Camping World Holdings, Inc.
The complaint charges Camping World, certain of its officers and directors and controlling shareholders with violations of the Securities Exchange Act of 1934. Historically, the Company specialized in selling recreational vehicles ("RVs") and related services. In October 2016, Camping World went public in a $261 million initial public offering. In the months that followed, Camping World engaged in a number of strategic acquisitions. Most significantly, in May 2017, Camping World announced that it would be expanding its operations to include retail stores for outdoor sporting supplies and accessories by acquiring certain assets of Gander Mountain Co. ("Gander") from bankruptcy. The complaint alleges that during the Class Period, defendants made false and misleading statements and/or failed to disclose adverse information regarding Camping World's business, operations and financial condition. Specifically, the complaint alleges defendants failed to disclose, among other things, that the Company's disclosure controls and controls over financial reporting suffered from a host of material weaknesses; that the Company's historical financial results had been materially misstated; that the Gander stores had encountered integration setbacks, adversely impacting the Company's earnings growth and profit margins; and that the Company's core RV business was experiencing decelerating growth as the Company lagged industry trends and was losing market share to competitors. As a result of this information being withheld from the market, the price of Camping World Class A common stock was artificially inflated to a high of $47.19 per share during the Class Period. On February 27, 2018, the Company issued a release revealing that the Company had "recently identified material weaknesses in [its] internal control over financial reporting." The release also revealed that Camping World would need to revise prior reporting periods due to various "errors." The cumulative impact of these misstatements required the Company to restate and reduce its 2016 basic earnings per share from $0.11 per share to $0.08 per share, as the prior reported basic earnings per share had been overstated by more than 37%. Thereafter, on March 1, 2018, Camping World announced that it would be unable to timely file its 2017 Form 10-K due to expected material weaknesses in its internal control over financial reporting. On this news, between February 26, 2018 and March 2, 2018, the price of Camping World Class A common stock dropped $4.63 per share, or more than 10%. On May 8, 2018, Camping World reported disappointing financial results for the quarter ended March 31, 2018, including a decrease in adjusted EBITDA and adjusted EBITDA margin. In addition, the Company revealed adverse trends in its core RV business indicating that it had lost significant market share to its competitors. On this news, the price of Camping World Class A stock fell 17%. On May 22, 2018, Camping World announced it had replaced its auditor of 13 years, causing the price of the stock to decline another 10%. Then, on August 7, 2018, Camping World reported disappointing financial results for the quarter ended June 30, 2018, including adjusted EBITDA of only $140.2 million for the quarter, 9% below its previous guidance. In addition, Camping World revealed that its adjusted EBITDA margin had continued to deteriorate and had fallen 250 basis points year-over-year, while its same-store revenues had experienced a "modest decline," again underperforming the broader market. In addition, the Company revealed that problems in its Gander operations were more extensive than previously disclosed. On this news, the price of Camping World Class A stock fell $3.17 per share, or 14%, to close at $19.04 per share on August 8, 2018.