Lazydays Holdings announced a series of transformative transactions designed to provide the Company with a significantly strengthened financial foundation and a more focused dealership portfolio. These transactions, which include a comprehensive recapitalization and certain asset sales, will result in meaningful reductions in the Company's debt, interest and preferred stock dividend payments, substantial added cash to the balance sheet, and an improvement in the underlying earnings power of the business.

Transaction Highlights

• Sale seven dealerships, including real estate where applicable, and issue common stock to certain indirect subsidiaries of Camping World Holdings, Inc. ("Camping World") for a combined $65.5 million, subject to conditions.
• Sale of one additional dealership asset to a separate buyer for $8 million, subject to conditions.
• $30 million common equity PIPE at $1.03 per share with clients of Alta Fundamental Advisers and Coliseum Capital Management (collectively, the "PIPE Investors").
• Launch a $25 million rights offering at $1.03 per share, allowing all our common stockholders (other than the PIPE Investors and Camping World) to purchase common stock at the same price as PIPE Investors, subject to the U.S. Securities and Exchange Commission declaring a registration statement on Form S-1 effective.
• Exchange all outstanding convertible preferred stock for common stock at $1.03 per share, eliminating our preferred stock liquidation preference, preferred dividend requirement and other preferred stockholder rights, subject to conditions.
• Amendment to the credit facility with the Company's lender group led by Manufacturers and Traders Trust Company ("M&T Bank"), providing significant financial flexibility.

The transactions will collectively result in $65 million reduction of debt, elimination of $68 million preferred stock liquidation preference, and $16 million reduction of interest and preferred dividend payments.

Pro forma for the transactions (excluding proceeds and shares from the proposed rights offering), Lazydays is expected to have $35 million of cash on the balance sheet, debt of $61 million (excluding floor plan financings), and 119.5 million shares of common stock outstanding.

"We are pleased to announce these transformative transactions, which streamline our portfolio, strengthen our balance sheet and enhance our financial flexibility for the benefit of the Company and all of our stakeholders – investors, customers, OEM partners, and employees," said Robert DeVincenzi, Chairman of Lazydays. "Collectively, these transactions represent a critical step in the revitalization of Lazydays' business and demonstrate the confidence that investors have in our long-term success. We are grateful for the support we have received from Alta, Coliseum, Camping World and our lender group led by M&T Bank, and look forward to building upon the robust financial foundation we have set today to reaffirm Lazydays' position as a leader in the RV industry."

"Today marks a turning point for the trajectory of Lazydays," added Ronald Fleming, Interim CEO of Lazydays. "The last couple of years have proven challenging as we navigated the economic environment and determined the optimal path forward for the business, and I am grateful for the dedication and hard work of our employees during this time. I am confident that as a nimbler organization with enhanced liquidity, Lazydays' brightest days are ahead."

Marcus Lemonis, Chairman and CEO of Camping World commented, "Lazydays has been a part of the fabric of the RV industry for over 30 years, and its health is important to Camping World, the RV industry, and our OEM partners. We are encouraged to see the Company take the necessary steps to fortify its balance sheet and make progress towards streamlining its portfolio."

DeVincenzi concluded, "Lazydays is an iconic brand with a longstanding reputation for providing exceptional service and experiences to RV owners. By monetizing certain assets and recapitalizing the business, we have committed to upholding Lazydays' incredible legacy, while restoring stockholder value."