LINCOLNSHIRE, IL--(BUSINESS WIRE)--
Camping World Holdings, Inc. (NYSE:CWH) (“Camping World,” “CWH,”
“Company,” “we,” “us” or “our”) today reported results for the first
quarter ended March 31, 2018.
First Quarter Highlights:
-
Total revenue increased 20.4% to a first quarter record of $1.1
billion;
-
Total number of recreational vehicles sold increased 21.0% to a first
quarter record of 24,547 units;
-
Total same store sales increased 3.9% to a first quarter record of
$838.6 million;
-
Finance & insurance revenue as a percentage of total vehicle revenue
increased 205 basis points to an all-time high of 12.2%;
-
Gross profit increased 21.0% to a first quarter record of $304.8
million and gross margin increased 13 basis points to a first quarter
record of 28.7%;
-
Income from operations, net income and diluted earnings per share
decreased to $49.8 million, $17.3 million, and $0.08, respectively,
and reflected $19.7 million of pre-opening expenses related to the
Gander Outdoors store openings;
-
Adjusted Pro Forma Net Income(1) increased 16.5% to $36.9
million, and Adjusted Pro Forma Earnings per Fully Exchanged and
Diluted Share(1) increased 9.7% to $0.41 and Adjusted EBITDA(1)
decreased 0.1% to $71.8 million.
_______________
|
(1) Adjusted Pro Forma Net Income, Adjusted Pro Forma
Earnings per Fully Exchanged and Diluted Share, Adjusted EBITDA, and
Adjusted EBITDA Margin are non-GAAP measures. For reconciliations of
these non-GAAP measures to the most directly comparable GAAP
measures, see the “Non-GAAP Financial Measures” section later in
this press release.
|
|
Marcus A. Lemonis, Chairman and Chief Executive Officer, stated, “We had
a very strong first quarter and are pleased with the continued
performance of our business. For the quarter, total revenue increased
20.4% to a first quarter record $1.1 billion, total gross profit
increased 21.0% to a first quarter record $304.8 million, Adjusted Pro
Forma Net Income increased 16.5% to $36.9 million and Adjusted EBITDA of
$71.8 million was right in line with our expectation. While the
unseasonably cold weather throughout a good portion of the country has
likely impacted the early part of the peak selling season, we believe
the backdrop across the RV industry remains strong and we continue to
plan our business around a mid-single digit increase in same store sales
in 2018.”
Mr. Lemonis continued, “We remain committed to profitable growth and
have not seen any changes in the overall acquisition environment. In the
first quarter, we announced five new acquisitions with six locations
across five different states and plans to open eight new Supercenters
late this year and early next year that we anticipate will begin to
combine all of our brands in one location and serve a broad range of RV,
outdoor and active lifestyle customers.”
Presentation
This press release presents historical results, for the periods
presented, of the Company and its subsidiaries, that 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 March 31, 2018, the Company owned 41.7% 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 from the first quarter
of 2018 to the first quarter of 2017.
First Quarter Review
Units and Average Selling Prices
The total number of recreational vehicle units sold increased 21.0% to
24,547 units from 20,279 units and the average selling price of a unit
sold decreased 4.3% to $30,619 from $32,010 in the first quarter of
2017. New vehicle units sold increased 18.4% to 16,296 units and the
average selling price of a new vehicle decreased 2.8% to $35,561. Used
vehicle units sold increased 26.6% to 8,251 units and the average
selling price of a used vehicle decreased 6.8% to $20,857 per unit.
Revenue
Total revenue increased 20.4% to $1.1 billion in the first quarter of
2018 from $881.6 million in the first quarter of 2017. Consumer Services
and Plans revenue increased 7.1% to $53.8 million and Retail revenue
increased 21.2% to $1.0 billion. In the Retail segment, new vehicle
revenue increased 15.1% to $579.5 million, used vehicle revenue
increased 18.0% to $172.1 million, parts, services and other revenue
increased 41.4% to $164.3 million and finance and insurance revenue
increased 39.1% to $91.8 million. Included in the parts, services and
other revenue was $39.3 million in sales from the outdoor and active
sports retail businesses, including Gander Outdoors, Overton’s,
TheHouse.com, Uncle Dan’s, W82 and Erehwon Mountain Outfitters. Finance
and insurance net revenue as a percentage of total new and used vehicle
revenue increased 205 basis points to 12.2% for the first quarter of
2018 from 10.2% in the first quarter of 2017.
Same store sales for the base of 120 retail locations that were open on
March 31, 2018 and January 1, 2017 increased 3.9% to $838.6 million for
the quarter ended March 31, 2018. The increase in same store sales was
primarily driven by a 22.0% increase in finance and insurance same store
sales, a 1.6% increase in new vehicle same store sales, a 5.4% increase
in used vehicle same store sales, and a 1.0% increase in parts, services
and other same store sales.
The Company operated a total of 141 Camping World retail locations, one
Overton’s location, two TheHouse.com locations, 28 Gander Outdoors
locations, two W82 locations, five Uncle Dan’s locations, and four
Erehwon Mountain Outfitter locations as of March 31, 2018, compared to
126 Camping World retail locations at March 31, 2017.
Gross Profit
Total gross profit increased 21.0% to $304.8 million, or 28.7% of total
revenue in the first quarter of 2018, from $251.9 million, or 28.6% of
total revenue, in the first quarter of 2017. On a segment basis,
Consumer Services and Plans gross profit increased 6.8% to $31.1
million, or 57.8% of segment revenue in the first quarter of 2018, from
$29.1 million, or 57.9% of segment revenue in the first quarter of 2017.
Retail gross profit increased 22.8% to $273.7 million, or 27.2% of
segment revenue in the first quarter of 2018, from $222.8 million, or
26.8% of segment revenue, in the first quarter of 2017. The increase in
Retail gross margin was driven by an increase in the finance and
insurance net revenue as a percentage of total new and used vehicle
revenue to 12.2% in the first quarter of 2018 from 10.2% in the first
quarter of 2017.
Operating Expenses
Operating expenses increased 40.1% to $255.0 million in the first
quarter of 2018 from $182.0 million in the first quarter of 2017.
Selling, general and administrative (“SG&A”) expenses increased 39.7% to
$245.1 million in the first quarter of 2018 from $175.5 million in the
first quarter of 2017. The increase in SG&A expenses was primarily
driven by the additional expenses associated with the 21 additional RV
retail locations, 28 Gander Outdoors locations which included $19.7
million of pre-opening costs associated with the store openings, one
Overton’s location, two TheHouse.com locations, two W82 locations, five
Uncle Dan’s locations and four Erehwon Mountain Outfitter locations
operated during the first quarter of 2018. As a percentage of total
gross profit, SG&A expenses increased 1,077 basis points to 80.4% in the
first quarter of 2018 from 69.7% in the first quarter of 2017.
Depreciation and amortization expense increased 37.2% to $9.4 million
primarily due to the addition of acquired and greenfield locations, and
the acquired businesses.
Floor Plan Interest & Other Interest Expenses
Floor plan interest expense increased to $10.7 million in the first
quarter of 2018 from $5.3 million in the first quarter of 2017. The
increase was primarily attributable to higher inventory from new
dealership locations and existing locations expecting higher unit sales,
as well as a 100 basis point increase in the average floor plan
borrowing rate. Other interest expense increased to $12.8 million in the
first quarter of 2018 from $9.4 million in the first quarter of 2017.
The increase was primarily attributable to an increase in average debt
outstanding partially offset by an 8 basis point decrease in the average
interest rate.
Net Income, Net Income Margin, Adjusted Pro Forma Net Income
(1)
,
Diluted Earnings Per Share, and Adjusted Pro Forma Earnings Per Fully
Exchanged and Diluted Share
(1)
Net income, net income margin and diluted earnings per share were $17.3
million, 1.6%, and $0.08, respectively, for the quarter ended March 31,
2018. Net income, net income margin and diluted earnings per share were
$49.6 million, 5.6% and $0.38, respectively, for the quarter ended March
31, 2017.
Adjusted Pro Forma Net Income(1) increased 16.5% to $36.9
million in the first quarter of 2018 from $31.7 million in the first
quarter of 2017. Adjusted Pro Forma Earnings per Fully Exchanged and
Diluted Share(1) increased 9.7% to $0.41 in the first quarter
of 2018 from $0.38 in the first quarter of 2017.
Adjusted EBITDA and Adjusted EBITDA Margin
(1)
Adjusted EBITDA(1) decreased 0.1% to $71.8 million and
Adjusted EBITDA Margin(1) decreased 139 basis points to 6.8%
from 8.2% for the first quarter of 2018 versus the first quarter of 2017.
Select Balance Sheet and Cash Flow Items
The Company's working capital and cash and cash equivalents on March 31,
2018 were $680.9 million and $331.3 million, respectively, compared to
$478.7 million and $224.2 million, respectively, at December 31, 2017.
At the end of the first quarter 2018, the Company had $2.8 million of
letters of credit outstanding under its $35.0 million revolving credit
facility, and $1.2 billion of term loan principal outstanding under its
Senior Secured Credit Facilities. In addition, the Company had $9.4
million of letters of credit outstanding within the Floor Plan Facility,
borrowings of $24.4 million under its revolving line of credit and
$939.8 million of floor plan notes payable outstanding under its floor
plan financing facility. Inventory at the end of the first quarter of
2018 increased 11.2% to $1.6 billion compared to $1.4 billion at
December 31, 2017.
Earnings Conference Call, Webcast, and Facebook
Live Access Information
A conference call to discuss the Company’s first quarter fiscal 2018
financial results is scheduled for today, May 8, 2018, at 8:00 a.m.
Eastern Time. Investors and analysts can participate on the conference
call by dialing (800) 289-0438 or (323) 794-2423 and using conference ID
# 2677874. 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 until August 8, 2018. In addition, a live
stream of the Company’s first quarter conference call will be broadcast
by Marcus Lemonis using Mr. Lemonis’ Facebook account and the Facebook
Live feature. Mr. Lemonis also uses his Facebook account as a means for
personal communications and observations.
About Camping World Holdings, Inc.
Camping World Holdings, headquartered in Lincolnshire, Illinois, is the
leading outdoor and camping retailer, offering an extensive assortment
of recreational vehicles for sale, RV and camping gear, RV maintenance
and repair, other outdoor and active sports products, and the industry’s
broadest and deepest range of services, protection plans, products and
resources. Since the Company's founding in 1966, Camping World has grown
to become one of the most well-known destinations for everything RV,
with 141 Camping World retail locations in 36 states and a comprehensive
e-commerce platform. Coupled with an unsurpassed portfolio of
industry-leading brands including Camping World, Good Sam, Gander
Outdoors, Overton’s, TheHouse.com, Uncle Dan’s, Erehwon Mountain
Outfitters, and W82, Camping World Holdings has become synonymous with
outdoor experiences.
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, market trends and consumer behavior patterns, and new retail
location openings. 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: potential impact of the recently identified material
weaknesses in our internal control over financial reporting; the
availability of financing to us and our customers; fuel shortages, or
high prices for fuel; the well-being, as well as the continued
popularity and reputation for quality, of our manufacturers; general
economic conditions in our markets and ongoing economic and financial
uncertainties; our ability to attract and retain customers; competition
in the market for services, protection plans, products and resources
targeting the RV lifestyle or RV enthusiast; our expansion into new,
unfamiliar markets, businesses, or product lines or categories, as well
as delays in opening or acquiring new retail locations; unforeseen
expenses, difficulties, and delays frequently encountered in connection
with expansion through acquisitions; our failure to maintain the
strength and value of our brands; our ability to successfully order and
manage our inventory to reflect consumer demand in a volatile market and
anticipate changing consumer preferences and buying trends; fluctuations
in our same store sales and whether they will be a meaningful indicator
of future performance; the cyclical and seasonal nature of our business;
our ability to operate and expand our business and to respond to
changing business and economic conditions, which depends on the
availability of adequate capital; the restrictive covenants imposed by
our senior secured credit facilities and our floorplan financial
facility; our reliance on seven fulfillment and distribution centers for
our retail, e-commerce and catalog businesses; natural disasters,
whether or not caused by climate change, unusual weather condition,
epidemic outbreaks, terrorist acts and political events; our dependence
on our relationships with third party providers of services, protection
plans, products and resources and a disruption of these relationships or
of these providers’ operations; whether third party lending institutions
and insurance companies will continue to provide financing for RV
purchases; our inability to retain senior executives and attract and
retain other qualified employees; our ability to meet our labor needs;
risks associated with leasing substantial amounts of space, including
our inability to maintain the leases for our retail locations or locate
alternative sites for our stores in our target markets and on terms that
are acceptable to us; our business being subject to numerous federal,
state and local regulations; regulations applicable to the sale of
extended service contracts; our dealerships’ susceptibility to
termination, non-renewal or renegotiation of dealer agreements if state
dealer laws are repealed or weakened; our failure to comply with certain
environmental regulations; climate change legislation or regulations
restricting emission of “greenhouse gases;” a failure in our e-commerce
operations, security breaches and cybersecurity risks; our inability to
enforce our intellectual property rights and accusations of our
infringement on the intellectual property rights of third parties; our
inability to maintain or upgrade our information technology systems or
our inability to convert to alternate systems in an efficient and timely
manner; disruptions to our information technology systems or breaches of
our network security; feasibility, delays, and difficulties in opening
of Gander Outdoors retail locations; realization of anticipated benefits
and cost savings related to recent acquisitions; potential litigation
relating to products we sell as a result of recent acquisitions,
including firearms and ammunition; Marcus A. Lemonis, through his
beneficial ownership of our shares directly or indirectly held by ML
Acquisition Company, LLC and ML RV Group, LLC, has substantial control
over us and may approve or disapprove substantially all transactions and
other matters requiring approval by our stockholders, including, but not
limited to, the election of directors; the exemptions from certain
corporate governance requirements that we will qualify for, and intend
to rely on, due to the fact that we are a “controlled company” within
the meaning of the New York Stock Exchange, or NYSE, listing
requirements; and whether we are able to realize any tax benefits that
may arise from our organizational structure and any redemptions or
exchanges of CWGS, LLC common units for cash or stock.
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, 2017, 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.
Results of Operations
|
Camping World Holdings, Inc. and Subsidiaries
|
Condensed Consolidated Balance Sheets
|
($ in Thousands Except Share and Per Share Amounts)
|
|
|
|
|
|
|
|
|
|
|
March 31,
|
|
|
December 31,
|
|
|
|
2018
|
|
|
2017
|
|
|
|
(unaudited)
|
|
|
|
Assets
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
$
|
331,301
|
|
|
$
|
224,163
|
Contracts in transit
|
|
|
|
97,778
|
|
|
|
46,227
|
Accounts receivable, net
|
|
|
|
84,328
|
|
|
|
79,881
|
Inventories, net
|
|
|
|
1,574,059
|
|
|
|
1,415,915
|
Prepaid expenses and other assets
|
|
|
|
34,668
|
|
|
|
32,721
|
Total current assets
|
|
|
|
2,122,134
|
|
|
|
1,798,907
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
|
281,712
|
|
|
|
198,022
|
Deferred tax asset, net
|
|
|
|
154,553
|
|
|
|
155,551
|
Intangibles assets, net
|
|
|
|
37,707
|
|
|
|
38,707
|
Goodwill
|
|
|
|
353,958
|
|
|
|
348,387
|
Other assets
|
|
|
|
24,450
|
|
|
|
21,903
|
Total assets
|
|
|
$
|
2,974,514
|
|
|
$
|
2,561,477
|
|
|
|
|
|
|
|
Liabilities and stockholders' equity
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
Accounts payable
|
|
|
$
|
246,215
|
|
|
$
|
125,616
|
Accrued liabilities
|
|
|
|
134,437
|
|
|
|
101,929
|
Deferred revenues and gains
|
|
|
|
73,440
|
|
|
|
77,669
|
Current portion of capital lease obligation
|
|
|
|
608
|
|
|
|
844
|
Current portion of Tax Receivable Agreement liability
|
|
|
|
8,093
|
|
|
|
8,093
|
Current portion of long-term debt
|
|
|
|
11,991
|
|
|
|
9,465
|
Notes payable – floor plan, net
|
|
|
|
939,759
|
|
|
|
974,043
|
Other current liabilities
|
|
|
|
26,717
|
|
|
|
22,510
|
Total current liabilities
|
|
|
|
1,441,260
|
|
|
|
1,320,169
|
|
|
|
|
|
|
|
Capital lease obligations, net of current portion
|
|
|
|
9
|
|
|
|
23
|
Right to use liability
|
|
|
|
10,155
|
|
|
|
10,193
|
Tax Receivable Agreement liability, net of current portion
|
|
|
|
131,451
|
|
|
|
129,596
|
Revolving line of credit
|
|
|
|
24,403
|
|
|
|
–
|
Long-term debt, net of current portion
|
|
|
|
1,153,497
|
|
|
|
907,437
|
Deferred revenues and gains
|
|
|
|
65,530
|
|
|
|
64,061
|
Other long-term liabilities
|
|
|
|
58,232
|
|
|
|
39,161
|
Total liabilities
|
|
|
|
2,884,537
|
|
|
|
2,470,640
|
|
|
|
|
|
|
|
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders' equity:
|
|
|
|
|
|
|
Preferred stock, par value $0.01 per share – 20,000,000 shares
authorized; none issued and outstanding as of March 31, 2018
and December 31, 2017
|
|
|
|
–
|
|
|
|
–
|
Class A common stock, par value $0.01 per share – 250,000,000
shares authorized; 36,939,436 issued and 36,930,269
outstanding as of March 31, 2018 and 36,758,233 issued and
36,749,072,outstanding as of December 31, 2017
|
|
|
|
369
|
|
|
|
367
|
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 March 31, 2018 and 50,836,629 outstanding
as of December 31, 2017
|
|
|
|
5
|
|
|
|
5
|
Class C common stock, par value $0.0001 per share – one share
authorized, issued and outstanding as of March 31, 2018 and
December 31, 2017
|
|
|
|
–
|
|
|
|
–
|
Additional paid-in capital
|
|
|
|
52,110
|
|
|
|
49,941
|
Retained earnings
|
|
|
|
5,025
|
|
|
|
6,192
|
Total stockholders' equity attributable to Camping World Holdings,
Inc.
|
|
|
|
57,509
|
|
|
|
56,505
|
Non-controlling interests
|
|
|
|
32,468
|
|
|
|
34,332
|
Total stockholders' equity
|
|
|
|
89,977
|
|
|
|
90,837
|
|
|
|
|
|
|
|
Total liabilities and stockholders' equity
|
|
|
$
|
2,974,514
|
|
|
$
|
2,561,477
|
|
|
Camping World Holdings, Inc. and Subsidiaries
|
Condensed Consolidated Statements of Operations
|
(In Thousands Except Per Share Amounts)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
2018
|
|
|
2017
|
|
|
|
(unaudited)
|
|
|
(unaudited)
|
Revenue:
|
|
|
|
|
|
|
Consumer services and plans
|
|
|
$
|
53,808
|
|
|
$
|
50,246
|
Retail
|
|
|
|
|
|
|
New vehicles
|
|
|
|
579,510
|
|
|
|
503,304
|
Used Vehicles
|
|
|
|
172,091
|
|
|
|
145,819
|
Parts, services and other
|
|
|
|
164,308
|
|
|
|
116,223
|
Finance and insurance, net
|
|
|
|
91,849
|
|
|
|
66,043
|
Subtotal
|
|
|
|
1,007,758
|
|
|
|
831,389
|
|
|
|
|
|
|
|
Total revenue
|
|
|
|
1,061,566
|
|
|
|
881,635
|
|
|
|
|
|
|
|
Costs applicable to revenue (exclusive of depreciation and amortization
shown separately below):
|
|
|
|
|
|
|
Consumer services and plans
|
|
|
|
22,725
|
|
|
|
21,147
|
Retail
|
|
|
|
|
|
|
New vehicles
|
|
|
|
503,884
|
|
|
|
435,062
|
Used Vehicles
|
|
|
|
134,293
|
|
|
|
111,902
|
Parts, services and other
|
|
|
|
95,888
|
|
|
|
61,595
|
Subtotal
|
|
|
|
734,065
|
|
|
|
608,559
|
|
|
|
|
|
|
|
Total costs applicable to revenue
|
|
|
|
756,790
|
|
|
|
629,706
|
|
|
|
|
|
|
|
Gross profit:
|
|
|
|
|
|
|
Consumer services and plans
|
|
|
|
31,083
|
|
|
|
29,099
|
Retail
|
|
|
|
|
|
|
New vehicles
|
|
|
|
75,626
|
|
|
|
68,242
|
Used Vehicles
|
|
|
|
37,798
|
|
|
|
33,917
|
Parts, services and other
|
|
|
|
68,420
|
|
|
|
54,628
|
Finance and insurance, net
|
|
|
|
91,849
|
|
|
|
66,043
|
Subtotal
|
|
|
|
273,693
|
|
|
|
222,830
|
|
|
|
|
|
|
|
Total gross profit
|
|
|
|
304,776
|
|
|
|
251,929
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
Selling, general, and administrative
|
|
|
|
245,114
|
|
|
|
175,490
|
Debt restructure expense
|
|
|
|
424
|
|
|
|
–
|
Depreciation and amortization
|
|
|
|
9,400
|
|
|
|
6,853
|
Loss (gain) on sale of assets
|
|
|
|
85
|
|
|
|
(318)
|
Total operating expenses
|
|
|
|
255,023
|
|
|
|
182,025
|
|
|
|
|
|
|
|
Income from operations
|
|
|
|
49,753
|
|
|
|
69,904
|
|
|
|
|
|
|
|
Other income (expense):
|
|
|
|
|
|
|
Floor plan interest expense
|
|
|
|
(10,743)
|
|
|
|
(5,302)
|
Other interest expense, net
|
|
|
|
(12,839)
|
|
|
|
(9,404)
|
Loss on debt restructure
|
|
|
|
(1,676)
|
|
|
|
–
|
Tax Receivable Agreement liability adjustment
|
|
|
|
–
|
|
|
|
17
|
|
|
|
|
(25,258)
|
|
|
|
(14,689)
|
|
|
|
|
|
|
|
Income before income taxes
|
|
|
|
24,495
|
|
|
|
55,215
|
Income tax expense
|
|
|
|
(7,219)
|
|
|
|
(5,592)
|
Net income
|
|
|
|
17,276
|
|
|
|
49,623
|
Less: net income attributable to non-controlling interests
|
|
|
|
(14,095)
|
|
|
|
(42,101)
|
Net income attributable to Camping World Holdings, Inc.
|
|
|
$
|
3,181
|
|
|
$
|
7,522
|
|
|
|
|
|
|
|
Earnings per share of Class A common stock:
|
|
|
|
|
|
|
Basic
|
|
|
$
|
0.09
|
|
|
$
|
0.40
|
Diluted
|
|
|
$
|
0.08
|
|
|
$
|
0.38
|
Weighted average shares of Class A common stock outstanding:
|
|
|
|
|
|
|
Basic
|
|
|
|
36,816
|
|
|
$
|
18,946
|
Diluted
|
|
|
|
88,646
|
|
|
$
|
83,772
|
|
|
|
|
|
|
|
|
|
Earnings Per Share
|
|
|
Three Months Ended March 31,
|
|
(In thousands except per share amounts)
|
|
|
2018
|
|
2017
|
|
Numerator:
|
|
|
|
|
|
|
Net income
|
|
|
$
|
17,276
|
|
|
$
|
49,623
|
|
|
Less: net income attributable to non-controlling interests
|
|
|
|
(14,095
|
)
|
|
|
(42,101
|
)
|
|
Net income attributable to Camping World Holdings, Inc. — basic
|
|
|
|
3,181
|
|
|
|
7,522
|
|
|
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
|
|
|
|
4,352
|
|
|
|
23,963
|
|
|
Net income attributable to Camping World Holdings, Inc. — diluted
|
|
|
$
|
7,533
|
|
|
$
|
31,485
|
|
|
Denominator:
|
|
|
|
|
|
|
Weighted-average shares of Class A common stock outstanding — basic
|
|
|
|
34,816
|
|
|
|
18,766
|
|
|
Dilutive common units of CWGS, LLC that are convertible into Class A
common stock
|
|
|
|
51,830
|
|
|
|
64,836
|
|
|
Weighted-average shares of Class A common stock outstanding — diluted
|
|
|
|
86,646
|
|
|
|
83,602
|
|
|
|
|
|
|
|
|
|
Earnings per share of Class A common stock — basic
|
|
|
$
|
0.09
|
|
|
$
|
0.40
|
|
|
Earnings per share of Class A common stock — diluted
|
|
|
$
|
0.08
|
|
|
$
|
0.38
|
|
|
|
|
|
|
|
|
|
Non-GAAP Financial Measures
To supplement our consolidated financial statements, which are prepared
and presented in accordance with accounting principles generally
accepted in the U.S. (“GAAP”), we use the following non-GAAP financial
measures: EBITDA, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Pro
Forma Net Income and Adjusted Pro Forma Earnings per Fully Exchanged and
Diluted Share (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 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 measures. In evaluating these non-GAAP 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
(excluding floor plan interest expense), provision for income taxes 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, loss and expense on debt
restructure, loss (gain) on sale of assets, equity-based compensation,
Tax Receivable Agreement liability adjustment, Gander Outdoors
pre-opening costs, 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 tables reconcile EBITDA, Adjusted EBITDA, and Adjusted
EBITDA Margin to the most directly comparable GAAP financial performance
measure, which are net income, net income and net income margin,
respectively:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
|
|
|
March 31,
|
|
|
|
|
($ in thousands)
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
$
|
17,276
|
|
|
|
$
|
49,623
|
|
|
|
|
|
Other interest expense, net
|
|
|
|
12,839
|
|
|
|
|
9,404
|
|
|
|
|
|
Depreciation and amortization
|
|
|
|
9,400
|
|
|
|
|
6,853
|
|
|
|
|
|
Income tax expense
|
|
|
|
7,219
|
|
|
|
|
5,592
|
|
|
|
|
|
EBITDA
|
|
|
|
46,734
|
|
|
|
|
71,472
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss and expense on debt restructure (a)
|
|
|
|
2,100
|
|
|
|
|
–
|
|
|
|
|
|
Loss (gain) on sale of assets (b)
|
|
|
|
85
|
|
|
|
|
(318
|
)
|
|
|
|
|
Equity-based compensation (c)
|
|
|
|
3,218
|
|
|
|
|
719
|
|
|
|
|
|
Tax Receivable Agreement liability adjustment (d)
|
|
|
|
–
|
|
|
|
|
(17
|
)
|
|
|
|
|
Gander Outdoors pre-opening costs (e)
|
|
|
|
19,651
|
|
|
|
|
–
|
|
|
|
|
|
Adjusted EBITDA
|
|
|
$
|
71,788
|
|
|
|
$
|
71,856
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
|
|
|
March 31,
|
|
|
|
|
(as percentage of total revenue)
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA margin:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income margin
|
|
|
|
1.6
|
%
|
|
|
|
5.6
|
%
|
|
|
|
|
Other interest expense, net
|
|
|
|
1.2
|
%
|
|
|
|
1.1
|
%
|
|
|
|
|
Depreciation and amortization
|
|
|
|
0.9
|
%
|
|
|
|
0.8
|
%
|
|
|
|
|
Income tax expense
|
|
|
|
0.7
|
%
|
|
|
|
0.6
|
%
|
|
|
|
|
Subtotal EBITDA margin
|
|
|
|
4.4
|
%
|
|
|
|
8.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss and expense on debt restructure (a)
|
|
|
|
0.2
|
%
|
|
|
|
–
|
|
|
|
|
|
Loss (gain) on sale of assets (b)
|
|
|
|
0.0
|
%
|
|
|
|
(0.0
|
%)
|
|
|
|
|
Equity-based compensation (c)
|
|
|
|
0.3
|
%
|
|
|
|
0.1
|
%
|
|
|
|
|
Tax Receivable Agreement liability adjustment (d)
|
|
|
|
–
|
|
|
|
|
(0.0
|
%)
|
|
|
|
|
Gander Outdoors pre-opening costs (e)
|
|
|
|
1.9
|
%
|
|
|
|
–
|
|
|
|
|
|
Adjusted EBITDA margin
|
|
|
|
6.8
|
%
|
|
|
|
8.2
|
%
|
_______________
|
|
(a)
|
|
Represents the loss and expense incurred on debt restructure and
financing expense incurred from the Third Amendment to the Credit
Agreement in 2018.
|
|
(b)
|
|
Represents an adjustment to eliminate the losses and gains on sales
of various assets.
|
|
(c)
|
|
Represents non-cash equity-based compensation expense relating to
employees and directors of the Company.
|
|
(d)
|
|
Represents an adjustment to eliminate the loss on remeasurement of
the Tax Receivable Agreement primarily due to changes in our
effective income tax rate.
|
|
(e)
|
|
Represents pre-opening store costs associated with opening Gander
Outdoors retail stores.
|
|
|
|
|
|
Adjusted Pro Forma Net Income and Adjusted Pro Forma Earnings Per
Fully Exchanged and Diluted Share
We define “Adjusted Pro Forma Net Income” as net income attributable to
CWH adjusted for the reallocation of net income attributable to
non-controlling interests from the assumed exchange of all outstanding
common units in CWGS, LLC for newly-issued shares of Class A common
stock of CWH and 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, loss and
expense on debt restructure, loss (gain) on sale of assets, equity-based
compensation, Tax Receivable Agreement liability adjustment, Gander
Outdoors pre-opening costs, other unusual or one-time items, and the
income tax expense effect of these adjustments. We define “Adjusted Pro
Forma Earnings Per Fully Exchanged and Diluted Share” as Adjusted Pro
Forma Net Income divided by the weighted-average shares of Class A
common stock outstanding, assuming the full exchange of all outstanding
common units in CWGS, LLC for newly-issued shares of Class A common
stock of CWH and the dilutive effect of stock options and restricted
stock units, if any. We present Adjusted Pro Forma Net Income and
Adjusted Pro Forma Earnings Per Fully Exchanged and Diluted Share
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 Pro Forma Net Income and
Adjusted Pro Forma Earnings Per Fully Exchanged and Diluted Share to the
most directly comparable GAAP financial performance measure, which is
net income attributable to Camping World Holdings, Inc. and
weighted-average shares of Class A common stock outstanding — diluted:
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
|
(In thousands except per share amounts)
|
|
|
2018
|
|
|
2017
|
|
|
|
|
Numerator:
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to Camping World Holdings, Inc.
|
|
|
$
|
3,181
|
|
|
|
$
|
7,522
|
|
|
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
Reallocation of net income attributable to non-controlling interests
from the assumed exchange of common units in CWGS, LLC (a)
|
|
|
|
14,095
|
|
|
|
|
42,101
|
|
|
|
|
|
Loss and expense on debt restructure (b)
|
|
|
|
2,100
|
|
|
|
|
—
|
|
|
|
|
|
Loss (gain) on sale of assets (c)
|
|
|
|
85
|
|
|
|
|
(318
|
)
|
|
|
|
|
Equity-based compensation (d)
|
|
|
|
3,218
|
|
|
|
|
719
|
|
|
|
|
|
Tax Receivable Agreement liability adjustment (e)
|
|
|
|
—
|
|
|
|
|
(17
|
)
|
|
|
|
|
Gander Outdoor pre-opening costs (f)
|
|
|
|
19,651
|
|
|
|
|
—
|
|
|
|
|
|
Income tax expense (g)
|
|
|
|
(5,389
|
)
|
|
|
|
(18,292
|
)
|
|
|
|
|
Adjusted pro forma net income
|
|
|
$
|
36,941
|
|
|
|
$
|
31,715
|
|
|
|
|
|
Denominator:
|
|
|
|
|
|
|
|
|
|
|
Weighted-average Class A common shares outstanding - diluted
|
|
|
|
88,646
|
|
|
|
|
83,772
|
|
|
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
Dilutive options to purchase Class A common stock
|
|
|
|
315
|
|
|
|
|
146
|
|
|
|
|
|
Dilutive restricted stock units
|
|
|
|
189
|
|
|
|
|
58
|
|
|
|
|
|
Adjusted pro forma fully exchanged weighted average Class A common
shares outstanding - diluted
|
|
|
|
89,150
|
|
|
|
|
83,976
|
|
|
|
|
|
Adjusted pro forma earnings per fully exchanged and diluted share
|
|
|
$
|
0.41
|
|
|
|
$
|
0.38
|
|
_______________
|
|
(a)
|
|
Represents the reallocation of net income attributable to
non-controlling interests from the assumed exchange of common units
of CWGS, LLC in periods where income was attributable to
non-controlling interests.
|
|
(b)
|
|
Represents the loss and expense incurred on debt restructure and
financing expense incurred from the Third Amendment to the Credit
Agreement in 2018.
|
|
(c)
|
|
Represents an adjustment to eliminate the losses and gains on 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.
|
|
(f)
|
|
Represents pre-opening store costs associated with the Gander
Outdoors store openings.
|
|
(g)
|
|
Represents the income tax expense effect of the above adjustments.
This assumption uses an effective tax rate of 25.3% and 38.5% for
the adjustments for 2018 and 2017, respectively.
|
|
|
|
|
|
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 condensed 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 reallocation of
net income attributable to non-controlling interests, loss and expense
on debt restructure, loss (gain) on sale of assets, equity-based
compensation, Tax Receivable Agreement liability adjustment, Gander
Outdoors pre-opening costs, 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.
View source version on businesswire.com:
https://www.businesswire.com/news/home/20180508005602/en/
ICR
Investor Relations:
John Rouleau / Rachel Schacter,
203-682-8200
John.Rouleau@ICRinc.com
/ Rachel.Schacter@ICRinc.com
or
Media:
Jessica
Liddell, 203-682-8208
Jessica.Liddell@ICRinc.com
Source: Camping World Holdings, Inc.