Core Viewpoint - Lazydays Holdings, Inc. plans to delist its common stock from The Nasdaq Capital Market, with the delisting expected to be effective on or about November 28, 2025, following the completion of necessary notifications to Nasdaq and the SEC [1][4]. Group 1: Delisting and Asset Sale - The company entered into an Asset Purchase Agreement with affiliates of Campers Inn Holding Corporation to sell substantially all of its assets, with stockholder approval received on October 14, 2025 [2]. - The Asset Sale is anticipated to occur between November 17, 2025, and November 26, 2025, after which the company will wind up its remaining assets and liabilities under a Plan of Liquidation and Dissolution [2][3]. - The decision to delist is based on the burdens of operating as a listed public company outweighing the benefits, particularly due to substantial operating losses and limited cash resources [3]. Group 2: Financial Condition and Future Outlook - The company has substantial secured and unsecured indebtedness and is unable to refinance this debt, leading to the expectation that it will not be able to repay all unsecured creditors after the Asset Sale [3]. - The company anticipates that the purchase price from the Asset Sale will primarily be used to repay its indebtedness and obligations [3]. - Following the completion of the Asset Sale, the company will not have ongoing operations and does not expect to provide any return to stockholders due to their junior priority relative to creditors [3]. Group 3: Compliance and Future Operations - The company expects that ongoing compliance with Nasdaq rules will not be feasible after the Asset Sale [3]. - There are no arrangements for the common stock to be listed or registered on another national securities exchange, and there is no assurance that trading will continue in any over-the-counter market [4].