversely affect consumer spending and, consequently, the company's financial performance[73]. Strategic Initiatives - Lazydays launched a rebranding effort in January 2024, including a new stock symbol "GORV" and enhancements to its digital retail experience, which is crucial as over 80% of website traffic comes from mobile devices[22]. - Lazydays aims to improve operational performance and profitability through an entrepreneurial model and performance-based action plans at each dealership location[25]. - The company has identified material weaknesses in its internal control over financial reporting, particularly in information technology general controls[61]. - The company’s success is dependent on maintaining strong brand value, which requires substantial investments in marketing and customer experience[71]. Debt and Compliance - As of December 31, 2024, the company had cash and cash equivalents of 24.7millionandtotaldebtobligationsof24.7 million and total debt obligations of 495.1 million, which includes 306.0millioninfloorplannotespayable[58].ThecompanyreceivedanoticefromNasdaqonJanuary23,2025,indicatingthatitscommonstockbidpricehadbeenbelowtheminimum306.0 million in floor plan notes payable[58]. - The company received a notice from Nasdaq on January 23, 2025, indicating that its common stock bid price had been below the minimum 1.00 requirement for 30 consecutive business days[49]. - The company has until July 22, 2025, to regain compliance with the Nasdaq bid price requirement, with the possibility of an additional 180-day period if necessary[50][51]. - The company must maintain a minimum liquidity of 7.5 million under the M&T Credit Agreement, which is subject to monthly compliance[127]. - The company has eliminated its ability to borrow new loans under the revolving credit facility, limiting its access to general working capital[123]. Risks and Challenges - The company faces substantial doubt about its ability to continue as a going concern due to its financial condition and reliance on generating positive cash inflows[58][60]. - The company must effectively manage inventory to align with changing consumer preferences, or it risks excess inventory and declining revenues[72]. - Disruptions in relationships with third-party service providers could negatively impact the company's ability to market and sell its products[89]. - The company may face product liability claims related to the products sold, which could negatively impact its brand image and financial condition[119]. - The company is subject to complex federal and state regulations regarding the sale of extended service contracts, which could affect revenue recognition and operational compliance[107]. Asset Management - The company entered into an Asset Purchase Agreement to sell RV sales and service businesses for approximately 1.0 million per facility, plus additional cash for RV inventory and service work in process[23]. - The company sold certain real estate for approximately 48.5millionincashaspartoftheCampingWorldSales[168].Thecompanyrecordedimpairmentchargesof48.5 million in cash as part of the Camping World Sales[168]. - The company recorded impairment charges of 17.7 million for definite-lived intangible assets associated with dealerships held for sale during the year ended December 31, 2024[104]. - The company recognized a goodwill impairment charge of 118.0millionin2023[197].CybersecurityandComplianceThecompanyhasacomprehensivecybersecurityprogramwithagovernancestructureledbytheChiefTechnicalOfficer,whoprovidesquarterlyreportstotheBoardofDirectors[143][144].Thecompanyhasnotidentifiedanymaterialrisksfromcybersecuritythreatsthatcouldaffectitsbusinessstrategyorfinancialcondition[142].ThecompanyiscurrentlyincompliancewiththePaymentCardIndustryDataSecurityStandard,butfuturecomplianceisuncertainandbreachescouldhaveseriousrepercussions[101].ShareholderInformationAsofDecember31,2024,thecompanyhadoutstandingwarrantstopurchase10,194,174sharesofcommonstockatanexercisepriceof118.0 million in 2023[197]. Cybersecurity and Compliance - The company has a comprehensive cybersecurity program with a governance structure led by the Chief Technical Officer, who provides quarterly reports to the Board of Directors[143][144]. - The company has not identified any material risks from cybersecurity threats that could affect its business strategy or financial condition[142]. - The company is currently in compliance with the Payment Card Industry Data Security Standard, but future compliance is uncertain and breaches could have serious repercussions[101]. Shareholder Information - As of December 31, 2024, the company had outstanding warrants to purchase 10,194,174 shares of common stock at an exercise price of 3.83 per share, which may dilute existing stockholders[130]. - Coliseum Holdings owns 72% of the company’s common stock, which may influence management decisions and future capital raising efforts[133].