EX-99.1 2 gorvq42024er8-kexx991.htm EX-99.1 Document

Exhibit 99.1
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LAZYDAYS REPORTS FOURTH QUARTER AND FISCAL YEAR 2024 FINANCIAL RESULTS
Tampa, FL (March 31, 2025) – Lazydays Holdings, Inc. (NasdaqCM: GORV) (“Lazydays,” the “Company” or “we”) today reported financial results for the fourth quarter and fiscal year ended December 31, 2024.

Ron Fleming, Interim CEO, said, “2024 was a year of significant transformation for Lazydays, marked by our leadership transition and the execution of a series of transactions designed to strengthen our balance sheet and streamline our operational footprint. While our fourth quarter and full year 2024 results were challenging, we believe the steps we have taken, and continue to take, will create a more durable and agile company that is positioned for the future. As we look ahead, we remain laser focused on ensuring we have the right dealership footprint – as evidenced by our announced letter of intent to further divest three store locations – while maximizing the operational performance of the stores within our footprint to drive long-term shareholder value.”

Total revenue for the fourth quarter 2024 was $159.9 million compared to $198.0 million for the same period in 2023. Total revenue for the year ended December 31, 2024 was $871.6 million compared to $1,082.7 million for the same period in 2023.

Fourth quarter 2024 net loss was $96.1 million compared to net loss of $108.0 million for the same period in 2023. Fourth quarter 2024 Adjusted EBITDA, a non-GAAP measure, was $(24.3) million compared to Adjusted EBITDA of $(10.7) million for the same period in 2023.* We recognized impairment charges of $39.1 million related to assets held for sale during the fourth quarter 2024 and $118.6 million related to goodwill during the fourth quarter 2023. The results for the fourth quarter 2024 were also negatively impacted by a non-cash loss on change in fair value of warrant liabilities of $16.3 million.

Net loss for the year ended December 31, 2024 was $180.0 million compared to net loss of $110.3 million for the same period in 2023. Adjusted EBITDA for the year ended December 31, 2024 was $(58.7) million compared to Adjusted EBITDA of $11.6 million for the same period in 2023.* Net loss per diluted share for the year ended December 31, 2024 was $8.90 compared to net loss per diluted share of $8.45 for the same period in 2023.

*Refer to the reconciliation of net income to Adjusted EBITDA under “Reconciliation of Non-GAAP Measures” in this press release.

Recent Developments
Lazydays today announced that it has signed a letter of intent with General RV Center to divest three store locations from the Company’s footprint: Ft. Pierce, Florida; Longmont, Colorado; and Mesa, Arizona. If completed, this transaction will add meaningful cash to the Company’s balance sheet, reduce our indebtedness and decrease geographic redundancy in its footprint. The letter of intent is generally nonbinding, with the exception of a 75-day exclusivity provision relating to the three stores.

Additionally, during February 2025 and March 2025, the Company completed the sales of the following facilities and any associated owned real estate to subsidiaries of Camping World Holdings, Inc. (collectively, “Camping World”) under an asset purchase agreement and a real estate purchase agreement: Elkhart, Indiana; Surprise, Arizona; Murfreesboro, Tennessee; Sturtevant, Wisconsin; and Woodland, Washington. In March 2025, Camping World elected to not close on the purchase of two of the Company’s dealerships located in Portland, Oregon and Council Bluffs, Iowa.

The Company delivered written notice to Camping World to exercise its remedy under the asset purchase agreement for its failure to complete the Portland, Oregon and Council Bluffs, Iowa closings (namely to relieve the Company from any
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obligation to issue 9,708,737 shares of its common stock to Camping World) and to terminate the asset purchase agreement effective on March 31, 2025, the outside date under the asset purchase agreement.

In March 2025, we entered into a Limited Waiver and Consent with Respect to Credit Agreement (the “Waiver”) with Manufacturers and Traders Trust Company, as Administrative Agent, and certain lenders under the Second Amended and Restated Credit Agreement dated as of February 21, 2023. For more information on the Waiver, please see our Current Report on Form 8-K filed on March 28, 2025 with the U.S. Securities and Exchange Commission.

Conference Call Information
We have scheduled a conference call at 8:30 AM Eastern Time on Monday, March 31, 2025 that will also be broadcast live over the internet.
The conference call may be accessed by telephone at (877) 407-8029 / +1 (201) 689-8029. To listen live on our website or for replay, visit https://www.lazydays.com/investor-relations.
About Lazydays
Lazydays has been a prominent player in the RV industry since our inception in 1976, earning a stellar reputation for delivering exceptional RV sales, service, and ownership experiences. Our commitment to excellence has led to enduring relationships with RVers and their families who rely on us for all of their RV needs.

Our wide selection of RV brands from top manufacturers, state-of-the-art service facilities, and an extensive range of accessories and parts ensure that Lazydays is the go-to destination for RV enthusiasts seeking everything they need for their journeys on the road. Whether you're a seasoned RVer or just starting your adventure, our dedicated team is here to provide outstanding support and guidance, making your RV lifestyle truly extraordinary.

Lazydays is a publicly listed company on the Nasdaq stock exchange under the ticker “GORV.”
Forward-Looking Statements
This press release includes “forward-looking statements” within the meaning of the “Safe-Harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward looking statements include statements regarding our goals, plans, projections and guidance regarding our financial position, results of operations, market position, pending and potential future financing transactions and business strategy, and often contain words such as “project,” “outlook,” “expect,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” “may,” “seek,” “would,” “should,” “likely,” “goal,” “strategy,” “future,” “maintain,” “continue,” “remain,” “target” or “will” and similar references to future periods.

By their nature, forward-looking statements involve risks and uncertainties because they relate to events that depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance, and our actual results of operations, financial condition and liquidity and development of the industry in which we operate may differ materially from those made in or suggested by the forward-looking statements in this press release. The risks and uncertainties that could cause actual results to differ materially from estimated or projected results include, without limitation, future economic and financial conditions (both nationally and locally), changes in customer demand, our relationship with, and the financial and operational stability of, vehicle manufacturers and other suppliers, risks associated with our indebtedness (including our ability to obtain further waivers or amendments to credit agreements, available borrowing capacity, compliance with financial covenants and ability to refinance or repay indebtedness on favorable terms or at all), acts of God or other incidents which may adversely impact our operations and financial performance, government regulations, legislation and others set forth in the Company’s filings with the U.S. Securities and Exchange Commission, including those described in the “Risk Factors” section of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024. Shareholders, potential investors and other readers are urged to consider these factors carefully in evaluating the forward-looking statements made herein and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements made herein are only made as of the date of this press release and we disclaim any obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances, except as may be required by law.
Contact:
investors@lazydays.com
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Results of Operations
Three Months Ended December 31,Year Ended December 31,
(In thousands except share and per share amounts)2024202320242023
Revenue
New vehicle retail$94,699 $99,351 $513,014 $631,748 
Pre-owned vehicle retail37,233 72,433 224,855 323,258 
Vehicle wholesale1,809 2,526 13,127 8,006 
Consignment vehicle1,316 — 3,293 — 
Finance and insurance12,691 11,054 63,394 62,139 
Service, body and parts and other12,131 12,665 53,879 57,596 
Total revenue159,879 198,029 871,562 1,082,747 
Cost applicable to revenue
New vehicle retail84,090 86,655 472,315 552,311 
Pre-owned vehicle retail33,267 59,848 191,070 259,494 
Vehicle wholesale1,782 2,746 15,803 8,178 
Finance and insurance371 475 2,252 2,547 
Service, body and parts and other6,232 5,916 25,411 27,723 
LIFO3,765 (297)3,856 3,752 
Total cost applicable to revenue129,507 155,343 710,707 854,005 
Gross profit30,372 42,686 160,855 228,742 
Depreciation and amortization5,038 5,048 20,625 18,512 
Selling, general, and administrative expenses53,389 46,040 200,087 198,305 
Impairment charges39,093 118,599 39,093 118,599 
Net loss from operations(67,148)(127,001)(98,950)(106,674)
Other income (expense):
Floor plan interest expense(5,291)(7,196)(25,036)(24,820)
Other interest expense(5,954)(3,578)(21,878)(10,062)
Change in fair value of warrant liabilities(16,254)— (17,053)856 
Loss on sale of property and equipment(1,438)(10)(394)(28)
Total other expense, net(28,937)(10,784)(64,361)(34,054)
Loss before income taxes(96,085)(137,785)(163,311)(140,728)
Income tax (expense) benefit(12)29,820 (16,652)30,462 
Net loss$(96,097)$(107,965)$(179,963)$(110,266)
Dividends on Series A Convertible Preferred Stock(1,080)(1,210)(7,254)(4,800)
Net loss and comprehensive loss attributable to common stock and participating securities$(97,177)$(109,175)$(187,217)$(115,066)
Loss per share:
Basic$(2.39)$(7.59)$(8.90)$(8.41)
Diluted$(2.39)$(7.59)$(8.90)$(8.45)
Weighted average shares outstanding:
Basic39,532,12914,384,96120,713,35613,689,001
Diluted39,532,12914,384,96120,713,35613,689,001
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Other Metrics and Highlights
Three Months Ended December 31,Year Ended December 31,
2024202320242023
Gross profit margins
New vehicle retail11.2 %12.8 %7.9 %12.6 %
Pre-owned vehicle retail10.7 %17.4 %15.0 %19.7 %
Vehicle wholesale1.5 %(8.7)%(20.4)%(2.1)%
Consignment vehicle100.0 %— %100.0 %— %
Finance and insurance97.1 %95.7 %96.4 %95.9 %
Service, body and parts and other48.6 %53.3 %52.8 %51.9 %
Total gross profit margin19.0 %21.6 %18.5 %21.1 %
Total gross profit margin (excluding LIFO)21.4 %21.4 %18.9 %21.5 %
Retail units sold
New vehicle retail1,172 1,264 6,914 7,269 
Pre-owned vehicle retail741 1,164 4,238 5,018 
Consignment vehicle155 — 349 — 
Total retail units sold2,068 2,428 11,501 12,287 
Average selling price per retail unit
New vehicle retail$80,801 $78,600 $74,199 $86,910 
Pre-owned vehicle retail50,247 62,228 53,057 64,420 
Average gross profit per retail unit (excluding LIFO)
New vehicle retail$9,052 $10,044 $5,886 $10,928 
Pre-owned vehicle retail5,352 10,812 7,972 12,707 
Finance and insurance5,957 4,357 5,316 4,850 
Revenue mix
New vehicle retail59.2 %50.2 %58.9 %58.3 %
Pre-owned vehicle retail23.3 %36.6 %25.8 %29.9 %
Vehicle wholesale1.1 %1.3 %1.5 %0.7 %
Consignment vehicle0.8 %— %0.4 %— %
Finance and insurance7.9 %5.6 %7.3 %5.7 %
Service, body and parts and other7.7 %6.3 %6.1 %5.4 %
100.0 %100.0 %100.0 %100.0 %
Gross profit mix
New vehicle retail34.9 %29.7 %25.3 %34.7 %
Pre-owned vehicle retail13.1 %29.5 %21.0 %27.9 %
Vehicle wholesale0.1 %(0.5)%(1.7)%(0.1)%
Consignment vehicle4.3 %— %2.0 %— %
Finance and insurance40.6 %24.8 %38.0 %26.1 %
Service, body and parts and other19.4 %15.8 %17.7 %13.1 %
LIFO(12.4)%0.7 %(2.3)%(1.7)%
100.0 %100.0 %100.0 %100.0 %

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Balance Sheets
December 31,
(In thousands)20242023
ASSETS
Current assets:
Cash$24,702 $58,085 
Receivables, net of allowance for doubtful accounts22,318 22,694 
Inventories, net211,946 456,087 
Income tax receivable6,116 7,416 
Prepaid expenses and other1,823 2,614 
Assets held for sale, current portion86,869 — 
Total current assets353,774 546,896 
Property and equipment, net174,324 265,726 
Operating lease right-of-use assets13,812 26,377 
Intangible assets, net54,957 80,546 
Deferred income tax asset— 15,444 
Other assets3,216 2,750 
Assets held for sale, non-current portion75,747 $— 
Total assets$675,830 $937,739 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable$22,426 $15,144 
Accrued expenses and other current liabilities31,211 29,160 
Floor plan notes payable, net of debt discount306,036 446,783 
Financing liability, current portion2,792 2,473 
Revolving line of credit, current portion10,000 — 
Long-term debt, current portion, net of debt discount1,168 1,141 
Operating lease liability, current portion3,711 5,276 
Liabilities related to assets held for sale, current portion1,530 — 
Total current liabilities378,874 499,977 
Long-term liabilities:
Financing liability, non-current portion, net of debt discount76,007 91,401 
Revolving line of credit, non-current portion20,344 49,500 
Long term debt, non-current portion, net of debt discount27,417 28,075 
Related party debt, non-current portion, net of debt discount36,217 33,354 
Operating lease liability, non-current portion10,592 22,242 
Deferred income tax liability1,348 — 
Warrant liabilities21,960 — 
Other long-term liabilities6,721 — 
Liabilities related to assets held for sale, non-current portion23,001 — 
Total liabilities602,481 724,549 
Series A Convertible Preferred Stock— 56,193 
Stockholders’ Equity
Common stock10 — 
Additional paid-in capital261,465 165,988 
Treasury stock, at cost(57,128)(57,128)
Retained (deficit) earnings(130,998)48,137 
Total stockholders’ equity73,349 156,997 
Total liabilities and stockholders’ equity$675,830 $937,739 
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Statements of Cash Flows
Year Ended December 31,
(In thousands)20242023
Operating Activities
Net loss$(179,963)$(110,266)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Stock-based compensation1,751 2,249 
Bad debt expense407 12 
Depreciation of property and equipment12,716 10,954 
Amortization of intangible assets7,909 7,558 
Amortization of debt discount3,808 312 
Non-cash operating lease expense(515)296 
Loss on sale of property and equipment394 28 
Deferred income taxes16,792 (30,980)
Change in fair value of warrant liabilities17,053 (856)
Impairment charges39,093 118,599 
Changes in operating assets and liabilities, net of acquisitions:
Receivables(31)2,347 
Inventories157,359 (42,901)
Prepaid expenses and other703 450 
Income tax receivable/payable1,300 492 
Other assets(476)(199)
Accounts payable, accrued expenses and other current liabilities16,054 5,425 
Net cash provided by (used in) operating activities94,354 (36,480)
Investing Activities
Cash paid for acquisitions, net of cash received— (97,727)
Net proceeds from sales of property and equipment10,893 — 
Purchases of property and equipment(19,021)(95,237)
Net cash used in investing activities(8,128)(192,964)
Financing Activities
Net (repayments) borrowings under M&T bank floor plan(141,110)98,530 
Principal (repayments) borrowings on revolving line of credit(19,156)49,500 
Principal repayments on long-term debt and finance liabilities(11,713)(11,130)
Proceeds from issuance of long-term debt and finance liabilities16,429 64,005 
Loan issuance costs(2,431)(3,015)
Payment of dividends on Series A preferred stock— (4,800)
Repurchase of Treasury Stock— (109)
Proceeds from shares issued pursuant to the Employee Stock Purchase Plan113 413 
Proceeds from exercise of warrants— 30,543 
Proceeds from exercise of stock options— 1,283 
Disgorgement of short-swing profits— 622 
Net proceeds from the issuance of common stock28,259 — 
Cash received as nonrefundable deposit pursuant to the Asset Purchase Agreement10,000 — 
Net cash (used in) provided by financing activities(119,609)225,842 
Net decrease in cash(33,383)(3,602)
Cash, beginning of period58,085 61,687 
Cash, end of period$24,702 $58,085 
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Reconciliation of Non-GAAP Measures

EBITDA and Adjusted EBITDA

EBITDA, which is a non-GAAP financial measure, is defined as net income (loss) excluding interest expense, income tax expense (benefit) and depreciation and amortization expense. Adjusted EBITDA, which is a non-GAAP financial measure, is further adjusted to include floor plan interest expense and exclude stock-based compensation expense, LIFO adjustment, impairment charges, loss (gain) on sale of property and equipment, and change in fair value of warrant liabilities.

EBITDA and Adjusted EBITDA are not measures of financial performance under GAAP and should not be considered in isolation or as an alternative to net income (loss), cash flows from operating activities or any other measure determined in accordance with GAAP. The items excluded to calculate EBITDA and Adjusted EBITDA are significant components in understanding and assessing the Company’s results of operations. The Company’s EBITDA and Adjusted EBITDA may not be comparable to a similarly titled measure of another company because other entities may not calculate EBITDA and Adjusted EBITDA in the same manner.

The Company believes Adjusted EBITDA is an important measure of operating performance because it allows management, investors and others to evaluate and compare the Company’s core operating results from period to period by removing (i) the impact of the Company’s capital structure (interest expense from outstanding debt), (ii) tax consequences, (iii) asset base (depreciation and amortization and LIFO adjustments), (iv) the non-cash charges from asset impairments, stock-based compensation expense and change in fair value of warrant liabilities and (v) gains or losses on the sale of property, plant and equipment. The Company uses Adjusted EBITDA internally to monitor operating results and to evaluate the performance of its business.

The following table presents a reconciliation of net income to EBITDA and adjusted EBITDA for the periods indicated:

Three Months Ended December 31,Year Ended December 31,
(In thousands)2024202320242023
Net loss$(96,097)$(107,965)$(179,963)$(110,266)
Interest expense, net11,245 10,774 46,914 34,882 
Depreciation and amortization5,038 5,048 20,625 18,512 
Income tax expense (benefit)12 (29,820)16,652 (30,462)
EBITDA(79,802)(121,963)(95,772)(87,334)
Floor plan interest expense(5,291)(7,196)(25,036)(24,820)
LIFO adjustment3,765 (297)3,856 3,752 
Loss on sale of property and equipment1,438 10 394 28 
Impairment charges39,093 118,599 39,093 118,599 
Loss (gain) on change in fair value of warrant liabilities16,254 — 17,053 (856)
Stock-based compensation expense256 183 1,751 2,249 
Adjusted EBITDA$(24,287)$(10,664)$(58,661)$11,618 

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