What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2022-02-24 compared with 2021-02-26 · 46 added, 32 removed, 198 unchanged (28% of the section changed)

30 unchanged sentences

We believe that our Good Sam organization and family of programs and services uniquely enables us to connect with our customers as stewards of the RV lifestyle.

Good Sam programs such as extended vehicle warranty programs, roadside assistance plans, vehicle and home insurance programs, and Good Sam TravelAssist travel protection plans help to ensure our customers’ health and safety while traveling, and our Good Sam Club, co-branded credit card, extended vehicle warranty programs and vehicle protection plans provide great value to keep our customers’ RVs in top shape while providing a host of discounts and services all designed to enhance the overall customer RV experience.

Good Sam programs such as extended vehicle warranty programs, roadside assistance plans, vehicle and home insurance programs, and Good Sam TravelAssist travel protection plans help to ensure our customers’ health and safety while traveling, and our Good Sam Club, co-branded credit card and vehicle protection plans provide great value to keep our customers’ RVs in top shape while providing a host of discounts and services all designed to enhance the overall customer RV experience.

By providing unique programs that promote the health, safety and protection of the RV community, the Company drives an unparalleled opportunity to build a large, loyal, and growing community of RV enthusiasts to whom we can provide our basket of products and services for years to come.

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In 2011, Camping World Good Sam combined with FreedomRoads, a successful RV dealership business founded in 2003, to form the largest provider of products and services for RVs in North America.

From 2011 to 2020, we continued to expand our footprint of RV dealerships through new store openings and acquisitions.

From 2011 to date, we have continued to expand our footprint of RV dealerships through new store openings and acquisitions.

In May 2017, we acquired certain assets of Gander Mountain Company (“Gander Mountain”) and its Overton’s, Inc.

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On September 3, 2019, our Board of Directors approved a plan to strategically shift our business away from locations where we did not have the ability or where it was not feasible to sell and/or service RVs (the “2019 Strategic Shift”).

As of December 31, 2020, the Company has completed the store closures and divestitures relating to the 2019 Strategic Shift.

As of December 31, 2020, the Company had completed the store closures and divestitures relating to the 2019 Strategic Shift.

Additionally, under the 2019 Strategic Shift we rebranded Gander Outdoors to Gander RV and, through September 30, 2021, have recorded all of the inventory reserve charges for the exit of certain non-RV outdoor product categories.

For more information on the impact to our 2021, 2020 and 2019 financial results, please see Note 5 – Restructuring and Long-lived Asset Impairment to our consolidated financial statements included in Part II, Item 8 of this Form 10-K.

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See Note 22 — Segment Information to our consolidated financial statements included in Part II, Item 8 of this Form 10-K for further information regarding our reportable segments.

The following table presents revenue and gross profit details for our product and service offerings for the year ended December 31, 2021:

Year Ended December 31, 2021

($ in thousands)

Gross Profit (2)

Good Sam Services and Plans

Used vehicles

Products, service and other

Finance and insurance, net

Good Sam Club

(1) Components of revenue are presented after intersegment eliminations.

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Good Sam Services and Plans

Our Good Sam Services and Plans segment consists of programs, plans and services that are geared towards protecting, insuring and promoting the RV lifestyle, and include services such as extended vehicle service contracts, vehicle roadside assistance, property and casualty insurance, travel protection, travel planning and directories, and consumer shows and publications.

planning and directories, and consumer shows and publications.

Because our Good Sam protection plans and programs are often purchased to cover a multiple-year period and are renewable in nature, this area of our business tends to generate high-margin, recurring revenue that is driven both by vehicle purchases and the installed base of RV owners in the United States.

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We offer roadside assistance plans for services such as towing, jump starting, tire changing, mobile mechanics and others.

We contract with a third party

to handle dispatch calls through its network of tow providers and we pay a fee per incident or call.

We contract with a third party to handle dispatch calls through its network of tow providers and we pay a fee per incident or call.

As of December 31, 2021, we had approximately 782,000 contracts in force under our emergency roadside assistance plan.

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We contract with a third party to offer travel protection plans through Good Sam TravelAssist, where the third party primarily assumes the underwriting risk through third-party underwriters.

As of December 31, 2020, we had approximately 245,000 contracts in force primarily underwritten by the third party’s underwriter.

As of December 31, 2021, we had approximately 269,000 contracts in force primarily underwritten by a third party.

● Good Sam consumer shows .

1 unchanged sentence

During 2020, as a consequence of COVID-19, we reduced the number of in-person consumer shows that we promoted and operated to 24 consumer shows in 20 cities across 15 states that attracted more than 210,000 visitors.

In comparison, during 2019, we promoted and operated 37 consumer shows in 29 cities across 18 states that attracted more than 285,000 visitors.

During 2021, also due to COVID-19, the Company held one in-person consumer show.

By comparison, during 2019, we promoted and operated 37 consumer shows in 29 cities across 18 states that attracted more than 285,000 visitors.

Further, due to ongoing COVID-19 concerns, we currently expect to hold fewer than 10 in-person consumer shows in 2022.

These shows provide a strategic opportunity to expose first-time buyers and existing RV and outdoor sports enthusiasts to our products and services.

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RV and Outdoor Retail

Our RV and Outdoor Retail segment consists of all aspects of our RV dealership operations, which includes selling new and used RVs, assisting with the financing of new and used RVs, selling protection and insurance related services and plans for RVs, servicing and repairing new and used RVs, installing RV parts and accessories, and selling RV and outdoor related products, parts and accessories.

and accessories, and selling RV and outdoor related products, parts and accessories.

Within our RV and Outdoor Retail business, we also operate the Good Sam Club, which we believe is the largest membership-based RV organization in the world, with approximately 2.1 million members as of December 31, 2021.

Membership benefits include a variety of discounts, exclusive benefits, specialty publications and other membership benefits, all of which we believe enhance the RV experience, drive customer engagement and

loyalty, and provide cross-selling opportunities for our other products and services.

A map depicting our national network of 185 RV dealerships and service centers as of December 31, 2021 is provided below:

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• RV parts, accessories and installation services.

We offer a wide range of RV parts, equipment, supplies and accessories, including towing and hitching products, satellite and GPS systems, electrical and lighting products, appliances and furniture, and other products.

Our full-service repair facilities enable us to install all parts and accessories that we sell in our retail locations.

We believe our ability to both sell and install parts and accessories affords us a competitive advantage over online and big box retailers, that do not have service centers designed to accommodate RVs, and over RV dealerships that do not offer a comprehensive selection of parts and accessories.

While we do continue to offer some non-RV outdoor products and accessories, our focus is on providing products and services that are targeted toward RV enthusiasts and owners.

• Collision repair and restoration.

1 unchanged sentence

We perform collision repair services for a number of insurance carriers.

• Outdoor products and accessories.

We offer a variety of outdoor products and accessories that are specifically curated for the RV community, including equipment, gear and supplies for

camping, hunting, fishing, skiing, snowboarding, bicycling, skateboarding, marine and watersports and other outdoor activities.

• Good Sam Club.

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The terms of these dealer agreements typically require us to, among other things, meet all the requirements and conditions of the manufacturer’s applicable programs, maintain certain minimum inventory requirements and meet certain retail sales objectives, perform services and repairs for all owners of the manufacturer’s RVs (regardless from whom the RV was purchased) that are still under warranty, and stock certain of the manufacturer’s parts and accessories needed to service and repair the manufacturer’s RVs, actively advertise and promote the manufacturer’s RVs, and indemnify the manufacturer under certain circumstances.

We generally acquire used RVs from customers, primarily through trade-ins, as well as through auctions and other sources, and we generally recondition used RVs acquired for retail sale in our parts and service departments.

Used RVs that we do not sell at our RV-centric retail locations generally are sold at wholesale prices through auctions.

We primarily acquire used RVs through customer trade-ins, as well as private party purchases and consignments, and we generally recondition used RVs acquired for retail sale in our parts and service departments.

Historically, used RVs that we have not sold at our RV-centric retail locations generally have been sold through other channels at wholesale prices.

We finance the purchase of substantially all of our new RV inventory from manufacturers through our Floor Plan Facility.

Used vehicles may also be financed from time to time through our Floor Plan Facility.

For more information on our Floor Plan Facility, see “Management's Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Description of Senior Secured Credit Facilities and Floor Plan Facility” included in Part II, Item 7 of this Form 10-K and Note 4 — Inventories, net and Notes Payable — Floor Plan, net to our audited consolidated financial statements included in Part II, Item 8 of this Form 10-K.

For more information on our Floor Plan Facility, see “Management's Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Description of Senior Secured Credit Facilities and Floor Plan Facility” included in Part II, Item 7 of this Form 10-K and Note 4 — Inventories and Floor Plan Payables to our consolidated financial statements included in Part II, Item 8 of this Form 10-K.

Marketing and Advertising

The lifestyle element of the RV industry and the multi-year nature of many of our products and services provides the opportunity to build long-term relationships with our customers.

Our marketing strategies are focused on developing awareness around our brands, products and services, and driving traffic to our stores and websites, and we utilize a combination of direct mail, email, printed catalogs and flyers, digital, social and

traditional media, as well as online inventory listings to accomplish this.

As part of our marketing efforts, we maintain a proprietary database of individuals and customer purchasing data that we utilize for direct mail, email and telemarketing campaigns.

As part of our marketing efforts, we maintain a proprietary database of individuals and customer purchasing data that we utilize for direct mail, email, text messaging and telemarketing campaigns.

As of December 31, 2021, this database contained over 30 million unique contacts.

In addition, we are involved in various sponsored sporting event activities.

We are the sponsor of the NASCAR Camping World Truck Series, Major League Baseball Spring Training, and National Hot Rod Association (“NHRA”) Camping World Drag Racing Series plus the naming rights sponsor of Camping World Stadium in Orlando, Florida.

We are the sponsor

of the NASCAR Camping World Truck Series, Major League Baseball, and National Hot Rod Association (“NHRA”) Camping World Drag Racing Series plus the naming rights sponsor of Camping World Stadium in Orlando, Florida.

We also have official partner status for our brands for both Major League Baseball and NASCAR.

In September 2020, Camping World and Gander RV introduced our first-ever virtual show, the Ultimate RV Show, which was a virtual omni-channel event that showcased informative videos, promotions, and concerts by popular artists.

There were 1.3 million viewers that attended the five-day online event.

The Ultimate RV Show will continue to be utilized in the future as an additional means of connecting with consumers and digitizing the purchase experience.

In 2020 we introduced our first ever virtual consumer show with a five-day online event.

In 2021, we hosted 10 multi-day virtual events which we plan to continue in the coming years as part of our national lead generation strategy for both our physical and digital channels across our growing ecosystem.

Trademarks and Other Intellectual Property

We own a variety of registered trademarks and service marks related to our brands and our services, protection plans, products and resources, including Good Sam, Camping World, Gander Outdoors, Gander RV, and Overton’s.

We also own the copyrights to certain articles in our publications and numerous domain names, including www.goodsamclub.com, www.campingworld.com, www.ganderoutdoors.com, www.ganderrv.com, www.overtons.com, www.the-house.com, www.rv.com, among others.

We also own the copyrights to certain articles in our publications and numerous domain names, including www.goodsamclub.com, www.campingworld.com, www.ganderoutdoors.com, www.ganderrv.com, www.rv.com, www.rvs.com, www.rvrentals.com, www.highways.com, www.overtons.com, www.skis.com, www.snowboards.com, and www.the-house.com, among others.

We believe that our trademarks and other intellectual property have significant value and are important to our marketing efforts.

We do not know of any material pending claims of infringement or other challenges to our right to use our intellectual property in the United States or elsewhere.

For additional information regarding our intellectual property, see Note 7 – Goodwill and Intangible Assets to our audited consolidated financial statements included in Part II, Item 8 of this Form 10-K.

For additional information regarding our intellectual property, see Note 7 – Goodwill and Intangible Assets to our consolidated financial statements included in Part II, Item 8 of this Form 10-K.

Human Capital Resources

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Our learning and development team continues to create proprietary content for this training library.

We are also making an approximately $1.5 million investment in establishing learning labs at each of our locations that will allow for a dedicated space with the appropriate technology for employees to engage in their training programs.

These learning labs are expected to be completed during the first half of 2022.

Our service technicians are critical to providing the high-quality installation and repair services that our customers expect.

In 2019, we provided training to 159 technicians and, despite the challenges faced with social distancing limitations as a result of COVID-19 safety precautions, we were able to train 101 new technicians on our level 1 course in 2020.

Our Camping World Technical Institute (“CWTI”) includes full-time instructors at two dedicated campuses and one part-time campus as of December 31, 2021.

An additional dedicated campus is expected to open in 2022.

The CWTI offers monthly 10-day training sessions to our service technicians.

In 2019, we provided training to 159 technicians through the CWTI and, despite the challenges faced with social distancing limitations as a result of COVID-19 safety precautions, we were able to train 357 and 101 new technicians on our level 1 course in 2021 and 2020, respectively.

Diversity, Equity, and Inclusion

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● multi-channel retailers and mass merchandisers, warehouse clubs, discount stores, department stores and other retailers, such as Wal-Mart, Target and Amazon;

● other specialty retailers that compete with us across a significant portion of our merchandising categories through retail, catalog or e-commerce businesses, such as Bass Pro Shops (including Cabela’s), Sportsman’s Warehouse and REI;

● distributors of assembled RV furniture;

● distributors of RV furniture and accessories;

● online retailers;

3 unchanged sentences

The COVID-19 pandemic adversely impacted our business from mid-March through much of April 2020, but shifted to a favorable impact beginning primarily in May 2020.

For further discussion, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations — COVID-19” in Item 7 of Part II of this Form 10-K.

For further discussion, see

“Management’s Discussion and Analysis of Financial Condition and Results of Operations — COVID-19” in Item 7 of Part II of this Form 10-K.

Historically, our business has been seasonal.

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Laws and Regulations

See “Risk Factors — Risks Related to Our Business — Our business is subject to numerous federal, state and local regulations,” “— Changes in government policies and firearms legislation could adversely affect our results,” “— Our failure to comply with certain environmental regulations could adversely affect our business, financial condition and results of operations,” and “—Climate change legislation or regulations restricting emission of “greenhouse gases” could result in increased operating costs and reduced demand for RVs we sell” in Item 1A of Part I of this Form 10-K.

See “Risk Factors — Risks Related to Our Business — Our business is subject to numerous federal, state and local regulations,” “— Our failure to comply with certain environmental regulations could adversely affect our business, financial condition and results of operations,” and “— Climate change legislation or regulations restricting emission of “greenhouse gases” could result in increased operating costs and reduced demand for RVs we sell” in Item 1A of Part I of this Form 10-K.

Although we incur costs to comply with applicable laws and regulations in the ordinary course of our business, we do not presently anticipate that such costs will have a material effect on our capital expenditures, earnings and competitive position.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business