Lazydays Holdings, Inc. SEC filings document material events for an RV dealership operator undergoing significant capital-structure and operating changes. Form 8-K disclosures cover operating results, material definitive agreements, floor plan credit facility waivers, potential defaults, shareholder voting matters, governance updates, and common-stock actions.
The filing record also documents completed asset dispositions, including sales of dealership sites and related real estate or rights, use of proceeds to repay senior secured obligations, bankruptcy or receivership-related assignment disclosures, and Nasdaq listing-rule and delisting notices. These filings provide formal disclosure of the company’s business transition, creditor arrangements, capital structure, and public-company governance.
Lazydays Holdings, Inc. (Nasdaq: GORV) filed an 8-K to disclose two binding agreements signed on 18 June 2025 with Texas-based Ron Hoover Companies, Inc..
1. Asset Purchase Agreement
• Seller: Lazydays RV of Oklahoma, LLC (indirect subsidiary)
• Assets: substantially all operating assets of the Claremore, Oklahoma RV dealership at 24655 S. Highway 66.
• Consideration: ≈ US$2.1 million for goodwill, F,F&E and parts, plus additional cash at closing for new & used RV inventory and service work-in-process (amounts to be calculated based on actual inventories).
• Closing conditions: customary reps & warranties; operation in ordinary course until close; repayment of debt secured by the purchased assets from sale proceeds.
• Termination: mutual consent, injunction, non-closing after 1 Aug 2025, or specified breaches/misrepresentations.
2. Real Estate Purchase Agreement
• Seller: LD Real Estate, LLC (indirect subsidiary).
• Property: underlying dealership real estate.
• Consideration: ≈ US$7 million cash, subject to customary adjustments.
• Automatic termination if the Asset Purchase Agreement is terminated.
The combined transactions could generate ≈ US$9.1 million in gross proceeds before inventory adjustments and debt payoff. A press release announcing the agreements was issued on 24 June 2025 (Exhibit 99.1). No earnings data or intended use of proceeds were provided.
Lazydays Holdings (GORV) has announced its 2025 Annual Meeting of Stockholders to be held virtually on July 3, 2025. The meeting will address several significant proposals:
- Election of Susan Scarola as Class A director until 2028
- Ratification of RSM US LLP as independent auditor
- Advisory vote on executive compensation
- Approval to increase 2018 Long-Term Incentive Plan shares by 12 million
- Approval of a reverse stock split at a ratio between 1-for-2 and 1-for-30
As of the June 13, 2025 record date, 110,294,164 shares were outstanding. Shareholders can vote online, by phone, or mail. The Board recommends voting "FOR" all proposals. Notably, broker non-votes will not count for most proposals except the auditor ratification. The reverse stock split proposal represents a significant potential change to the company's capital structure.