lazy-20230630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2023


¨			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission File Number: 001-38424

Lazydays Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter)


Delaware						82-4183498
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)


4042 Park Oaks Blvd, Tampa, Florida						33610
(Address of Principal Executive Offices)						(Zip Code)

(Registrant’s Telephone Number, Including Area Code) 813-246-4999

(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock

LAZY

Nasdaq Capital Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ¨ No x

There were 13,916,261 shares of common stock, par value $0.0001, issued and outstanding as of July 27, 2023.

Table of Contents

Lazydays Holdings, Inc.

Form 10-Q for the Quarterly Period Ended June 30, 2023

Table of Contents


			Page

PART I – FINANCIAL INFORMATION

Item 1 – Financial Statements			3

Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations			21

Item 3 – Quantitative and Qualitative Disclosures about Market Risk			32

Item 4 – Controls and Procedures			32

PART II – OTHER INFORMATION



Item 1A – Risk Factors			34









Item 6 – Exhibits			35

Signature			36

Table of Contents

Part I – FINANCIAL INFORMATION

Item 1. Financial Statements

LAZYDAYS HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)


	As of June 30, 2023		As of December 31, 2022
ASSETS
Current assets
Cash	$	24,173	$	61,687
Receivables, net of allowance for doubtful accounts of $476 and $476	28,468		25,053
Inventories	389,832		378,881
Income tax receivable	6,673		7,912
Prepaid expenses and other	5,490		3,316
Total current assets	454,636		476,849

Property and equipment, net of accumulated depreciation of $40,412 and $35,275	207,568		158,991
Operating lease right-of-use assets	24,836		26,984
Goodwill	89,128		83,460
Intangible assets, net	77,999		81,665
Other assets	3,159		2,769
Total assets	$	857,326	$	830,718

See the accompanying notes to the Unaudited Condensed Consolidated Financial Statements.

Table of Contents

LAZYDAYS HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS, CONTINUED

(In thousands except for share and per share data)

(Unaudited)


	As of June 30, 2023		As of December 31, 2022
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	14,587	$	10,843
Accrued expenses and other current liabilities	30,595		27,875
Dividends payable	1,197		1,210
Income tax payable	67		—
Floor plan notes payable, net of debt discount	305,061		348,735
Financing liability, current portion	2,301		2,281
Long-term debt, current portion	400		3,607
Operating lease liability, current portion	5,073		5,074
Total current liabilities	359,281		399,625

Long-term liabilities
Financing liability, non-current portion, net of debt discount	90,090		89,770
Revolving line of credit	45,000		—
Long term debt, non-current portion, net of debt discount	312		10,131
Operating lease liability, non-current portion	20,701		22,755
Deferred income tax liability	15,389		15,536
Warrant liabilities	—		906
Total liabilities	530,773		538,723

Commitments and contingencies

Series A convertible preferred stock; 600,000 shares, designated, issued, and outstanding; liquidation preference of $60,000	54,983		54,983

Stockholders’ equity

Preferred stock, $0.0001 par value; 5,000,000 shares authorized;	—		—
Common stock, $0.0001 par value; 100,000,000 shares authorized; 17,328,483 and 14,515,253 shares issued and 13,916,261 and 11,112,464 shares outstanding	—		—
Additional paid-in capital	162,211		130,82

SEC Form 10-Q filed by Lazydays Holdings Inc.