Lazydays Plunges Towards Dissolution Amidst $82M Quarterly Loss

TL;DR

**Lazydays is effectively dead, with stockholders getting nothing as the company liquidates all assets and dissolves.**

AI Summary

Lazydays Holdings, Inc. reported a significant net loss of $82.38 million for the three months ended September 30, 2025, a substantial increase from the $17.67 million net loss in the prior-year period. For the nine months ended September 30, 2025, the net loss was $116.50 million, compared to $83.87 million in 2024. Total revenue plummeted to $101.43 million for the quarter, down from $205.96 million, primarily due to declines in new vehicle retail revenue, which fell from $122.29 million to $60.15 million. The company incurred substantial impairment charges of $63.92 million for the quarter and $74.49 million for the nine-month period, reflecting a reclassification of all 12 dealerships to 'held for sale.' As of September 30, 2025, Lazydays had only $9.50 million in cash and an accumulated deficit of $231.25 million, with total liabilities exceeding total assets by $26.30 million. The company entered into an Asset Purchase Agreement on October 6, 2025, to sell substantially all assets to CIRV Group, LLC and CIRV Group Real Estate Holdings, LLC, with closings expected between November 17 and November 26, 2025. Following these sales, the Board approved a plan of dissolution, and stockholders approved an Amended Plan of Liquidation and Dissolution on October 14, 2025, indicating no assets are expected to remain for distribution to stockholders.

Why It Matters

This filing signals the imminent end of Lazydays Holdings, Inc. as an independent entity, with all assets being sold and a plan for dissolution approved by stockholders. For investors, this means a complete loss of capital, as the company explicitly states no assets are expected to remain for distribution after creditor payments. Employees face job uncertainty as the dealerships transition ownership to Campers Inn affiliates. Customers might experience service disruptions or changes in dealership operations, though the sale to a competitor suggests continued RV services under new management. The broader RV market sees a significant player exit, potentially consolidating market share among remaining competitors like Campers Inn.

Risk Assessment

Risk Level: high — The risk level is high because Lazydays Holdings, Inc. explicitly states it 'does not expect to continue as a going concern' and has an 'accumulated deficit of $231.3 million' as of September 30, 2025. The company's plan of dissolution, approved by stockholders, anticipates 'no assets remaining for distribution to its stockholders' after paying creditors, indicating a total loss for equity investors.

Analyst Insight

Investors should immediately divest any holdings in Lazydays Holdings, Inc. (GORV) as the company's plan of dissolution explicitly states there will be no assets remaining for distribution to stockholders. This filing confirms a complete loss of capital for equity holders.

Financial Highlights

debt To Equity

N/A

revenue

$101.43M

operating Margin

N/A

total Assets

$333.17M

total Debt

$183.99M

net Income

-$82.38M

eps

N/A

gross Margin

N/A

cash Position

$9.50M

revenue Growth

-50.8%

Revenue Breakdown

Key Numbers

• $82.38M — Net loss for Q3 2025 (Increased from $17.67M in Q3 2024)
• $116.50M — Net loss for nine months ended Sept 30, 2025 (Increased from $83.87M in 2024)
• $101.43M — Total revenue for Q3 2025 (Decreased from $205.96M in Q3 2024)
• $60.15M — New vehicle retail revenue for Q3 2025 (Decreased from $122.29M in Q3 2024)
• $63.92M — Impairment charges for Q3 2025 (No impairment charges in Q3 2024)
• $74.49M — Impairment charges for nine months ended Sept 30, 2025 (No impairment charges in 2024)
• $9.50M — Cash as of Sept 30, 2025 (Decreased from $24.70M as of Dec 31, 2024)
• $231.25M — Accumulated deficit as of Sept 30, 2025 (Increased from $114.75M as of Dec 31, 2024)
• $26.30M — Total stockholders' deficit as of Sept 30, 2025 (Shifted from $89.60M total stockholders' equity as of Dec 31, 2024)
• 3,735,655 — Shares outstanding as of Nov 6, 2025 (Post-reverse stock split)

Key Players & Entities

• Lazydays Holdings, Inc. (company) — Registrant and seller of assets
• CIRV Group, LLC (company) — Purchaser of substantially all assets
• CIRV Group Real Estate Holdings, LLC (company) — Purchaser of substantially all assets
• Jeffrey M. Hirsch (person) — Guarantor and affiliate of Purchasers
• Campers Inn Holding Corporation (company) — Affiliate of Purchasers
• Manufacturers and Traders Trust Company (company) — Administrative Agent for credit facilities
• First Horizon Bank (company) — Mortgage holder on Knoxville, Tennessee property
• SEC (regulator) — Securities and Exchange Commission
• Nasdaq Capital Market (market) — Exchange where common stock is registered
• Delaware (location) — State of incorporation

FAQ

Risk Factors

• Severe Net Loss and Deteriorating Financial Position [high — financial]: The company reported a net loss of $82.38 million for Q3 2025, a substantial increase from $17.67 million in the prior year. The accumulated deficit reached $231.25 million as of September 30, 2025, with total liabilities exceeding total assets by $26.30 million. This indicates a severe deterioration of the company's financial health.
• Asset Sales and Impending Dissolution [high — financial]: Lazydays has reclassified all 12 dealerships to 'held for sale' and incurred $63.92 million in impairment charges for Q3 2025. An Asset Purchase Agreement was signed on October 6, 2025, to sell substantially all assets. Following these sales, a plan of dissolution was approved, with no assets expected to remain for stockholders.
• Plummeting Revenue and Cash Position [high — financial]: Total revenue for Q3 2025 fell to $101.43 million from $205.96 million in Q3 2024. Cash on hand as of September 30, 2025, was a mere $9.50 million, down from $24.70 million at the end of 2024, severely limiting operational flexibility.
• Inventory Management and Impairment Charges [high — operational]: The company's balance sheet shows inventories of $211.95 million as of December 31, 2024, which were entirely written off or reclassified as 'held for sale' by September 30, 2025, leading to significant impairment charges of $63.92 million for the quarter. This suggests severe issues with inventory valuation and sales.
• High Debt Levels Relative to Assets [medium — financial]: As of September 30, 2025, total liabilities were $359.47 million while total assets were $333.17 million, resulting in a stockholders' deficit of $26.30 million. The company also had significant floor plan notes payable of $183.99 million, indicating substantial reliance on financing for inventory.

Industry Context

The RV industry is cyclical and sensitive to economic conditions, interest rates, and consumer confidence. Lazydays operates within this challenging environment, facing intense competition from large national dealers and smaller independent dealerships. Recent economic headwinds and rising interest rates have likely impacted consumer demand for discretionary purchases like RVs.

Regulatory Implications

As a publicly traded company undergoing dissolution, Lazydays must comply with SEC regulations regarding disclosures, asset sales, and liquidation procedures. Failure to adhere to these regulations could result in penalties and legal challenges. The process of selling assets and winding down operations requires careful management to ensure all legal and financial obligations are met.

What Investors Should Do

1. Monitor asset sale closings and final dissolution proceedings.
2. Review the final distribution of proceeds, if any.
3. Assess the impact of the company's failure on related industry players.

Key Dates

• 2025-09-30: End of Q3 2025 — Reported a net loss of $82.38M, total revenue of $101.43M, and cash of $9.50M. All 12 dealerships reclassified as held for sale.
• 2025-10-06: Asset Purchase Agreement signed — Agreement to sell substantially all assets to CIRV Group, LLC and CIRV Group Real Estate Holdings, LLC.
• 2025-10-14: Stockholders approved Amended Plan of Liquidation and Dissolution — Confirms the company's intent to wind down operations with no assets expected for stockholders.
• 2025-11-17: Expected closing of asset sales (start date) — Marks the beginning of the asset divestiture process, leading to the cessation of operations.
• 2025-11-26: Expected closing of asset sales (end date) — Completion of the asset sale process, paving the way for final dissolution.

Glossary

Accumulated deficit

The cumulative net losses of a company that have not been offset by net income. It represents a negative retained earnings balance. (Indicates the company has incurred more losses than profits over its lifetime, reaching $231.25 million as of September 30, 2025.)

Assets held for sale

Assets that management has committed to selling, which are expected to be sold within one year. They are reported at the lower of their carrying amount or fair value less costs to sell. (Lazydays reclassified all 12 dealerships as 'held for sale', totaling $173.68 million in current assets and $126.59 million in long-term assets, signaling a strategic shift towards divestiture.)

Impairment charges

A reduction in the carrying value of an asset when its fair value is less than its book value, reflecting a loss in value. (The company recorded $63.92 million in impairment charges for Q3 2025 due to the reclassification of dealerships to 'held for sale', highlighting significant asset value write-downs.)

Floor plan notes payable

Short-term financing used by dealerships to purchase inventory, typically from a manufacturer or distributor, which is secured by the inventory itself. (Lazydays had $183.99 million in floor plan notes payable as of September 30, 2025, indicating a substantial reliance on this type of financing for its vehicle inventory.)

Plan of Liquidation and Dissolution

A formal plan outlining the process by which a company will cease operations, sell its assets, pay its liabilities, and distribute any remaining proceeds to its shareholders. (Lazydays' board and stockholders approved this plan, confirming the company's imminent wind-down and the expectation that no assets will be left for shareholders.)

Year-Over-Year Comparison

Compared to the prior year's nine-month period, Lazydays Holdings, Inc. has experienced a dramatic downturn. Total revenue for the nine months ended September 30, 2025, plummeted to $101.43 million from $205.96 million in the same period of 2024, a decrease of over 50%. The net loss has also widened significantly, from $83.87 million to $116.50 million. Furthermore, the company has shifted from having substantial assets and equity to a state of deficit, with all dealerships now classified as held for sale and a plan for dissolution in place, indicating a complete reversal of its operational and financial trajectory.

Key Financial Figures

• $0 — 5,655 shares of common stock, par value $0.0001, issued and outstanding as of Nove
• $1.00 — f the common stock in order to meet the $1.00 per share minimum bid price required fo

Filing Documents

• gorv-20250930.htm (10-Q) — 1355KB
• gorv-20250930xexx311.htm (EX-31.1) — 10KB
• gorv-20250930xexx312.htm (EX-31.2) — 10KB
• gorv-20250930xexx321.htm (EX-32.1) — 5KB
• gorv-20250930xexx322.htm (EX-32.2) — 5KB
• 0001721741-25-000007.txt ( ) — 6936KB
• gorv-20250930.xsd (EX-101.SCH) — 45KB
• gorv-20250930_cal.xml (EX-101.CAL) — 81KB
• gorv-20250930_def.xml (EX-101.DEF) — 262KB
• gorv-20250930_lab.xml (EX-101.LAB) — 632KB
• gorv-20250930_pre.xml (EX-101.PRE) — 442KB
• gorv-20250930_htm.xml (XML) — 871KB

– FINANCIAL INFORMATION

PART I – FINANCIAL INFORMATION

– Financial Statements

Item 1 – Financial Statements 3

– Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 2 – Management's Discussion and Analysis of Financial Condition and Results of Operations 28

– Quantitative and Qualitative Disclosures about Market Risk

Item 3 – Quantitative and Qualitative Disclosures about Market Risk 47

– Controls and Procedures

Item 4 – Controls and Procedures 47

– OTHER INFORMATION

PART II – OTHER INFORMATION

– Risk Factors

Item 1A – Risk Factors 49

– Unregistered Sales of Equity Securities and Use of Proceeds

Item 2 – Unregistered Sales of Equity Securities and Use of Proceeds 51

– Other Information

Item 5 – Other Information 49

– Exhibits

Item 6 – Exhibits 52

Signatures

Signatures 53 2 Table of Contents

– FINANCIAL INFORMATION

Part I – FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements LAZYDAYS HOLDINGS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (In thousands, except share and per share data) September 30, 2025 December 31, 2024 ASSETS Current assets: Cash $ 9,501 $ 24,702 Restricted cash 455 — Receivables, net of allowance for doubtful accounts of $ 366 and $ 763 14,724 22,318 Inventories, net — 211,946 Income tax receivable 593 6,116 Prepaid expenses and other 4,150 1,823 Current assets held for sale 173,683 86,869 Total current assets 203,106 353,774 Property and equipment, net — 174,324 Operating lease right-of-use assets — 13,812 Intangible assets, net — 54,957 Other assets 3,475 3,216 Long-term assets held for sale 126,590 75,747 Total assets $ 333,171 $ 675,830 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 16,639 $ 22,426 Accrued expenses and other current liabilities 21,385 31,211 Floor plan notes payable, net of debt discount 183,991 306,036 Current portion of financing liability 512 2,792 Current portion of revolving credit facility, net of debt discount 27,659 10,000 Current portion of long-term debt, net of debt discount 12,522 1,168 Current portion of operating lease liability 1,328 3,711 Current liabilities related to assets held for sale 2,993 1,530 Total current liabilities 267,029 378,874 Long-term liabilities: Financing liability, net of debt discount 27,197 76,007 Revolving credit facility, net of debt discount — 20,344 Long-term debt, net of debt discount — 27,417 Related party debt, net of debt discount — 36,217 Operating lease liability 4,934 10,592 Deferred income tax liability 490 1,348 Warrant liabilities 173 5,709 Other long-term liabilities — 6,721 Long-term liabilities related to assets held for sale 59,650 23,001 Total liabilities 359,473 586,230 Commitments and contingencies - see Note 10 Stockholders' Equity (Deficit) Common stock, $ 0.0001 par value; 500,000,000 shares authorized;

View Full Filing

View this 10-Q filing on SEC EDGAR