Camping World Announces Closing of Offering of Class A Common Stock

Rhea-AI Summary

Camping World Holdings (NYSE:CWH) has closed its previously announced public offering of 14,634,146 shares of Class A common stock at $20.50 per share. The company granted underwriters a 30-day option to purchase up to 2,195,121 additional shares. The proceeds were used to purchase common units from CWGS Enterprises, , which intends to use the funds for general corporate purposes, including balance sheet strengthening, working capital for growth, and debt reduction. Goldman Sachs and J.P. Morgan served as joint lead book-running managers for the offering.

Positive

• Strengthening balance sheet through capital raise
• Funds allocated for working capital and growth
• Debt reduction initiative

Negative

• Potential dilution of existing shareholders through new share issuance
• Increased share count in the market

Insights

Financial Analyst

The closing of Camping World's $300 million Class A common stock offering represents a significant capital raise that strengthens the company's financial position. The transaction, priced at $20.50 per share for 14.6 million shares, with an option for 2.2 million additional shares, provides substantial working capital for growth initiatives and debt reduction.

The strategic decision to use proceeds for balance sheet improvement and debt paydown is particularly prudent given the current high-interest-rate environment. This move could potentially lower interest expenses and improve financial flexibility. The involvement of major underwriters like Goldman Sachs and J.P. Morgan adds credibility to the offering and suggests strong institutional interest.

For investors, while the offering may cause some near-term dilution, the strengthened balance sheet and reduced debt burden should provide longer-term benefits. The company's position as the largest RV retailer, combined with this capital infusion, positions it well for market opportunities and potential industry consolidation.

LINCOLNSHIRE, Ill.--(BUSINESS WIRE)-- Camping World Holdings, Inc. (NYSE:CWH) (“Camping World” or the “Company”) announced today the closing of the previously announced underwritten public offering of 14,634,146 shares of its Class A common stock (the “Class A Common Stock”) at a public offering price of $20.50 per share pursuant to a registration statement filed on Form S-3 with the Securities and Exchange Commission (the “SEC”). Additionally, the Company has granted the underwriters a 30-day option to purchase up to an aggregate of 2,195,121 additional shares of Class A Common Stock. The proceeds of the offering were used by Camping World to purchase 14,634,146 common units (or 16,829,267 common units if the underwriters exercise their option in full to purchase additional shares of Class A Common Stock) directly from CWGS Enterprises, LLC (“CWGS, LLC”), at a price per unit equal to the public offering price per share of Class A common stock in the offering, less the underwriting discounts and commissions. CWGS, LLC intends to use the net proceeds from the sale of common units to Camping World for general corporate purposes, including strengthening the balance sheet, working capital for growth and debt pay down.

Goldman Sachs & Co. LLC and J.P. Morgan served as joint lead book-running managers and as representatives of the underwriters for the offering. BofA Securities, Wells Fargo Securities, KeyBanc Capital Markets, BMO Capital Markets and Baird also acted as joint book-running managers for the offering.

The offering was made pursuant to a shelf registration statement on Form S-3 that was filed with the SEC on October 30, 2024 and was effective upon filing. The offering was made only by means of a written prospectus supplement and the accompanying base prospectus that forms a part of the registration statement.

A copy of the final prospectus supplement is available on the SEC’s website at www.sec.gov or may also be obtained from any of the following sources:

• Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at 866-471-2526 or by email at prospectus-ny@ny.email.gs.com; or
• J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Camping World Holdings, Inc.

Camping World Holdings, Inc., headquartered in Lincolnshire, IL, (together with its subsidiaries) is the world’s largest retailer of RVs and related products and services. Through Camping World and Good Sam brands, our vision is to build a business that makes Rving and other outdoor adventures fun and easy. 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 highly specialized services and plans, including roadside assistance, protection plans and insurance, uniquely enables us to connect with our customers as stewards of an outdoor and recreational lifestyle. With RV sales and service locations in 43 states, Camping World has grown to become the prime destination for everything RV.

Cautionary Statement Regarding 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 the consummation of the offering, the terms of the offering and the anticipated use of the net proceeds from the offering. 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: general economic conditions, including inflation and interest rates; the availability of financing to us and our customers; fuel shortages, high prices for fuel or changes in energy sources; the success of our manufacturers; changes in consumer preferences; risks related to our strategic review of our Good Sam business; competition in our industry; risks related to acquisitions, new store openings 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 sales; the cyclical and seasonal nature of our business; our dependence on the availability of adequate capital and risks related to our debt; risks related to COVID-19; our ability to execute and achieve the expected benefits of our cost cutting or restructuring initiatives; our reliance on our fulfillment and distribution centers; natural disasters, including epidemic outbreaks; our dependence on our relationships with third party suppliers and lending institutions; risks associated with selling goods manufactured abroad; our ability to retain senior executives and attract and retain other qualified employees; risks associated with leasing substantial amounts of space; risks associated with our private brand offerings; we may incur asset impairment charges for goodwill, intangible assets or other long-lived assets; tax risks; our private brand offerings exposing us to various risks; 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; risks related to climate change and other environmental, social and governance matters; 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 for the year ended December 31, 2023, as updated by our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024, 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.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241101396207/en/

Brett Andress, SVP Corporate Development, and Investor Relations

InvestorRelations@campingworld.com

(866) 895-5330

Media Outlets

PR-CWGS@CampingWorld.com

Source: Camping World

FAQ

How many shares did Camping World (CWH) offer in its latest public offering?

Camping World offered 14,634,146 shares of Class A common stock, with an additional 30-day option for underwriters to purchase up to 2,195,121 additional shares.

What was the price per share for Camping World's (CWH) public offering?

The public offering price was set at $20.50 per share.

How will CWGS Enterprises use the proceeds from Camping World's (CWH) offering?

CWGS Enterprises plans to use the net proceeds for general corporate purposes, including strengthening the balance sheet, working capital for growth, and debt pay down.

Who were the lead underwriters for Camping World's (CWH) stock offering?

Goldman Sachs & Co. and J.P. Morgan served as joint lead book-running managers for the offering.