STOCK TITAN

Camping World secures $175M mortgage facility

Camping World Holdings, Inc. entered into an Amended and Restated Credit Agreement for senior secured mortgage loan facilities totaling $175.0 million.

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Camping World Holdings, Inc. entered into an Amended and Restated Credit Agreement for senior secured mortgage loan facilities totaling $175.0 million. This includes $132.8 million of mortgage loans funded at closing and $42.2 million of delayed draw mortgage commitments available through February 25, 2031. The funded loans continue and refinance the prior mortgage facility, with an additional $20.8 million drawn at closing, net of fees and holdbacks.

Borrowings bear interest at either a term SOFR rate plus 2.30% per annum or a base rate plus 1.30%, with a 0.20% per annum fee on the unused delayed draw commitments. The facility matures on August 25, 2031, extending the previous October 27, 2027 maturity, and amortizes in quarterly installments equal to 5.0% annually of the original principal, starting September 30, 2026, with the balance due at maturity. Subject to conditions, the borrowers may request up to an additional $100.0 million of capacity. The facility is secured by mortgages on specified real property and related assets and requires a minimum consolidated debt service coverage ratio of 1.10 to 1.00, together with customary covenants and events of default.

Positive

  • None.

Negative

  • None.

Filing Explained

The first stated debt-service coverage test is tied to the period ending September 30, 2026.

The filing identifies Holdings, certain subsidiaries of Holdings, and CWGS Group, LLC as guarantors of the amended facility, adding those entities to the agreement’s repayment support.

It sets the first consolidated debt-service coverage test for the period ending September 30, 2026, creating a specified compliance milestone for the borrowers.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Aggregate principal amount of A&R Mortgage Facility $175.0 million Senior secured mortgage loan facilities under the amended and restated credit agreement
Mortgage loans funded at closing $132.8 million Portion of the $175.0 million mortgage facility funded at closing
Delayed draw mortgage loan commitments $42.2 million Delayed draw commitments available through February 25, 2031
Additional funds drawn at closing $20.8 million Additional borrowing at closing, net of fees and lender holdbacks
Interest spread over term SOFR 2.30% per annum Spread for term SOFR-based borrowings under the facility
Interest spread over base rate 1.30% per annum Spread for base-rate borrowings under the facility
Unused commitment fee 0.20% per annum Fee on the average daily unused portion of delayed draw commitments
Minimum debt service coverage ratio 1.10 to 1.00 Covenant tested from the period ending September 30, 2026
Amended and Restated Credit Agreement financial
"entered into an Amended and Restated Credit Agreement"
An amended and restated credit agreement is a company’s original loan contract that has been updated and replaced by a single new document incorporating all changes. Think of it like refinancing and rewriting a mortgage so new payment schedules, interest rates, borrowing limits, or borrower obligations are combined into one clear contract. Investors care because those new terms change a company’s cash flow, borrowing flexibility and default risk, which can affect creditworthiness and share value.
senior secured mortgage loan facilities financial
"provides for senior secured mortgage loan facilities in an aggregate"
term SOFR rate financial
"bear interest, at the borrowers’ option, at a term SOFR rate plus"
Term SOFR rate is a forward-looking interest rate for a set period (for example one or three months) based on the overnight cost of borrowing cash using Treasury securities as collateral. Think of it as a quoted, agreed-upon lending rate for a future interval, like locking in the expected short-term borrowing cost ahead of time. Investors care because it is used to price loans, bonds and derivatives as a transparent replacement for older benchmarks, affecting interest payments and valuation.
delayed draw mortgage loan commitments financial
"$42.2 million of delayed draw mortgage loan commitments available"
debt service coverage ratio financial
"maintain a consolidated debt service coverage ratio of not less"
Debt service coverage ratio measures how many times a company's available cash flow can pay its scheduled debt payments (interest plus principal). Think of it like checking how many months of take-home pay it would take to cover your mortgage and loan bills; a higher number means a bigger cushion against missed payments. Investors use it to gauge credit risk, the likelihood of default, and whether a company can afford dividends or new borrowing.

FAQ

What new credit facility did CWH enter into on August 25, 2026?

Camping World Holdings, Inc. entered into an Amended and Restated Credit Agreement providing $175.0 million in senior secured mortgage loan facilities, replacing and refinancing its prior mortgage facility with Manufacturers and Traders Trust Company and extending the maturity to August 25, 2031.

How much immediate and delayed borrowing capacity does CWH have under the new facility?

The facility provides $132.8 million of mortgage loans funded at closing and $42.2 million of delayed draw mortgage loan commitments available through February 25, 2031. At closing, an additional $20.8 million was drawn, net of fees and lender holdbacks.

What interest rates apply to the new CWH mortgage facility?

Borrowings under the facility bear interest, at the borrowers’ option, at a term SOFR rate plus 2.30% per annum or a base rate plus 1.30% per annum. The borrowers also pay a 0.20% per annum fee on the average daily unused portion of the delayed draw commitments.

When does the new CWH mortgage facility mature and when does amortization begin?

The amended and restated mortgage facility matures on August 25, 2031, extending the prior October 27, 2027 maturity. The mortgage loans amortize in quarterly installments equal to 5.0% annually of the original principal amount, commencing on September 30, 2026.

What additional borrowing flexibility does CWH have under the A&R Mortgage Facility?

Subject to specified conditions, the borrowers may request up to an additional $100.0 million of borrowing capacity under the amended and restated mortgage facility, in addition to the original $175.0 million of senior secured mortgage loan commitments.

What key financial covenant applies to CWH under the new mortgage facility?

The borrowers must maintain a consolidated debt service coverage ratio of at least 1.10 to 1.00, tested as of the last day of each test period beginning with the period ending September 30, 2026, alongside customary representations, covenants, and events of default.

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Learn about SEC filing dates
0001669779false00016697792026-08-252026-08-25

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 25, 2026

Camping World Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-37908

81-1737145

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

2 Marriott Dr.
LincolnshireIL 60069

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (847) 808-3000

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A Common Stock,
$0.01 par value per share

CWH

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.

Item 1.01. Entry into a Material Definitive Agreement.

On August 25, 2026, certain subsidiaries (the Borrowers) of FRHP Lincolnshire, LLC (Holdings), each indirect subsidiaries of Camping World Holdings, Inc. (the Company), entered into an Amended and Restated Credit Agreement (A&R Mortgage Facility) with Manufacturers and Traders Trust Company (M&T), as administrative agent, and the other lenders party thereto. The A&R Mortgage Facility amends and restates in its entirety the Credit Agreement dated October 27, 2022 with M&T, as administrative agent, and the other lenders party thereto (as amended, the Prior Mortgage Facility).

The A&R Mortgage Facility provides for senior secured mortgage loan facilities in an aggregate principal amount of $175.0 million, consisting of $132.8 million of mortgage loans funded at closing and $42.2 million of delayed draw mortgage loan commitments available through February 25, 2031. The mortgage loans funded at closing continued and refinanced the loans outstanding under the Prior Mortgage Facility, and $20.8 million of additional funds were drawn at closing, net of fees and lender holdbacks. Borrowings under the A&R Mortgage Facility bear interest, at the borrowers option, at a term SOFR rate plus 2.30% per annum or a base rate plus 1.30% per annum, and the borrowers pay a fee of 0.20% per annum on the average daily unused portion of the delayed draw commitments.

The A&R Mortgage Facility matures on August 25, 2031, extending the October 27, 2027 maturity date of the Prior Mortgage Facility. The mortgage loans amortize in quarterly installments in an aggregate annual amount equal to 5.0% of the original principal amount of such loans, commencing September 30, 2026, with the remaining unpaid balance due at maturity. Subject to specified conditions, the borrowers retain the option to request up to an additional $100.0 million of borrowing capacity. The A&R Mortgage Facility is secured by mortgages on specified real property of the borrowers and related assets, and is guaranteed by Holdings, certain subsidiaries of Holdings and CWGS Group, LLC. The A&R Mortgage Facility requires the borrowers to maintain a consolidated debt service coverage ratio of not less than 1.10 to 1.00, tested as of the last day of each test period beginning with the test period ending September 30, 2026, and contains customary representations and warranties, affirmative and negative covenants and events of default.

This summary of the A&R Mortgage Facility does not purport to be a complete description and is qualified in its entirety by reference to the full text of the A&R Mortgage Facility, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The foregoing disclosure in Item 1.01 hereof is incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.

(d) The following exhibits are filed with this Current Report

Exhibit No. Description

Exhibit 10.1*

Amended and Restated Credit Agreement, dated August 25, 2026, by and among subsidiaries of FRHP Lincolnshire, LLC (as borrowers), Manufacturers and Traders Trust Company, as administrative agent, and the other lenders party thereto

Exhibit 104

Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

* Certain exhibits to the A&R Mortgage Facility have been omitted pursuant to Items 601(a)(5) of Regulation S-K. The Company hereby undertakes to furnish supplemental copies of any of the omitted exhibits upon request by the U.S. Securities and Exchange Commission.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CAMPING WORLD HOLDINGS, INC.

By:

/s/ Thomas E. Kirn

Name:

Thomas E. Kirn

Title:

Chief Financial Officer

Date: August 31, 2026

Filing Exhibits & Attachments

4 documents