Camping World (CWH) 10-Q 10 Nov 16 2016 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2016	Nov. 10, 2016
Entity Registrant Name	Camping World Holdings, Inc.
Entity Central Index Key	1,669,779
Document Type	10-Q
Document Period End Date	Sep. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--09-30
Entity Current Reporting Status	No
Entity Filer Category	Non-accelerated Filer
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q3
Common Class A
Entity Common Stock, Shares Outstanding		18,935,916
Common Class B
Entity Common Stock, Shares Outstanding		62,002,729
Common Class C
Entity Common Stock, Shares Outstanding		1

Balance Sheets

Balance Sheets - USD ($)	Sep. 30, 2016	Mar. 08, 2016
Balance Sheets
Commitments and contingencies

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2016	Mar. 08, 2016
Common Stock
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized (in shares)	100	100
Common stock, issued (in shares)	0	0
Common stock, outstanding (in shares)	0	0

Organization

Organization	9 Months Ended
	Sep. 30, 2016
Organization
Organization	Note 1: Organization CWGS, Inc. was formed as a Delaware corporation on March 8, 2016. On June 8, 2016, we effected a name change from CWGS, Inc. to Camping World Holdings, Inc. (“CWH”). CWH was formed for the purpose of completing an initial public offering and related transactions in order to carry on the business of CWGS Enterprises, LLC (“CWGS, LLC”). As described in more detail in Note 4: Subsequent Events, on October 13, 2016, we completed our initial public offering (“IPO”) of 11,363,636 shares of our Class A common stock at a public offering price of $22.00 per share, receiving $233.4 million in proceeds, net of underwriting discounts and commissions, which were used to purchase 11,363,636 newly-issued common units of CWGS, LLC from CWGS, LLC at a price per unit equal to the initial public offering price per share of Class A common stock sold in the IPO less underwriting discounts and commissions. In addition, on November 4, 2016, the underwriters exercised their option, in part, to purchase an additional 508,564 shares of Class A common stock. On November 9, 2016, we closed on the purchase of the additional 508,564 shares of Class A common stock and received $10.4 million in additional proceeds, net of underwriting discounts and commissions, which we used to purchase 508,564 newly-issued common units from CWGS, LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO less underwriting discounts and commissions. Subsequent to the IPO and related reorganization transactions, we became a holding company and our principal asset is the common units of CWGS, LLC that we own. As the sole managing member of CWGS, LLC, we have the sole voting interest in, and operate and control all of the business and affairs of, CWGS, LLC, and through its subsidiaries, conduct our business. As a result, beginning in the fourth quarter of 2016, we will consolidate the financial results of CWGS, LLC and will report a non-controlling interest representing the CWGS, LLC interests held by the “Continuing Equity Owners,” whom we define as collectively, ML Acquisition Company, a Delaware limited liability company, indirectly owned by each of Stephen Adams and our Chairman and Chief Executive Officer, Marcus Lemonis ("ML Acquisition”), funds controlled by Crestview Partners II GP, L.P. and, collectively, our named executive officers (excluding Marcus Lemonis), Andris A. Baltins and K. Dillon Schickli, who are members of our board of directors, and certain other current and former non-executive employees and former directors, in each case, who held profit units in CWGS, LLC pursuant to CWGS, LLC’s equity incentive plan that was in existence prior to our IPO and who received common units of CWGS, LLC in exchange for their profit units in connection with the Transactions (as defined herein) (collectively, the “Former Profit Unit Holders”) and each of their permitted transferees that own common units in CWGS, LLC and who may redeem at each of their options their common units for, at our election (determined solely by our independent directors (within the meaning of the rules of the New York Stock Exchange) who are disinterested), cash or newly-issued shares of our Class A common stock.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2016
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	Note 2: Summary of Significant Account Policies Basis of Accounting — The Balance Sheets are presented in accordance with accounting principles generally accepted in the United States of America. Separate statements of operations, comprehensive income, changes in stockholder’s equity, and cash flows have not been presented because as of September 30, 2016, we had not engaged in any business or other activities except in connection with our formation. Income Taxes — We are treated as a subchapter C corporation, and therefore, are subject to both federal and state income taxes. CWGS Enterprises, LLC will continue to be recognized as a limited liability company, a pass-through entity for income tax purposes.

Stockholder_s Equity

Stockholder’s Equity	9 Months Ended
	Sep. 30, 2016
Stockholder's Equity
Stockholder's Equity	Note 3: Stockholder’s Equity On March 8, 2016, our board of directors authorized CWH to issue 100 shares of common stock, par value of $0.01 per share, none of which have been issued or are outstanding. In connection with our IPO, our board of directors approved an amended and restated certificate of incorporation (the "Amended and Restated Certificate of Incorporation”), which became effective on October 6, 2016. The Amended and Restated Certificate of Incorporation authorizes the issuance of up to 250,000,000 shares of Class A common stock, up to 75,000,000 shares of Class B common stock, one share of Class C stock, and 20,000,000 shares of preferred stock, having a par value of $0.01, $0.0001, $0.0001 and $0.0001 per share, respectively. Shares of our Class A common stock have both economic and voting rights. Shares of our Class B common stock and Class C common stock have no economic rights, but do have voting rights. Holders of shares of our Class A common stock, our Class B common stock and our Class C common stock will vote together as a single class on all matters presented to stockholders for their vote or approval, except as otherwise required by law or our Amended and Restated Certificate of Incorporation. Holders of Class A common stock and Class B common stock are entitled to one vote per share on all matters presented to our stockholders generally; provided that, for as long as ML Acquisition and its permitted transferees of common units (the "ML Related Parties”), directly or indirectly, beneficially own in the aggregate 27.5% or more of all of the outstanding common units of CWGS, LLC, the shares of Class B common stock held by the ML Related Parties will entitle the ML Related Parties to the number of votes necessary such that the ML Related Parties, in the aggregate, cast 47% of the total votes eligible to be cast by all of our stockholders on all matters presented to a vote of our stockholders generally. Additionally, the holder of our one share Class C common stock is entitled to the number of votes necessary such that the holder casts 5% of the total votes eligible to be cast by all of our stockholders on all matters presented to a vote of our stockholders generally. We issued our one share of Class C common stock to ML RV Group, LLC, a Delaware limited liability company, wholly-owned by our Chairman and Chief Executive Officer, Marcus Lemonis. Upon a Class C Change of Control (as defined in our Amended and Restated Certificate of Incorporation), our Class C common stock shall no longer have any voting rights, such share of our Class C common stock will be cancelled for no consideration and will be retired, and we will not reissue such share of Class C common stock. The Amended and Restated Certificate of Incorporation and our amended and restated bylaws provide that our board of directors may consist of up to nine directors, and that our board of directors be divided into three classes, as nearly equal in number as possible, with the directors in each class serving for a three-year term, and one class being elected each year by our stockholders.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2016
Subsequent Events
Subsequent Events	Note 4: Subsequent Events Reorganization Transactions On October 6, 2016, in connection with the completion of our IPO, we completed a series of reorganization transactions (the “Transactions”). The Transactions included the following: · the amendment and restatement of CWGS, LLC's limited liability company agreement (the “CWGS LLC Agreement”) to, among other things, appoint us as its sole managing member and convert all existing membership interests (including existing vested profit unit interests and all unvested profit unit interests, which accelerated and vested in connection with the IPO) in CWGS, LLC into one class of common units; · the amendment and restatement of our certificate of incorporation to, among other things, provide (i) for Class A common stock and Class B common stock, with each share of our Class A common stock and Class B common stock entitling its holders to one vote per share on all matters presented to our stockholders generally; provided that, for as long as the ML Related Parties, directly or indirectly, beneficially own in the aggregate 27.5% or more of all of the outstanding common units of CWGS, LLC, the shares of our Class B common stock held by the ML Related Parties will entitle the ML Related Parties to the number of votes necessary such that the ML Related Parties, in the aggregate, cast 47% of the total votes eligible to be cast by all of our stockholders on all matters presented to a vote of our stockholders generally, and (ii) for one share of Class C common stock entitling its holder to the number of votes necessary such that the holder casts 5% of the total votes eligible to be cast by all of our stockholders on all matters presented to a vote of our stockholders generally for as long as there is no Class C Change of Control (as defined in our Amended and Restated Certificate of Incorporation); · issued, for $0.0001 per share, 69,066,445 shares of Class B common stock to certain existing holders of common units of CWGS, LLC on a one-to-one basis with the number of common units of CWGS, LLC that they owned; · issued, for $0.01 per share, one share of Class C common stock to ML RV Group, LLC; · the merger of certain Original Equity Owners controlled by Crestview Partners II GP, L.P., as defined below, with and into CWH or a wholly owned subsidiary of CWH, for which CWH issued 7,063,716 shares of Class A common stock as consideration for the 7,063,716 common units held by such entities and canceled a corresponding number of Class B common stock; and · we entered into (i) a voting agreement with ML Acquisition, ML RV Group, CVRV Acquisition LLC and CVRV Acquisition II LLC, (ii) a registration rights agreement with the direct and certain indirect owners of interests in CWGS, LLC, collectively, prior to the Transactions, which includes ML Acquisition, funds controlled by Crestview Partners II GP, L.P. and the Former Profit Unit Holders (collectively, the “Original Equity Owners”) and (iii) a tax receivable agreement (the ‘‘Tax Receivable Agreement’’) with CWGS, LLC, each of the Continuing Equity Owners and Crestview Partners II GP, L.P. The Transactions were effected on October 6, 2016, prior to the time our Class A common stock was registered under the Securities Exchange Act of 1934, as amended, and prior to the completion of our IPO. CWGS, LLC Recapitalization As noted above, the CWGS LLC Agreement, among other things, appointed us as CWGS, LLC’s sole managing member and reclassified all outstanding membership interests in CWGS, LLC as non-voting common units. Although we have a minority economic interest in CWGS, LLC, as the sole managing member, we have the sole voting power in, and control the management of, CWGS, LLC. As a result, beginning in the fourth quarter of 2016, we will consolidate CWGS, LLC's financial results and report a non-controlling interest related to the portion of CWGS, LLC not owned by us. The Amended and Restated Certificate of Incorporation discussed in Note 3 and the CWGS LLC Agreement noted above requires CWGS, LLC and us to, at all times, maintain (i) a one-to-one ratio between the number of shares of Class A common stock issued by us and the number of common units owned by us and (ii) a one-to-one ratio between the number of shares of Class B common stock owned by the Continuing Equity Owners (other than the Former Profit Unit Holders) and the number of common units owned by the Continuing Equity Owners (other than the Former Profit Unit Holders). We may issue shares of Class B common stock only to the extent necessary to maintain the one-to-one ratio between the number of common units of CWGS, LLC held by the Continuing Equity Owners (other than the Former Profit Unit Holders) and the number of shares of Class B common stock issued to the Continuing Equity Owners (other than the Former Profit Unit Holders). Shares of Class B common stock are transferable only together with an equal number of common units of CWGS, LLC. Only permitted transferees of common units held by the Continuing Equity Owners (other than the Former Profit Unit Holders) will be permitted transferees of Class B common stock. The Continuing Equity Owners may from time to time at each of their options require CWGS, LLC to redeem all or a portion of their common units in exchange for, at our election (determined solely by our independent directors (within the meaning of the rules of the New York Stock Exchange (the “NYSE”) who are disinterested), newly-issued shares of our Class A common stock on a one-for-one basis or a cash payment equal to a volume weighted average market price of one share of Class A common stock for each common unit redeemed, in each case in accordance with the terms of the CWGS LLC Agreement; provided that, at our election (determined solely by our independent directors (within the meaning of the rules of the NYSE) who are disinterested), we may effect a direct exchange of such Class A common stock or such cash, as applicable, for such common units. The Continuing Equity Owners may exercise such redemption right for as long as their common units remain outstanding. Simultaneously with the payment of cash or shares of Class A common stock, as applicable, in connection with a redemption or exchange of common units pursuant to the terms of the CWGS LLC Agreement, a number of shares of our Class B common stock registered in the name of the redeeming or exchanging Continuing Equity Owner (other than Former Profit Unit Holders) will be cancelled for no consideration on a one-for-one basis with the number of common units so redeemed or exchanged. Reorganization Mergers In connection with the IPO, the Original Equity Owners merged with and into CWH or a wholly owned subsidiary of CWH, for which CWH issued an aggregate of 7,063,716 shares of Class A common stock as consideration for the 7,063,716 aggregate common units held by such entities and canceled a corresponding number of shares of Class B common stock. Upon consummation of the mergers, we recognized the 7,063,716 common units at carrying value, as these transactions are considered to be between entities under common control. We also acquired the tax attributes of the Original Equity Owners, which are recorded generally as deferred tax assets at the time for certain of the mergers. These attributes include the original basis adjustments arising from the original acquisition of common units by the Original Equity Owners, as described below. Tax Receivable Agreement On October 6, 2016, CWH entered into the Tax Receivable Agreement that provides for the payment by Camping World Holdings, Inc. to the Continuing Equity Owners and Crestview Partners II GP, L.P. of 85% of the amount of tax benefits, if any, that Camping World Holdings, Inc. actually realizes, or in some circumstances is deemed to realize, as a result of (i) increases in tax basis resulting from the purchase of common units from Crestview Partners II GP, L.P. in exchange for Class A common stock in connection with the consummation of the IPO and the related Transactions and any future redemptions that are funded by CWH and any future redemptions or exchanges of common units by Continuing Equity Owners as described above and (ii) certain other tax benefits attributable to payments made under the Tax Receivable Agreement. CWGS, LLC intends to have in effect an election under Section 754 of the Internal Revenue Code effective for each taxable year in which a redemption or exchange (including deemed exchange) of common units for cash or stock occurs. These tax benefit payments are not conditioned upon one or more of the Continuing Equity Owners or Crestview Partners II GP, L.P. maintaining a continued ownership interest in CWGS, LLC. In general, the Continuing Equity Owner’s and Crestview Partners II GP, L.P.’s rights under the Tax Receivable Agreement are assignable, including to transferees of its common units in CWGS, LLC (other than Camping World Holdings, Inc. as transferee pursuant to a redemption or exchange of common units in CWGS, LLC). We expect to benefit from the remaining 15% of the tax benefits, if any, that we may actually realize. Initial Public Offering As noted above, on October 13, 2016, we completed our IPO of 11,363,636 shares of Class A common stock at a public offering price of $22.00 per share. We received $233.4 million in proceeds, net of underwriting discounts and commissions, which we used to purchase 11,363,636 newly-issued common units from CWGS, LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO less underwriting discounts and commissions. In addition, on November 4, 2016, the underwriters exercised their option, in part, to purchase an additional 508,564 shares of Class A common stock. On November 9, 2016, we closed on the purchase of the additional 508,564 shares of Class A common stock and received $10.4 million in additional proceeds, net of underwriting discounts and commissions, which we used to purchase 508,564 newly-issued common units from CWGS, LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO less underwriting discounts and commissions. Immediately following the completion of the IPO and the underwriters’ exercise of their option to purchase additional shares of Class A common stock, there were 62,002,729 shares of Class B common stock outstanding, one share of Class C common stock outstanding, and 18,935,916 shares of Class A common stock outstanding, comprised of 11,872,200 shares issued as part of the IPO and the underwriters’ exercise of their option to purchase additional shares of Class A common stock and 7,063,716 shares issued in connection with the mergers described above. Equity-Based Compensation In connection with the IPO, on September 24, 2016, CWH adopted the Camping World Holdings, Inc. 2016 Equity Incentive Plan (the “2016 Plan”), which became effective on October 6, 2016 upon the effectiveness of the registration statement on form S-1 (File No. 333-211977), as amended. We reserved a total of 14,693,518 shares of Class A common stock for issuance pursuant to the 2016 Plan. In connection with the IPO, we granted to certain of our directors and certain of our employees Class A common stock issuable pursuant to 1,134,809 stock options and 145,282 restricted stock units.

Summary of Significant Account8

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2016
Summary of Significant Accounting Policies
Basis of Accounting	Basis of Accounting — The Balance Sheets are presented in accordance with accounting principles generally accepted in the United States of America. Separate statements of operations, comprehensive income, changes in stockholder’s equity, and cash flows have not been presented because as of September 30, 2016, we had not engaged in any business or other activities except in connection with our formation.
Income Taxes	Income Taxes — We are treated as a subchapter C corporation, and therefore, are subject to both federal and state income taxes. CWGS Enterprises, LLC will continue to be recognized as a limited liability company, a pass-through entity for income tax purposes.

Organization (Details)

Organization (Details) - Common Class A - Subsequent Event - USD ($) $ / shares in Units, $ in Millions	Nov. 09, 2016	Oct. 13, 2016
IPO
IPO
Shares issued (in shares)		11,363,636
Shares price (in dollars per share)		$ 22
Proceeds from IPO		$ 233.4
Units issued in exchange		11,363,636
Over-Allotment Option
IPO
Shares issued (in shares)	508,564
Proceeds from IPO	$ 10.4
Units issued in exchange	508,564

Stockholder's Equity - Restated

Stockholder's Equity - Restated Certificate of Incorporation (Details)	Oct. 06, 2016VoteVote / sharesdirectoritem$ / sharesshares	Nov. 10, 2016shares	Sep. 30, 2016$ / sharesshares	Mar. 08, 2016$ / sharesshares
Common Stock
Shares authorized (in shares)			100	100
Par value (in dollars per share) | $ / shares			$ 0.01	$ 0.01
Common stock, issued (in shares)			0	0
Common stock, outstanding (in shares)			0	0
Board of directors provided in restated certificate of incorporation | director	9
Board of directors, number of classes | item	3
Board of directors, term (in years)	3 years
Board of directors, number of classes subject election each year | item	1
Subsequent Event | Preferred Stock [Member]
Common Stock
Preferred stock authorized	20,000,000
Preferred stock par value | $ / shares	$ 0.0001
Subsequent Event | Common Class A
Common Stock
Shares authorized (in shares)	250,000,000
Par value (in dollars per share) | $ / shares	$ 0.01
Common stock, outstanding (in shares)		18,935,916
Votes per share | Vote / shares	1
Subsequent Event | Common Class B
Common Stock
Shares authorized (in shares)	75,000,000
Par value (in dollars per share) | $ / shares	$ 0.0001
Common stock, outstanding (in shares)		62,002,729
Votes per share | Vote	1
Subsequent Event | Common Class B | M L Related Parties
Common Stock
Voting power (as a percent)	47.00%
Subsequent Event | Common Class C
Common Stock
Shares authorized (in shares)	1
Par value (in dollars per share) | $ / shares	$ 0.0001
Common stock, outstanding (in shares)		1
Voting power (as a percent)	5.00%
Subsequent Event | Common Class C | ML RV Group LLC
Common Stock
Common stock, issued (in shares)	1
IPO | Subsequent Event | Common Class A
Common Stock
Common stock, outstanding (in shares)		11,872,200
CWGS Enterprises, LLC and Subsidiaries | Subsequent Event | Common Class A And Class B | M L Acquisition Company LLC And M L Related Parties | Minimum
Common Stock
Percentage of ownership	27.50%

Subsequent Events (Details)

Subsequent Events (Details) $ / shares in Units, $ in Millions	Nov. 09, 2016USD ($)shares	Oct. 13, 2016USD ($)$ / sharesshares	Oct. 06, 2016VoteVote / shares$ / sharesshares	Nov. 10, 2016shares	Sep. 30, 2016$ / sharesshares	Mar. 08, 2016$ / sharesshares
Subsequent Event [Line Items]
Par value (in dollars per share) | $ / shares					$ 0.01	$ 0.01
Shares issued					0	0
IPO
Common stock, outstanding (in shares)					0	0
Subsequent Event | CWGS Enterprises, LLC and Subsidiaries
IPO
Units issued in exchange			71,899,630
Subsequent Event | Continuing Equity Owners and Crestview partners II GP LP
Subsequent Event [Line Items]
Expected future payment, as percent of tax benefits (as a percent)			85.00%
IPO | Subsequent Event | Stock options
IPO
Granted (in shares)		1,134,809
IPO | Subsequent Event | Restricted Stock Units (RSUs)
IPO
Granted (in shares)		145,282
Tax receivable agreement | Subsequent Event
Subsequent Event [Line Items]
Expected future tax benefits retained by the Company (as a percent)			15.00%
Common Class A And Class B | Subsequent Event | M L Acquisition Company LLC And M L Related Parties | CWGS Enterprises, LLC and Subsidiaries | Minimum
Subsequent Event [Line Items]
Percentage of Ownership			27.50%
Common Class A | Subsequent Event
Subsequent Event [Line Items]
Votes per share | Vote / shares			1
Par value (in dollars per share) | $ / shares			$ 0.01
IPO
Common stock, outstanding (in shares)				18,935,916
Common Class A | Subsequent Event | CVP Merger
IPO
Common stock, outstanding (in shares)				7,063,716
Common Class A | IPO | Subsequent Event
IPO
Shares issued (in shares)		11,363,636
Shares price (in dollars per share) | $ / shares		$ 22
Proceeds from IPO | $		$ 233.4
Units issued in exchange		11,363,636
Common stock, outstanding (in shares)				11,872,200
Common Class A | IPO | Subsequent Event | CWGS Enterprises, LLC and Subsidiaries
IPO
Units issued in exchange		11,363,636
Common Class A | IPO | Subsequent Event | 2016 Plan
IPO
Shares reserved for issuance (in shares)			14,693,518
Common Class A | Over-Allotment Option | Subsequent Event
IPO
Shares issued (in shares)	508,564
Proceeds from IPO | $	$ 10.4
Units issued in exchange	508,564
Common Class A | Over-Allotment Option | Subsequent Event | CWGS Enterprises, LLC and Subsidiaries
IPO
Shares issued (in shares)	508,564
Proceeds from IPO | $	$ 10.4
Units issued in exchange	508,564	11,363,636
Common Class A | Amended LLC Agreement | Subsequent Event
Subsequent Event [Line Items]
Number of share per unit			1
Common Class A | Amended LLC Agreement | Subsequent Event | Reorganization parties
Subsequent Event [Line Items]
Shares issued			7,063,716
Units held			7,063,716
Common Class B | Subsequent Event
Subsequent Event [Line Items]
Votes per share | Vote			1
Par value (in dollars per share) | $ / shares			$ 0.0001
IPO
Common stock, outstanding (in shares)				62,002,729
Common Class B | Subsequent Event | M L Related Parties
Subsequent Event [Line Items]
Voting power (as a percent)			47.00%
Common Class B | Amended LLC Agreement
Subsequent Event [Line Items]
Votes per share | Vote			1
Common Class B | Amended LLC Agreement | Subsequent Event
Subsequent Event [Line Items]
Par value (in dollars per share) | $ / shares			$ 0.0001
Shares issued			69,066,445
Number of share per unit			1
Common Class B | Amended LLC Agreement | Subsequent Event | Continuing Equity Owners
Subsequent Event [Line Items]
Number of share per unit			1
Common Class C | Subsequent Event
Subsequent Event [Line Items]
Voting power (as a percent)			5.00%
Par value (in dollars per share) | $ / shares			$ 0.0001
IPO
Common stock, outstanding (in shares)				1
Common Class C | Subsequent Event | ML RV Group LLC
Subsequent Event [Line Items]
Shares issued			1
Common Class C | Amended LLC Agreement | Subsequent Event | ML RV Group LLC
Subsequent Event [Line Items]
Par value (in dollars per share) | $ / shares			$ 0.01
Shares issued			1

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Current liabilities:
Commitments and contingencies
CWGS Enterprises, LLC and Subsidiaries
Assets
Cash and cash equivalents	115,066	$ 92,025
Contracts in transit	50,343	21,892
Accounts receivable, less allowance for doubtful accounts of $5,917 and $5,119 in 2016 and 2015, respectively	64,271	56,356
Inventories, net	808,089	868,939
Prepaid expenses and other assets	25,630	18,861
Deferred tax asset	168	123
Total current assets	1,063,567	1,058,196
Property and equipment, net	130,647	149,725
Deferred tax asset	2,977	6,111
Intangibles assets, net	3,721	1,652
Goodwill	148,726	112,940
Other assets	17,870	15,394
Total assets	1,367,508	1,344,018
Current liabilities:
Accounts payable	91,749	56,789
Accrued liabilities	96,315	77,552
Deferred revenues and gains	74,695	63,616
Current portion of capital lease obligations	1,329	771
Current portion of long-term debt	46,922	52,089
Notes payable — floor plan	532,453	598,420
Other current liabilities	22,873	13,861
Total current liabilities	866,336	863,098
Capital lease obligations	1,089	751
Right to use liabilities	10,379	30,599
Long-term debt, net of current portion	769,423	673,304
Deferred revenues and gains	54,019	52,151
Other long-term liabilities	20,549	13,062
Total liabilities	1,721,795	1,632,965
Commitments and contingencies
Members' deficit	(354,287)	(288,947)
Total liabilities and members' deficit	$ 1,367,508	$ 1,344,018

Condensed Consolidated Balanc13

Condensed Consolidated Balance Sheets (Parenthetical) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Membership units
Allowance for doubtful accounts	$ 5,917	$ 5,119
Membership units, authorized (in shares)	153,796	155,559
Membership units, issued (in shares)	153,796	155,559

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Revenue:
Total Revenue	$ 1,005,987	$ 961,966	$ 2,900,094	$ 2,676,853
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):
Total costs applicable to revenue	723,886	702,796	2,091,472	1,947,430
Operating expenses:
Selling, general, and administrative	188,858	176,466	544,954	492,345
Depreciation and amortization	6,219	6,387	18,144	17,785
Loss (gain) on sale of assets	21	241	(227)	(424)
Total operating expenses	195,098	183,094	562,871	509,706
Income from operations	87,003	76,076	245,751	219,717
Other income (expense):
Floor plan interest expense	(4,322)	(3,013)	(14,851)	(9,394)
Other interest expense, net	(12,715)	(14,414)	(38,040)	(40,776)
Other income (expense), net		1	(2)	1
Total other (income) expense	(17,037)	(17,426)	(52,893)	(50,169)
Income before income taxes	69,966	58,650	192,858	169,548
Income tax expense	(2,288)	(1,145)	(4,638)	(3,353)
Net income	$ 67,678	$ 57,505	$ 188,220	$ 166,195
Pro forma earnings per unit:
Basic	$ 0.94	$ 0.80	$ 2.62	$ 2.31
Diluted	$ 0.94	$ 0.80	$ 2.62	$ 2.31
Pro forma weighted average units outstanding:
Basic	71,899,630	71,899,630	71,899,630	71,899,630
Diluted	71,899,630	71,899,630	71,899,630	71,899,630
Consumer Services and Plans
Revenue:
Total Revenue	$ 45,442	$ 40,902	$ 135,868	$ 127,747
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):
Total costs applicable to revenue	19,953	19,404	59,071	60,196
Operating expenses:
Depreciation and amortization	926	917	2,777	2,706
Retail
Revenue:
Total Revenue	960,545	921,064	2,764,226	2,549,106
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):
Total costs applicable to revenue	703,933	683,392	2,032,401	1,887,234
Operating expenses:
Depreciation and amortization	5,293	5,470	15,367	15,079
Retail | New vehicles
Revenue:
Total Revenue	545,231	468,084	1,533,463	1,314,742
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):
Total costs applicable to revenue	474,944	405,448	1,325,917	1,135,074
Retail | Used vehicles
Revenue:
Total Revenue	181,820	238,018	577,994	646,138
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):
Total costs applicable to revenue	140,516	192,119	461,750	522,115
Retail | Parts, services and other
Revenue:
Total Revenue	166,076	157,214	464,959	430,841
Costs applicable to revenue (exclusive of depreciation and amortization shown separately below):
Total costs applicable to revenue	88,473	85,825	244,734	230,045
Retail | Finance and insurance, net
Revenue:
Total Revenue	$ 67,418	$ 57,748	$ 187,810	$ 157,385

Condensed Consolidated Statem15

Condensed Consolidated Statement of Members' Deficit - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2016
Increase (Decrease) in Members' Equity (Deficit)
Balance		$ (288,947)
Balance (in shares)		155,559
Net income	$ 67,678	$ 188,220
Non-cash distributions		(38,838)
Members' distributions		(197,782)
Membership units redeemed		(16,940)
Balance	$ (354,287)	$ (354,287)
Balance (in shares)	153,796	153,796
Common Stock
Increase (Decrease) in Members' Equity (Deficit)
Balance (in shares)		155,559
Membership units redeemed (in shares)		(1,763)
Balance (in shares)	153,796	153,796
Members' Deficit
Increase (Decrease) in Members' Equity (Deficit)
Balance		$ (288,947)
Net income		188,220
Non-cash distributions		(38,838)
Members' distributions		(197,782)
Membership units redeemed		(16,940)
Balance	$ (354,287)	$ (354,287)

Condensed Consolidated Statem16

Condensed Consolidated Statements of Cash Flows - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Operating activities
Net income	$ 188,220	$ 166,195
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	18,144	17,785
Stock based Compensation	60
Gain on sale of assets	(227)	(424)
Provision for losses on accounts receivable	1,701	1,220
Accretion of original issue discount	915	744
Non-cash interest	3,698	3,874
Deferred tax expense	3,089	2,094
Change in assets and liabilities, net of acquisitions:
Receivables and contracts in transit	(38,415)	(43,220)
Inventories	69,698	(20,591)
Prepaid expenses and other assets	(8,324)	(11,014)
Checks in excess of bank balance	(7,478)	4,185
Accounts payable and other accrued expenses	67,935	76,638
Accrued rent for cease-use locations	286	(168)
Deferred revenue and gains	12,849	11,242
Other, net	3,876	7,118
Net cash provided by operating activities	316,027	215,678
Investing activities
Purchases of property and equipment	(29,203)	(32,280)
Purchase of real property	(12,871)	(44,466)
Proceeds from the sale of real property	7,291	33,619
Purchases of businesses, net of cash acquired	(67,690)	(124,454)
Proceeds from sale of property and equipment	3,486	725
Purchase of intangible assets		(158)
Net cash used in investing activities	(98,987)	(167,014)
Financing activities
Net borrowings on notes payable - floor plan	(65,967)	21,470
Borrowings on revolver	134,325	94,763
Proceeds from credit facilities	12,000
Payments of principal on capital lease obligations	(1,111)	(550)
Payments of principal on long-term debt	(43,615)	(26,627)
Payments of principal on right to use liability	(164)	(1,247)
Payments on revolver	(12,000)
Members' distributions	(214,782)	(206,139)
Payment of debt issuance costs	(2,685)	(2,379)
Net cash used in financing activities	(193,999)	(120,709)
Increase (decrease) in cash	23,041	(72,045)
Cash at beginning of period	92,025	110,710
Cash at end of period	$ 115,066	$ 38,665

Summary of Significant Accoun17

Summary of Significant Accounting Policies - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Summary of Significant Accounting Policies	Note 1: Summary of Significant Accounting Policies Business and Basis of Presentation The accompanying unaudited condensed consolidated financial statements of CWGS Enterprises, LLC and its subsidiaries (the “Company” or “CWGS, LLC”), have been prepared accordance with generally accepted accounting principles in the United States (“GAAP”) and include all information and footnotes required for interim financial statements presentation but do not include all disclosures required under GAAP for annual financial statements. In the opinion of management, the interim condensed consolidated financial statements include all adjustments necessary, which are of a normal and recurring nature, for the fair presentation of the Company’s financial position and of the results of operations and cash flows for the periods presented. The Company was formed in March 2011 when its then ultimate parent, AGI Holding Corp, indirectly contributed all of the membership interests of Affinity Group Holding, LLC (“AGH”) and FreedomRoads Holding Company, LLC (“FreedomRoads”) to CWGS Holding, LLC, CWGS, LLC’s immediate parent, which in turn, contributed the interest of AGH and FreedomRoads to CWGS, LLC. All material intercompany transactions and balances of the Company have been eliminated in consolidation. The Company does not have any components of other comprehensive income recorded within its consolidated financial statements, and, therefore, does not separately present a statement of comprehensive income in its consolidated financial statements. Camping World Holdings, Inc. (“CWH”) was incorporated on March 8, 2016 for the purpose of facilitating an initial public offering and other related transactions in order to carry on our business. On October 13, 2016, CWH completed an initial public offering of 11,363,636 shares of Class A common stock at a public offering price of $22.00 per share (the “IPO”), receiving $233.4 million in proceeds, net of underwriting discounts and commissions, which were used to purchase 11,363,636 newly-issued common units of the Company at a price per unit equal to the initial public offering price per share of Class A common stock sold in the IPO less underwriting discounts and commissions. In addition, on November 4, 2016, the underwriters exercised their option, in part, to purchase an additional 508,564 shares of Class A common stock. On November 9, 2016, CWH closed on the purchase of the additional 508,564 shares of Class A common stock and received $10.4 million in additional proceeds, net of underwriting discounts and commissions, which CWH used to purchase 508,564 newly-issued common units from CWGS, LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO less underwriting discounts and commissions. Subsequent to the IPO, CWH became a holding company and its principal asset is the common units of CWGS, LLC that it owns. As the sole managing member of CWGS, LLC, CWH has the sole voting interest in, and operates and controls all of our business and affairs, and through us and our subsidiaries, conducts our business. Our unaudited interim condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and related notes included in our prospectus, dated October 6, 2016, filed with the Securities and Exchange Commission (SEC) in accordance with Rule 424(b) of the Securities Act of 1933, as amended, on October 11, 2016. Description of the Business CWGS, LLC is a holding company and operates through its subsidiaries. The operations of the Company consist of two primary businesses: (i) Consumer Services and Plans, and (ii) Retail. The Company provides consumer services and plans offerings through its Good Sam brand and the Company provides its retail offerings through its Camping World brand. Within the Consumer Services and Plans segment, the Company primarily derives revenue from the sale of the following offerings: emergency roadside assistance; property and casualty insurance programs; travel assist programs; extended vehicle service contracts; co-branded credit cards; vehicle financing and refinancing; club memberships; and publications and directories. Within the Retail segment, the Company primarily derives revenues from the sale of the following products: new vehicles; used vehicles; parts and service, including recreational vehicle (“RV”) accessories and supplies; and finance and insurance. The Company primarily operates in various regions throughout the United States and markets its products and services to RV owners and camping enthusiasts. At September 30, 2016, the Company operated 120 Camping World retail locations, of which 103 locations sell new and used RVs, and offer financing, and other ancillary services, protection plans, and products for the RV purchaser. Use of Estimates The preparation of these unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results may differ from those estimates. Recent Accounting Policies

Inventories, Net and Floor Plan

Inventories, Net and Floor Plan Payable - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Inventories, Net and Floor Plan Payable	Note 2: Inventories, Net and Floor Plan Payable Inventories consisted of the following (in thousands): September 30, December 31, 2016 2015 New RV vehicles $ $ Used RV vehicles Parts, accessories and miscellaneous $ $ New and used vehicles are primarily financed by floor plan arrangements through a syndication of banks. The floor plan notes are collateralized by substantially all of the assets of FreedomRoads, LLC (“FR”), a wholly owned subsidiary of FreedomRoads, which operates the Camping World dealerships, and bear interest at one month London Interbank Offered Rate (“LIBOR”) plus 2.05% as of September 30, 2016 and 2.40% as of December 31, 2015. LIBOR, as defined, was 0.52% at September 30, 2016 and 0.36% as of December 31, 2015. Principal is due upon the sale of the related vehicle. At September 30, 2016 and December 31, 2015, the principal amount outstanding under its floor plan financing facility (the "Floor Plan Facility") was $532.5 million and $598.4 million, respectively. Outstanding letters of credit under the Floor Plan Facility were $7.3 million at both September 30, 2016 and December 31, 2015. Floor plan interest expense for the nine months ended September 30, 2016 and September 30, 2015 was $14.9 million and $9.4 million, respectively. On July 1, 2016, FR entered into Amendment No. 1 to the Sixth Amended and Restated Credit Agreement for the Floor Plan Facility to, among other things, increase the available amount under the Floor Plan Facility from $880.0 million to $1.18 billion, amend the applicable borrowing rate margin on LIBOR and Base Rate Loans ranging from 2.05% to 2.50% and 0.55% and 1.00%, respectively, based on the consolidated current ratio at FR, and extend the maturity date to June 30, 2019. The letter of credit commitment within the Floor Plan Facility remained at $15.0 million. The credit agreement governing the Floor Plan Facility contains certain financial covenants. FR was in compliance with all debt covenants at September 30, 2016 and December 31, 2015.

Goodwill and Intangible Assets

Goodwill and Intangible Assets - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Goodwill and Intangible Assets	Note 3: Goodwill and Intangible Assets Goodwill The following is a summary of changes in the Company’s goodwill by reportable segments for the nine months ended September 30, 2016 (in thousands): Consumer Services and Plans Retail Consolidated Balance as of December 31, 2015 $ $ $ Goodwill related to acquisitions — Balance as of September 30, 2016 $ $ $ The Company evaluates goodwill for impairment on an annual basis during the fourth quarter, or more frequently if events or changes in circumstances indicate that the Company’s goodwill or indefinite-lived intangible assets might be impaired. The Company assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the Company determines it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then it is required to perform the first step of a two-step impairment test by calculating the fair value of the reporting unit and comparing the fair value with the carrying amount of the reporting unit. If the carrying amount of a reporting unit exceeds its fair value, then the Company is required to perform the second step of the two-step goodwill impairment test to measure the amount of the impairment loss based on qualitative assessments. Intangible Assets Finite-lived intangible assets and related accumulated amortization consisted of the following at September 30, 2016 and December 31, 2015 (in thousands): September 30, December 31, 2016 2015 Gross membership and customer lists $ $ Less: accumulated amortization Intangible assets, net $ $ Our principal identifiable finite-lived intangible assets are membership and customer lists with weighted-average useful lives of approximately five years each.

Long-Term Debt - CWGS Enterpris

Long-Term Debt - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Long-Term Debt	Note 4: Long-Term Debt Long-term debt consists of the following: September 30, December 31, 2016 2015 Term Loan Facility (1) $ $ Less: current maturities Long-term debt, net of current maturities $ $ (1) Net of $4.7 million and $4.9 million original issue discount at September 30, 2016 and December 31, 2015, respectively, and $11.8 million and $11.1 million of finance costs at September 30, 2016 and December 31, 2015, respectively. CWGS Credit Facility On November 20, 2013, CWGS Group, LLC, a wholly owned subsidiary of CWGS, LLC, entered into a $545.0 million senior secured credit facility (the “Existing Senior Secured Credit Facilities”) consisting of a $525.0 million term loan facility (the “Existing Term Loan Facility”), at an original issue discount of $5.3 million or 1.00%, and a $20.0 million revolving credit facility (the “Existing Revolving Credit Facility”). In December 2014 and December 2015, CWGS Group, LLC secured an additional $117.0 million and $55.0 million, respectively, of term loan borrowings under the Existing Senior Secured Credit Facilities for which the proceeds were primarily used to purchase dealerships within FreedomRoads. In June 2015, CWGS Group, LLC secured an additional $95.0 million of term loan borrowings under the Senior Secured Credit Facilities for which the proceeds were primarily used to pay distributions to the CWGS, LLC members. On September 21, 2016, the Company amended the Senior Secured Credit Facilities to, among other things, amend the change of control definition and other technical changes to facilitate its transition to a public company, provide additional borrowings of $135.0 million under the Existing Term Loan Facility, increasing the Existing Term Loan Facility to $828.2 million, net of original issue discount and finance costs totaling $16.5 million, and to permit a distribution of a portion of the proceeds to the members of CWGS, LLC. The net proceeds were used to fund a $100.0 million special cash distribution to the members of CWGS, LLC on September 21, 2016, and the remainder of the proceeds will be used for general corporate purposes, including the potential acquisition of dealerships. Interest on the Existing Term Loan Facility floats at the Company’s option at a) LIBOR, subject to a 1.00% floor, plus an applicable margin of 4.75%, or b) an Alternate Base Rate (“ABR”) equal to 3.75% per annum plus the greater of the Prime Rate, Federal Funds Effective Rate plus 1/2 of 1.00%, LIBOR, or 2.00%. Interest on borrowings under the Existing Revolving Credit Facility is at the Company’s option of a) 4.25% to 4.50% per annum subject to a 1.00% floor in the case of a Eurocurrency loan, or b) 3.25% to 3.50% per annum plus the greater of the Prime Rate, Federal Funds Effective Rate plus 1/2 of 1.00%, LIBOR, or 2.00% in the case of an ABR loan, based on the Company’s ratio of net debt to consolidated earnings as defined in the Existing Senior Secured Credit Facilities. The Company also pays a commitment fee of 0.5% per annum on the unused amount of the Existing Revolving Credit Facility. Reborrowings under the Existing Term Loan Facility are not permitted. The quarterly scheduled principal prepayments on the term loan borrowings are $8.9 million. CWGS Group, LLC is required to prepay the term loan borrowings in an aggregate amount equal to 50% of excess cash flow, as defined in the Existing Senior Secured Credit Facilities, for such fiscal year. The required percentage prepayment of excess cash flow is reduced to 25% if the total leverage ratio, as defined, is 2.00 to 1.00 or greater but less than 2.50 to 1.00. If the total leverage ratio is less than 2.00 to 1.00, no prepayment of excess cash flow is required. As of December 31, 2015, CWGS Group, LLC’s excess cash flow offer, as defined, was $16.1 million and was presented to the term loan holders. The holders accepted $12.0 million of the prepayment offer and a principal payment in that amount was made on May 9, 2016. The Existing Revolving Credit Facility matures on November 20, 2018, and the Existing Term Loan Facility matures on February 20, 2020. The funds available under the Revolving Credit Facility may be utilized for borrowings or letters of credit; however, a maximum of $10.0 million may be allocated to such letters of credit. As of September 30, 2016, the interest rate on the term debt was 5.75%, and permitted borrowings under the undrawn revolving credit facility were $20.0 million. As of September 30, 2016, the Company had available borrowings of $16.3 million and letters of credit in the aggregate amount of $3.7 million outstanding under the Existing Revolving Credit Facility. As of September 30, 2016, $828.2 million was outstanding under the Existing Term Loan Facility and no amounts were outstanding on the Existing Revolving Credit Facility. CWGS, LLC and CWGS Group, LLC have no revenue-generating operations of their own. Their ability to meet the financial obligations associated with the Existing Senior Secured Credit Facilities is dependent on the earnings and cash flows of its operating subsidiaries, primarily Good Sam Enterprises, LLC and FR, and their ability to upstream dividends. The Existing Senior Secured Credit Facilities are fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by each of the Company’s existing and future domestic restricted subsidiaries with the exception of FR and its subsidiaries. The Existing Senior Secured Credit Facilities contain certain restrictive covenants including, but not limited to, mergers, changes in the nature of the business, acquisitions, additional indebtedness, sales of assets, investments, and the prepayment of dividends subject to certain limitations and minimum operating covenants. The Company was in compliance with all debt covenants at September 30, 2016.

Right to Use Liabilities - CWGS

Right to Use Liabilities - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Right to Use Liabilities	Note 5: Right to Use Liabilities The Company leases operating facilities throughout the United States. The Company analyzes all leases in accordance with Accounting Standards Codification (“ASC”) 840 — Leases. In the first nine months of 2016, three leases were accounted for as operating leases after the completion of construction or the reduction in lease deposits to less than two month’s rent as they qualified for asset derecognition under the sale-leaseback accounting rules. This derecognition resulted in the removal of $20.0 million of right to use assets, and $20.1 million of right to use liabilities. The Company has included the right to use assets in property and equipment, net, as follows (in thousands): September 30, December 31, 2016 2015 Right to use assets $ $ Accumulated depreciation Right to use assets, net $ $ The following is a schedule by year of the future changes in the right to use liabilities as of September 30, 2016 (in thousands): 2016 $ 2017 2018 2019 2020 Thereafter (1) Total minimum lease payments Amounts representing interest Present value of net minimum right to use liabilities payments $ (1) Includes $5.0 million of scheduled derecognition of right to use liabilities upon the reduction in lease deposits to less than two months’ rent.

Fair Value Measurements - CWGS

Fair Value Measurements - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Fair Value Measurements	Note 6: Fair Value Measurements The fair value of a financial instrument represents the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced sale or liquidation. Fair value estimates are made at a specific point in time based on relevant market information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of judgment. Accounting standards define fair value as the price that would be received from selling an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Accounting standards establish a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value and also establishes the following three levels of inputs that may be used to measure fair value: Level 1 Quoted prices in active markets for identical assets or liabilities Level 2 Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted market prices in markets that are not active; or model-derived valuations or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities The following methods and assumptions were used by us in estimating fair value disclosures for financial instruments: Cash equivalents, accounts receivable, other assets, Notes Payable-floor plan, accounts payable, other current liabilities : The amounts reported in the accompanying Unaudited Condensed Consolidated Balance Sheets approximate fair value due to their short-term nature. Fixed rate debt: Our fixed rate debt consists of amounts outstanding under our Existing Term Loan Facility. We estimate the fair value of our senior unsecured notes using quoted prices for the identical liability (Level 1). A summary of the aggregate carrying value and fair value of our fixed rate debt is as follows: Fair Value 9/30/2016 12/31/2015 ($ in thousands) Measurement Carrying Value Fair Value Carrying Value Fair Value Term Loan Facility Level 1 $ $ $ $ Non-financial assets such as goodwill, other intangible assets, and long-lived assets held and used are measured at fair value when there is an indicator of impairment and recorded at fair value only when impairment is recognized or for a business combination.

Commitments and Contingencies -

Commitments and Contingencies - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Commitments and Contingencies	Note 7: Commitments and Contingencies The Company is obligated under various real estate operating leases for retail locations, distribution centers and office space, expiring in various years through February 2036. On April 25, 2016 and May 1, 2016, Camping World entered into sponsorship agreements. The sponsorship agreements expire on January 1, 2025 and October 1, 2019, respectively. The aggregate sponsorship fees payable for each fiscal year are as follows as of September 30, 2016 (in thousands): 2016 $ 2017 2018 2019 2020 Thereafter $ From time to time, the Company is involved in litigation arising in the normal course of business operations. The Company does not believe it is involved in any litigation that requires disclosure or will have a material adverse effect on its results of operations or financial position.

Statement of Cash Flows - CWGS

Statement of Cash Flows - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Statement of Cash Flows	Note 8: Statement of Cash Flows Supplemental disclosures of cash flow information for the nine months ended September 30 (in thousands): Nine Months Ended September 30, September 30, 2016 2015 Cash paid during the period for: Interest $ $ Income taxes 2016: In September 2016, FreedomRoads acquired the assets of an RV dealership for an aggregate purchase price of $8.2 million. In September 2016, the Company assumed $0.2 million of customer deposits and paid $1.4 million in connection with the acquisition of five RV shows from M & P Productions, Inc. In September 2016, a tenant improvement in the amount of $0.7 million was delivered by a lessor upon the construction completion date. In June 2016, the Company assigned its equity interest in AutoMatch USA, LLC, an indirect wholly-owned subsidiary of the Company, in the form of a $38.8 million non-cash distribution (See Note 11 — AutoMatch Distribution). Included in the non-cash distribution were contracts in transit of $1.0 million, accounts receivable of $0.3 million, inventories of $20.3 million, property and equipment of $17.1 million, and prepaid expenses and other assets of $0.1 million. In January 2016, the Company acquired equipment through third party capital lease arrangements totaling $2.0 million. In the first quarter of 2016, the Company derecognized $15.4 million of fixed assets and right to use liabilities for two leases that qualified as operating leases after completion of construction in 2016. In the three months ended September 30, 2016, the Company derecognized $4.6 million of fixed assets and $4.7 million of right to use liabilities for our lease that qualified as an operating lease after the reduction in lease deposits to less than two month’s rent. In January 2016, FreedomRoads acquired the assets of an RV dealership group comprised of four locations for an aggregate purchase price of approximately $58.9 million plus real property of $9.5 million (see Note 9 — Acquisitions). The purchase was funded through $22.6 million of borrowings under the Floor Plan Facility and the balance through a capital contribution provided by the net proceeds of the incremental debt issuance in December 2015 under the Company’s Existing Senior Secured Credit Facilities. In January 2016, Camping World acquired the assets of a wholesale parts dealer for $1.4 million, comprised of inventory of $1.2 million, intangible assets of $1.3 million, receivables of $1.0 million, prepaid expenses of $0.1 million, and accrued liabilities of $2.2 million. 2015: Certain real estate lease agreements were capitalized in accordance with ASC 840 — Leases. The value of the real property, other than land of $15.3 million, was capitalized as a right to use asset with a corresponding $15.3 million included as a right to use liabilities.

Acquisitions - CWGS Enterprises

Acquisitions - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Acquisitions	Note 9: Acquisitions In the first quarter of 2016 and 2015, a subsidiary of the Company acquired the assets or stock of multiple dealership locations. The Company used its working capital, a combination of cash and floor plan financing and member’s capital contributions to complete the acquisitions. The acquired businesses were recorded at their preliminary estimated fair values under the purchase method of accounting. The balance of the purchase prices in excess of fair value of the assets acquired and liabilities assumed was recorded as goodwill. In 2016, concurrent with the acquisition of dealership businesses, the Company purchased real properties for $12.9 million from related parties of the sellers. For the nine months ended September 30, 2016, the Company sold other real properties to a third party in sale-leaseback transactions for $7.3 million. In 2015, the Company purchased real property of $44.5 million related to the acquisition of dealership assets In the nine months ended September 30, 2015, the Company sold other real properties to a third party in sale-leaseback transactions for $33.6 million. A summary of the purchase price allocations for the acquisitions consists of the following: Nine Months Ended September 30, September 30, September 30, ($ in thousands) 2016 2015 Assets (liabilities) acquired (assumed) at fair value: Accounts receivable $ $ — Inventory Property and equipment Intangibles — Goodwill Other assets Accrued liabilities Other liabilities Purchase price Purchase price holdback included in other long-term liabilities — Inventory purchases financed via floor plan Cash payment net of holdback and floor plan financing $ $ Included in the nine months ended September 30, 2016 and 2015 Consolidated Financial results were $258.6 million and $179.4 million of revenue, respectively, and $6.7 million and $6.0 million of pre-tax income, respectively, of the acquired dealerships from the applicable acquisition dates.

Member Unit Redemption - CWGS E

Member Unit Redemption - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Member Unit Redemption	Note 10: Member Unit Redemption On April 4, 2016, the Company’s board of directors approved a Profits Units redemption by Mr. Lemonis in the amount of 1,763 Profits Units for $17.0 million. The Company remitted the proceeds to Mr. Lemonis through, (i) a cash distribution in the amount of $13.0 million; and (ii) a $4.0 million note. The note bears interest at 3.0% per annum and has scheduled principal amortization of (a) $1.5 million plus all accrued and unpaid interest as of May 1, 2016, (b) $1.5 million plus all accrued and unpaid interest on June 1, 2016, and (c) all outstanding principal plus all accrued and unpaid interest on July 1, 2016. The note was paid in full in April 2016. As part of the transaction, the Company recorded equity based compensation expense of $60,200, equal to the fair value of the 1,763 Profits Units as of the grant date.

AutoMatch Distribution - CWGS E

AutoMatch Distribution - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
AutoMatch Distribution	Note 11: AutoMatch Distribution On June 13, 2016, the board of directors of CWGS, LLC declared a $42.7 million distribution comprising of (i) the assignment of its equity interest in AutoMatch USA, LLC (‘‘AutoMatch’’), an indirect wholly-owned subsidiary of CWGS, LLC, to CWGS Holding, LLC and CVRV Acquisition LLC, each a member of CWGS, LLC, in the form of a $38.8 million non-cash distribution, and (ii) a $3.8 million cash distribution to the Profits Units of which $3.6 million was paid on June 17, 2016 and $0.2 million was paid on September 7, 2016. In connection with the AutoMatch distribution, AutoMatch and FreedomRoads, LLC, an indirect wholly-owned subsidiary of CWGS, LLC, entered into a Transition Services Agreement (the "Transition Services Agreement") whereby, for a period of up to one hundred twenty days following the distribution of AutoMatch, FreedomRoads, LLC will continue to provide administrative, employee and operational support to AutoMatch in the same manner as provided prior to such distribution and AutoMatch will be operated and managed by employees of FreedomRoads, LLC, in exchange for reimbursement by AutoMatch of all expenses incurred by FreedomRoads, LLC in connection therewith. On September 7, 2016, the board of directors of CWGS, LLC declared a $1.6 million distribution, representing the final net settlement amount under the Transition Services Agreement, which was paid on the same day.

Segments Information - CWGS Ent

Segments Information - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Segments Information	Note 12: Segments Information We have two reportable segments: (1) Consumer Services and Plans, and (2) Retail. Our Consumer Services and Plans segment is comprised of emergency roadside assistance; property and casualty insurance programs; travel assist programs; extended vehicle service contracts; co-branded credit cards; vehicle financing and refinancing; membership clubs; and publications and directories. Our Retail segment is comprised of new vehicles; used vehicles; parts and service; and finance and insurance. Corporate and other is comprised of the corporate operations of the Company. The reportable segments identified above are the business activities of the Company for which discrete financial information is available and for which operating results are regularly reviewed by our chief operating decision maker to allocate resources and assess performance. Our chief operating decision maker is our Chief Executive Officer. Segment income is defined as income from operations before depreciation and amortization plus floor plan interest expense. Reportable segment revenue, segment income, floor plan interest expense, depreciation and amortization, other interest expense, total assets, and capital expenditures are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2016 2015 2016 2015 Revenue: Consumer Services and Plans $ $ $ $ Retail Total consolidated revenue $ $ $ $ Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2016 2015 2016 2015 Segment income: Consumer Services and Plans $ $ $ $ Retail Total segment income Corporate and other selling, general and administrative expense Depreciation and amortization Other interest expense, net Other income (expense) — Income from operations before income taxes $ $ $ $ Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2016 2015 2016 2015 Depreciation and amortization: Consumer Services and Plans $ $ $ $ Retail Total depreciation and amortization $ $ $ $ Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2016 2015 2016 2015 Other interest expense, net: Consumer Services and Plans $ $ $ $ Retail Total Corporate and other Total other interest expense, net $ $ $ $

Earnings Per Unit - CWGS Enterp

Earnings Per Unit - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Earnings Per Unit	Note 13: Earnings Per Unit On October 6, 2016, our limited liability company agreement was amended and restated to, among other things, (i) provide for a new single class of common membership interests in CWGS, LLC, and (ii) exchange all of the existing membership interests of the Continuing Equity Owners of CWGS, LLC into 71,899,630 common units of CWGS, LLC, and (iii) appoint Camping World Holdings, Inc. as the sole managing member of CWGS, LLC upon its acquisition of common units in connection with the IPO. See Note 14 - Subsequent Events. For the purposes of calculating pro forma earnings per unit, we have adjusted the number of outstanding membership units retroactively for all periods presented to give effect to the above-mentioned amendment and resulting recapitalization. Pro forma basic earnings per unit is computed by dividing net income by the pro forma weighted-average number of units outstanding during the period. Pro forma diluted earnings per unit is computed by dividing net income by the pro forma weighted-average number of units outstanding adjusted to give effect to potentially dilutive securities. There are no potentially dilutive securities at September 30, 2016. The following table sets forth a reconciliation of the numerators and denominators used to compute pro forma basic and diluted earnings per unit for the three and nine months ended September 30, 2016 and 2015. For the three months ended For the nine months ended September 30, September 30, (in thousands, except per unit amounts) 2016 2015 2016 2015 Numerator: Net Income $ $ $ $ Denominator: Pro forma weighted average units outstanding - basic Pro Forma Weighted average units outstanding - diluted Pro forma earnings per unit - basic $ $ $ $ Pro forma earnings per unit - diluted $ $ $ $

Subsequent Events - CWGS Enterp

Subsequent Events - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
Subsequent Events	Note 4: Subsequent Events Reorganization Transactions On October 6, 2016, in connection with the completion of our IPO, we completed a series of reorganization transactions (the “Transactions”). The Transactions included the following: · the amendment and restatement of CWGS, LLC's limited liability company agreement (the “CWGS LLC Agreement”) to, among other things, appoint us as its sole managing member and convert all existing membership interests (including existing vested profit unit interests and all unvested profit unit interests, which accelerated and vested in connection with the IPO) in CWGS, LLC into one class of common units; · the amendment and restatement of our certificate of incorporation to, among other things, provide (i) for Class A common stock and Class B common stock, with each share of our Class A common stock and Class B common stock entitling its holders to one vote per share on all matters presented to our stockholders generally; provided that, for as long as the ML Related Parties, directly or indirectly, beneficially own in the aggregate 27.5% or more of all of the outstanding common units of CWGS, LLC, the shares of our Class B common stock held by the ML Related Parties will entitle the ML Related Parties to the number of votes necessary such that the ML Related Parties, in the aggregate, cast 47% of the total votes eligible to be cast by all of our stockholders on all matters presented to a vote of our stockholders generally, and (ii) for one share of Class C common stock entitling its holder to the number of votes necessary such that the holder casts 5% of the total votes eligible to be cast by all of our stockholders on all matters presented to a vote of our stockholders generally for as long as there is no Class C Change of Control (as defined in our Amended and Restated Certificate of Incorporation); · issued, for $0.0001 per share, 69,066,445 shares of Class B common stock to certain existing holders of common units of CWGS, LLC on a one-to-one basis with the number of common units of CWGS, LLC that they owned; · issued, for $0.01 per share, one share of Class C common stock to ML RV Group, LLC; · the merger of certain Original Equity Owners controlled by Crestview Partners II GP, L.P., as defined below, with and into CWH or a wholly owned subsidiary of CWH, for which CWH issued 7,063,716 shares of Class A common stock as consideration for the 7,063,716 common units held by such entities and canceled a corresponding number of Class B common stock; and · we entered into (i) a voting agreement with ML Acquisition, ML RV Group, CVRV Acquisition LLC and CVRV Acquisition II LLC, (ii) a registration rights agreement with the direct and certain indirect owners of interests in CWGS, LLC, collectively, prior to the Transactions, which includes ML Acquisition, funds controlled by Crestview Partners II GP, L.P. and the Former Profit Unit Holders (collectively, the “Original Equity Owners”) and (iii) a tax receivable agreement (the ‘‘Tax Receivable Agreement’’) with CWGS, LLC, each of the Continuing Equity Owners and Crestview Partners II GP, L.P. The Transactions were effected on October 6, 2016, prior to the time our Class A common stock was registered under the Securities Exchange Act of 1934, as amended, and prior to the completion of our IPO. CWGS, LLC Recapitalization As noted above, the CWGS LLC Agreement, among other things, appointed us as CWGS, LLC’s sole managing member and reclassified all outstanding membership interests in CWGS, LLC as non-voting common units. Although we have a minority economic interest in CWGS, LLC, as the sole managing member, we have the sole voting power in, and control the management of, CWGS, LLC. As a result, beginning in the fourth quarter of 2016, we will consolidate CWGS, LLC's financial results and report a non-controlling interest related to the portion of CWGS, LLC not owned by us. The Amended and Restated Certificate of Incorporation discussed in Note 3 and the CWGS LLC Agreement noted above requires CWGS, LLC and us to, at all times, maintain (i) a one-to-one ratio between the number of shares of Class A common stock issued by us and the number of common units owned by us and (ii) a one-to-one ratio between the number of shares of Class B common stock owned by the Continuing Equity Owners (other than the Former Profit Unit Holders) and the number of common units owned by the Continuing Equity Owners (other than the Former Profit Unit Holders). We may issue shares of Class B common stock only to the extent necessary to maintain the one-to-one ratio between the number of common units of CWGS, LLC held by the Continuing Equity Owners (other than the Former Profit Unit Holders) and the number of shares of Class B common stock issued to the Continuing Equity Owners (other than the Former Profit Unit Holders). Shares of Class B common stock are transferable only together with an equal number of common units of CWGS, LLC. Only permitted transferees of common units held by the Continuing Equity Owners (other than the Former Profit Unit Holders) will be permitted transferees of Class B common stock. The Continuing Equity Owners may from time to time at each of their options require CWGS, LLC to redeem all or a portion of their common units in exchange for, at our election (determined solely by our independent directors (within the meaning of the rules of the New York Stock Exchange (the “NYSE”) who are disinterested), newly-issued shares of our Class A common stock on a one-for-one basis or a cash payment equal to a volume weighted average market price of one share of Class A common stock for each common unit redeemed, in each case in accordance with the terms of the CWGS LLC Agreement; provided that, at our election (determined solely by our independent directors (within the meaning of the rules of the NYSE) who are disinterested), we may effect a direct exchange of such Class A common stock or such cash, as applicable, for such common units. The Continuing Equity Owners may exercise such redemption right for as long as their common units remain outstanding. Simultaneously with the payment of cash or shares of Class A common stock, as applicable, in connection with a redemption or exchange of common units pursuant to the terms of the CWGS LLC Agreement, a number of shares of our Class B common stock registered in the name of the redeeming or exchanging Continuing Equity Owner (other than Former Profit Unit Holders) will be cancelled for no consideration on a one-for-one basis with the number of common units so redeemed or exchanged. Reorganization Mergers In connection with the IPO, the Original Equity Owners merged with and into CWH or a wholly owned subsidiary of CWH, for which CWH issued an aggregate of 7,063,716 shares of Class A common stock as consideration for the 7,063,716 aggregate common units held by such entities and canceled a corresponding number of shares of Class B common stock. Upon consummation of the mergers, we recognized the 7,063,716 common units at carrying value, as these transactions are considered to be between entities under common control. We also acquired the tax attributes of the Original Equity Owners, which are recorded generally as deferred tax assets at the time for certain of the mergers. These attributes include the original basis adjustments arising from the original acquisition of common units by the Original Equity Owners, as described below. Tax Receivable Agreement On October 6, 2016, CWH entered into the Tax Receivable Agreement that provides for the payment by Camping World Holdings, Inc. to the Continuing Equity Owners and Crestview Partners II GP, L.P. of 85% of the amount of tax benefits, if any, that Camping World Holdings, Inc. actually realizes, or in some circumstances is deemed to realize, as a result of (i) increases in tax basis resulting from the purchase of common units from Crestview Partners II GP, L.P. in exchange for Class A common stock in connection with the consummation of the IPO and the related Transactions and any future redemptions that are funded by CWH and any future redemptions or exchanges of common units by Continuing Equity Owners as described above and (ii) certain other tax benefits attributable to payments made under the Tax Receivable Agreement. CWGS, LLC intends to have in effect an election under Section 754 of the Internal Revenue Code effective for each taxable year in which a redemption or exchange (including deemed exchange) of common units for cash or stock occurs. These tax benefit payments are not conditioned upon one or more of the Continuing Equity Owners or Crestview Partners II GP, L.P. maintaining a continued ownership interest in CWGS, LLC. In general, the Continuing Equity Owner’s and Crestview Partners II GP, L.P.’s rights under the Tax Receivable Agreement are assignable, including to transferees of its common units in CWGS, LLC (other than Camping World Holdings, Inc. as transferee pursuant to a redemption or exchange of common units in CWGS, LLC). We expect to benefit from the remaining 15% of the tax benefits, if any, that we may actually realize. Initial Public Offering As noted above, on October 13, 2016, we completed our IPO of 11,363,636 shares of Class A common stock at a public offering price of $22.00 per share. We received $233.4 million in proceeds, net of underwriting discounts and commissions, which we used to purchase 11,363,636 newly-issued common units from CWGS, LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO less underwriting discounts and commissions. In addition, on November 4, 2016, the underwriters exercised their option, in part, to purchase an additional 508,564 shares of Class A common stock. On November 9, 2016, we closed on the purchase of the additional 508,564 shares of Class A common stock and received $10.4 million in additional proceeds, net of underwriting discounts and commissions, which we used to purchase 508,564 newly-issued common units from CWGS, LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO less underwriting discounts and commissions. Immediately following the completion of the IPO and the underwriters’ exercise of their option to purchase additional shares of Class A common stock, there were 62,002,729 shares of Class B common stock outstanding, one share of Class C common stock outstanding, and 18,935,916 shares of Class A common stock outstanding, comprised of 11,872,200 shares issued as part of the IPO and the underwriters’ exercise of their option to purchase additional shares of Class A common stock and 7,063,716 shares issued in connection with the mergers described above. Equity-Based Compensation In connection with the IPO, on September 24, 2016, CWH adopted the Camping World Holdings, Inc. 2016 Equity Incentive Plan (the “2016 Plan”), which became effective on October 6, 2016 upon the effectiveness of the registration statement on form S-1 (File No. 333-211977), as amended. We reserved a total of 14,693,518 shares of Class A common stock for issuance pursuant to the 2016 Plan. In connection with the IPO, we granted to certain of our directors and certain of our employees Class A common stock issuable pursuant to 1,134,809 stock options and 145,282 restricted stock units.
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Subsequent Events	Note 14: Subsequent Events On October 13, 2016, CWH completed its IPO of 11,363,636 shares of Class A common stock at a public offering price of $22.00 per share and received $233.4 million in proceeds, net of underwriting discounts and commissions. CWH used the net proceeds to purchase 11,363,636 newly-issued common units from CWGS, LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO less underwriting discounts and commissions. In addition, on November 4, 2016, the underwriters exercised their option, in part, to purchase an additional 508,564 shares of Class A common stock. On November 9, 2016, we closed on the purchase of the additional 508,564 shares of Class A common stock and received $10.4 million in additional proceeds, net of underwriting discounts and commissions, which we used to purchase 508,564 newly-issued common units from CWGS, LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO less underwriting discounts and commissions. Immediately following the completion of the IPO, the underwriters option to purchase additional shares of Class A common stock and the Transactions described in Note 5 of CWH’s balance sheets, CWH and CWH BR, LLC, a wholly owned subsidiary of CWH, held 18,935,916 common units, representing an approximate 22.6% interest in us. We used the capital contribution received from CWH to repay $200.4 million of the outstanding borrowings under the Existing Term Loan Facility and the remainder of the proceeds will be used for general corporate purposes, including the potential acquisition of dealerships. In connection with the IPO, on September 24, 2016, CWH adopted the Camping World Holdings, Inc. 2016 Incentive Award Plan (the “2016 Plan”), which became effective on October 6, 2016 upon the effectiveness of the CWH’s registration statement on form S-1 (“File No. 333-211977”), as amended. CWH reserved a total of 14,693,518 shares of Class A common stock for issuance pursuant to the 2016 Plan. In connection with the IPO, we granted to certain of our directors and certain of our employees Class A common stock issuable pursuant to 1,134,809 stock options and 145,282 restricted stock units. On October 6, 2016, our limited liability company agreement was amended and restated to, among other things, (i) provide for a new single class of common membership interests in CWGS, LLC, (ii) exchange all of the existing membership interests of the Continuing Equity Owners of CWGS, LLC into 71,899,630 common units of CWGS, LLC, and (iii) appoint CWH as the sole managing member of CWGS, LLC upon its acquisition of common units in connection with the IPO. For the purposes of calculating pro forma earnings per unit, we have adjusted the number of outstanding membership units retroactively for all periods presented to give effect to the above-mentioned amendment and resulting recapitalization. On November 8, 2016, CWGS Group, LLC and CWGS, LLC (as parent guarantor) entered into a new $680.0 million senior secured credit facility with Goldman Sachs Bank USA, as administrative agent, and the other lenders party thereto (the ‘‘New Senior Secured Credit Facilities’’) and used the proceeds to repay the CWGS Group, LLC Existing Senior Secured Credit Facilities. The New Senior Secured Credit Facilities consists of a seven-year $645.0 million New Term Loan Facility and a five-year $35.0 million Revolving Credit Facility. The New Term Loan Facility bears interest at LIBOR plus 3.75% with a 0.75% LIBOR floor, and outstanding balances under the New Revolving Credit Facility bear interest at LIBOR plus 3.50%. The New Term Loan Facility includes mandatory amortization at 1% per annum in equal quarterly installments.

Summary of Significant Accoun31

Summary of Significant Accounting Policies (Policies) - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
Business and Basis of Presentation	Basis of Accounting — The Balance Sheets are presented in accordance with accounting principles generally accepted in the United States of America. Separate statements of operations, comprehensive income, changes in stockholder’s equity, and cash flows have not been presented because as of September 30, 2016, we had not engaged in any business or other activities except in connection with our formation.
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Business and Basis of Presentation	Business and Basis of Presentation The accompanying unaudited condensed consolidated financial statements of CWGS Enterprises, LLC and its subsidiaries (the “Company” or “CWGS, LLC”), have been prepared accordance with generally accepted accounting principles in the United States (“GAAP”) and include all information and footnotes required for interim financial statements presentation but do not include all disclosures required under GAAP for annual financial statements. In the opinion of management, the interim condensed consolidated financial statements include all adjustments necessary, which are of a normal and recurring nature, for the fair presentation of the Company’s financial position and of the results of operations and cash flows for the periods presented. The Company was formed in March 2011 when its then ultimate parent, AGI Holding Corp, indirectly contributed all of the membership interests of Affinity Group Holding, LLC (“AGH”) and FreedomRoads Holding Company, LLC (“FreedomRoads”) to CWGS Holding, LLC, CWGS, LLC’s immediate parent, which in turn, contributed the interest of AGH and FreedomRoads to CWGS, LLC. All material intercompany transactions and balances of the Company have been eliminated in consolidation. The Company does not have any components of other comprehensive income recorded within its consolidated financial statements, and, therefore, does not separately present a statement of comprehensive income in its consolidated financial statements. Camping World Holdings, Inc. (“CWH”) was incorporated on March 8, 2016 for the purpose of facilitating an initial public offering and other related transactions in order to carry on our business. On October 13, 2016, CWH completed an initial public offering of 11,363,636 shares of Class A common stock at a public offering price of $22.00 per share (the “IPO”), receiving $233.4 million in proceeds, net of underwriting discounts and commissions, which were used to purchase 11,363,636 newly-issued common units of the Company at a price per unit equal to the initial public offering price per share of Class A common stock sold in the IPO less underwriting discounts and commissions. In addition, on November 4, 2016, the underwriters exercised their option, in part, to purchase an additional 508,564 shares of Class A common stock. On November 9, 2016, CWH closed on the purchase of the additional 508,564 shares of Class A common stock and received $10.4 million in additional proceeds, net of underwriting discounts and commissions, which CWH used to purchase 508,564 newly-issued common units from CWGS, LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO less underwriting discounts and commissions.
Description of the Business	Description of the Business CWGS, LLC is a holding company and operates through its subsidiaries. The operations of the Company consist of two primary businesses: (i) Consumer Services and Plans, and (ii) Retail. The Company provides consumer services and plans offerings through its Good Sam brand and the Company provides its retail offerings through its Camping World brand. Within the Consumer Services and Plans segment, the Company primarily derives revenue from the sale of the following offerings: emergency roadside assistance; property and casualty insurance programs; travel assist programs; extended vehicle service contracts; co-branded credit cards; vehicle financing and refinancing; club memberships; and publications and directories. Within the Retail segment, the Company primarily derives revenues from the sale of the following products: new vehicles; used vehicles; parts and service, including recreational vehicle (“RV”) accessories and supplies; and finance and insurance. The Company primarily operates in various regions throughout the United States and markets its products and services to RV owners and camping enthusiasts. At September 30, 2016, the Company operated 120 Camping World retail locations, of which 103 locations sell new and used RVs, and offer financing, and other ancillary services, protection plans, and products for the RV purchaser.
Use of Estimates	Use of Estimates The preparation of these unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results may differ from those estimates.
Recent Accounting Policies	Recent Accounting Policies In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) ASU 2016-02, Leases (Topic 842). The amendments in this update require, among other things, that lessees recognize the following for all leases (with the exception of short-term leases) at the commencement date: (1) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (2) a right-to-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Lessees and lessors must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. We expect to adopt the amendments in the first quarter of 2019 and are currently evaluating the impacts of the amendments to our financial statements and accounting practices for leases. In November 2015, the FASB issued an accounting pronouncement (“FASB ASU 2015-17”) which simplifies the balance sheet classification of deferred taxes. This pronouncement requires that all deferred tax assets and liabilities be classified as noncurrent in the classified balance sheet, rather than separating such deferred taxes into current and noncurrent amounts, as is required under current guidance. This pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2016, and may be applied either prospectively or retrospectively. We are currently in the process of evaluating the effects of the pronouncement on our consolidated financial statements. In September 2015, the FASB issued ASU update No. 2015-16, Simplifying the Accounting for Measurement Period Adjustments in Business Combinations (“ASU 2015-16”) which eliminates the requirement for an acquirer in a business combination to account for measurement period adjustments retrospectively. Instead, an acquirer will recognize a measurement period adjustment during the period which it determines the amount of the adjustment. This pronouncement is effective for fiscal years beginning after December 15, 2015. The adoption did not have a material impact on our consolidated financial position, results of operations or cash flows. In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory (“ASU 2015-11”). Under ASU 2015-11, entities should measure inventory that is not measured using last-in, first-out (“LIFO”) or the retail inventory method, including inventory that is measured using first-in, first-out (“FIFO”) or average cost, at the lower of cost or net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. ASU 2015-11 is effective for reporting periods beginning after December 15, 2016 and is to be applied prospectively. The adoption of ASU 2015-11 is not expected to have a material effect on our consolidated financial position, results of operations or cash flows. In May 2014, the FASB issued ASU Update No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”). ASU 2014-09 supersedes the existing revenue recognition guidance and clarifies the principles for recognizing revenue. The core principle of ASU 2014-09 is that the entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. In August 2015, the FASB issued an update to ASU 2014-09 deferring the effective date for public entities, on a retrospective basis, to annual reporting periods beginning after December 15, 2017, and interim periods within that reporting period for a public company. Early adoption is permitted, subject to certain conditions. We are currently evaluating the adoption method and impact ASU 2014-09 will have on our consolidated financial statements.

Inventories, Net and Floor Pl32

Inventories, Net and Floor Plan Payable (Tables) - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Inventories	Inventories consisted of the following (in thousands): September 30, December 31, 2016 2015 New RV vehicles $ $ Used RV vehicles Parts, accessories and miscellaneous $ $

Goodwill and Intangible Asset33

Goodwill and Intangible Assets (Tables) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
Changes in goodwill by business line	The following is a summary of changes in the Company’s goodwill by reportable segments for the nine months ended September 30, 2016 (in thousands): Consumer Services and Plans Retail Consolidated Balance as of December 31, 2015 $ $ $ Goodwill related to acquisitions — Balance as of September 30, 2016 $ $ $
Finite-lived intangible assets and related accumulated amortization	Finite-lived intangible assets and related accumulated amortization consisted of the following at September 30, 2016 and December 31, 2015 (in thousands): September 30, December 31, 2016 2015 Gross membership and customer lists $ $ Less: accumulated amortization Intangible assets, net $ $

Long-Term Debt (Tables) - CWGS

Long-Term Debt (Tables) - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Long-Term debt	September 30, December 31, 2016 2015 Term Loan Facility (1) $ $ Less: current maturities Long-term debt, net of current maturities $ $ (1) Net of $4.7 million and $4.9 million original issue discount at September 30, 2016 and December 31, 2015, respectively, and $11.8 million and $11.1 million of finance costs at September 30, 2016 and December 31, 2015, respectively.

Right to Use Liabilities (Table

Right to Use Liabilities (Tables) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
Right to use assets in property and equipment, net	The Company has included the right to use assets in property and equipment, net, as follows (in thousands): September 30, December 31, 2016 2015 Right to use assets $ $ Accumulated depreciation Right to use assets, net $ $
Schedule by year of future changes in the right to use liabilities	The following is a schedule by year of the future changes in the right to use liabilities as of September 30, 2016 (in thousands): 2016 $ 2017 2018 2019 2020 Thereafter (1) Total minimum lease payments Amounts representing interest Present value of net minimum right to use liabilities payments $ (1) Includes $5.0 million of scheduled derecognition of right to use liabilities upon the reduction in lease deposits to less than two months’ rent.

Fair Value Measurements (Tables

Fair Value Measurements (Tables) - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Summary of aggregate carrying value and fair value of fixed rate debt	Fair Value 9/30/2016 12/31/2015 ($ in thousands) Measurement Carrying Value Fair Value Carrying Value Fair Value Term Loan Facility Level 1 $ $ $ $

Commitments and Contingencies (

Commitments and Contingencies (Tables) - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Aggregate sponsorship fee payable	The aggregate sponsorship fees payable for each fiscal year are as follows as of September 30, 2016 (in thousands): 2016 $ 2017 2018 2019 2020 Thereafter $

Statement of Cash Flows (Tables

Statement of Cash Flows (Tables) - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Supplemental disclosures of cash flow information	Supplemental disclosures of cash flow information for the nine months ended September 30 (in thousands): Nine Months Ended September 30, September 30, 2016 2015 Cash paid during the period for: Interest $ $ Income taxes

Acquisitions (Tables) - CWGS En

Acquisitions (Tables) - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Summary of the purchase price allocations	Nine Months Ended September 30, September 30, September 30, ($ in thousands) 2016 2015 Assets (liabilities) acquired (assumed) at fair value: Accounts receivable $ $ — Inventory Property and equipment Intangibles — Goodwill Other assets Accrued liabilities Other liabilities Purchase price Purchase price holdback included in other long-term liabilities — Inventory purchases financed via floor plan Cash payment net of holdback and floor plan financing $ $

Segments Information (Tables) -

Segments Information (Tables) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
Reportable segment revenue	Reportable segment revenue, segment income, floor plan interest expense, depreciation and amortization, other interest expense, total assets, and capital expenditures are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2016 2015 2016 2015 Revenue: Consumer Services and Plans $ $ $ $ Retail Total consolidated revenue $ $ $ $
Reportable segment income	Reportable segment revenue, segment income, floor plan interest expense, depreciation and amortization, other interest expense, total assets, and capital expenditures are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2016 2015 2016 2015 Segment income: Consumer Services and Plans $ $ $ $ Retail Total segment income Corporate and other selling, general and administrative expense Depreciation and amortization Other interest expense, net Other income (expense) — Income from operations before income taxes $ $ $ $
Depreciation and amortization and other interest expense, net	Reportable segment revenue, segment income, floor plan interest expense, depreciation and amortization, other interest expense, total assets, and capital expenditures are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2016 2015 2016 2015 Depreciation and amortization: Consumer Services and Plans $ $ $ $ Retail Total depreciation and amortization $ $ $ $ Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2016 2015 2016 2015 Other interest expense, net: Consumer Services and Plans $ $ $ $ Retail Total Corporate and other Total other interest expense, net $ $ $ $

Earnings Per Unit (Tables) - CW

Earnings Per Unit (Tables) - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries
CWGS Enterprises, LLC and Subsidiaries
Pro forma basic and diluted earnings per unit	For the three months ended For the nine months ended September 30, September 30, (in thousands, except per unit amounts) 2016 2015 2016 2015 Numerator: Net Income $ $ $ $ Denominator: Pro forma weighted average units outstanding - basic Pro Forma Weighted average units outstanding - diluted Pro forma earnings per unit - basic $ $ $ $ Pro forma earnings per unit - diluted $ $ $ $

Summary of Significant Accoun42

Summary of Significant Accounting Policies - Initial Public Offering (Details) - CWGS Enterprises, LLC and Subsidiaries - Subsequent Event - USD ($) $ / shares in Units, $ in Millions	Nov. 09, 2016	Oct. 13, 2016	Oct. 06, 2016
IPO | Common Class A
IPO
Shares issued (in shares)		11,363,636
Price per share (in shares)		$ 22
Proceeds from IPO		$ 233.4
Units issued in exchange		11,363,636
Over-Allotment Option | Common Class A
IPO
Shares issued (in shares)	508,564
Proceeds from IPO	$ 10.4
Units issued in exchange	508,564
CWGS Enterprises, LLC and Subsidiaries
IPO
Units issued in exchange			71,899,630
CWGS Enterprises, LLC and Subsidiaries | IPO | Common Class A
IPO
Units issued in exchange		11,363,636
CWGS Enterprises, LLC and Subsidiaries | Over-Allotment Option | Common Class A
IPO
Shares issued (in shares)	508,564
Proceeds from IPO	$ 10.4
Units issued in exchange	508,564	11,363,636

Summary of Significant Accoun43

Summary of Significant Accounting Policies - Description of Business (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016segmentitem	Sep. 30, 2016item
Segments Information
Number of primary businesses	2	2
Number of Camping World retail locations	120	120
New and used RVs, financing, and other ancillary services, protection plans, and products for the RV purchaser
Segments Information
Number of Camping World retail locations	103	103

Inventories, Net and Floor Pl44

Inventories, Net and Floor Plan Payable - Inventories (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Inventories
Inventories	$ 808,089	$ 868,939
New RV vehicles
Inventories
Inventories	620,746	620,499
Used RV vehicles
Inventories
Inventories	89,017	164,381
Parts, accessories and miscellaneous
Inventories
Inventories	$ 98,326	$ 84,059

Inventories, Net and Floor Pl45

Inventories, Net and Floor Plan Payable - Floor Plan Payable (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - Line of Credit $ in Millions	Jul. 01, 2016USD ($)	Jun. 30, 2016USD ($)	Sep. 30, 2016USD ($)	Sep. 30, 2015USD ($)	Dec. 31, 2015USD ($)
Floor Plan Facility
Floor Plan Payable
Interest expense			$ 14.9	$ 9.4
Notes Payable to Banks | Floor Plan Facility
Floor Plan Payable
Maximum borrowing capacity	$ 1,180	$ 880
Notes Payable to Banks | Floor Plan Facility, floor plan notes
Floor Plan Payable
Amount outstanding			$ 532.5		$ 598.4
Notes Payable to Banks | Floor Plan Facility, floor plan notes | London Interbank Offered Rate (LIBOR)
Floor Plan Payable
Variable rate spread (as a percent)			2.05%		2.40%
Variable rate basis (as a percent)			0.52		0.36
Notes Payable to Banks | Floor Plan Facility, floor plan notes | London Interbank Offered Rate (LIBOR) | Minimum
Floor Plan Payable
Variable rate spread (as a percent)		2.05%
Notes Payable to Banks | Floor Plan Facility, floor plan notes | London Interbank Offered Rate (LIBOR) | Maximum
Floor Plan Payable
Variable rate spread (as a percent)	2.50%
Notes Payable to Banks | Floor Plan Facility, floor plan notes | Base Rate | Minimum
Floor Plan Payable
Variable rate spread (as a percent)		0.55%
Notes Payable to Banks | Floor Plan Facility, floor plan notes | Base Rate | Maximum
Floor Plan Payable
Variable rate spread (as a percent)	1.00%
Letter of Credit | Floor Plan Facility, letters of credit
Floor Plan Payable
Amount outstanding			$ 7.3		$ 7.3
Maximum borrowing capacity			$ 15

Goodwill and Intangible Asset46

Goodwill and Intangible Assets - Change in Goodwill (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries $ in Thousands	9 Months Ended
	Sep. 30, 2016USD ($)
Goodwill
Balance	$ 112,940
Goodwill related to acquisitions	35,786
Balance	148,726
Consumer Services and Plans
Goodwill
Balance	49,944
Balance	49,944
Retail
Goodwill
Balance	62,996
Goodwill related to acquisitions	35,786
Balance	$ 98,782

Goodwill and Intangible Asset47

Goodwill and Intangible Assets - Finite-lived Intangible Assets and Related Accumulated Amortization (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Intangible Assets
Gross membership and customer lists	$ 9,486	$ 6,712
Less: accumulated amortization	(5,765)	(5,060)
Intangible assets, net	$ 3,721	$ 1,652

Goodwill and Intangible Asset48

Goodwill and Intangible Assets - Finite-lived Intangible Assets Weighted-average Useful Lives (Details) - CWGS Enterprises, LLC and Subsidiaries	9 Months Ended
	Sep. 30, 2016
CWGS Enterprises, LLC and Subsidiaries | Weighted Average
Intangible Assets
Useful lives (in years)	5 years

Long-Term Debt - Tabular Disclo

Long-Term Debt - Tabular Disclosure (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Long-Term Debt
Term Loan Facility	$ 816,345	$ 725,393
Less: current maturities	(46,922)	(52,089)
Long-term debt, net of current maturities	769,423	673,304
Original issue discount	4,700	4,900
Finance costs	$ 11,800	$ 11,100

Long-Term Debt - CWGS Credit Fa

Long-Term Debt - CWGS Credit Facility - Borrowings (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	Sep. 21, 2016	Dec. 31, 2015	Jun. 30, 2015	Dec. 31, 2014	Sep. 30, 2016	Sep. 30, 2015	Nov. 20, 2013
Long-Term Debt
Original issue discount		$ 4,900			$ 4,700
Cash distribution to members	$ 100,000				$ 214,782	$ 206,139
Secured Debt | Line of Credit | Exisiting Senior Secured Credit Facility
Long-Term Debt
Maximum borrowing capacity							$ 545,000
Secured Debt | Line of Credit | Existing Senior Secured Credit Facility, Term Loan Facility
Long-Term Debt
Maximum borrowing capacity	828,200						525,000
Original issue discount							$ 5,300
Original issue discount (as a percentage)							1.00%
Maximum borrowing capacity, increase in capacity	135,000	$ 55,000	$ 95,000	$ 117,000
Original issue discount from increase in capacity	$ 16,500
Secured Debt | Revolving Credit Facility | Existing Senior Secured Credit Facility, Revolving Credit Facility
Long-Term Debt
Maximum borrowing capacity							$ 20,000

Long-Term Debt - CWGS Credit 51

Long-Term Debt - CWGS Credit Facility - Interest, Fees, and Principal Payments (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - Secured Debt - USD ($) $ in Millions	May 09, 2016	Sep. 30, 2016	Dec. 31, 2015
Line of Credit | Existing Senior Secured Credit Facility, Term Loan Facility
Long-Term Debt
Principal payment frequency		quarterly
Quarterly scheduled principal payment		$ 8.9
Prepayment requirement as a percentage of excess cash flow (as a percent)		50.00%
Prepayment requirement as a percentage of excess cash flow, reduced amount (as a percent)		25.00%
Excess cash flow offer			$ 16.1
Principal prepayment offered and paid	$ 12
Line of Credit | Existing Senior Secured Credit Facility, Term Loan Facility | Minimum
Long-Term Debt
Prepayment requirement as a percentage of excess cash flow, reduced amount, leverage ratio		2
Line of Credit | Existing Senior Secured Credit Facility, Term Loan Facility | Maximum
Long-Term Debt
Prepayment requirement as a percentage of excess cash flow, reduced amount, leverage ratio		2.50
Line of Credit | Existing Senior Secured Credit Facility, Term Loan Facility | Interest on Debt Instrument, Option One | London Interbank Offered Rate (LIBOR)
Long-Term Debt
Variable rate basis floor (as a percent)		1.00%
Variable rate spread (as a percent)		4.75%
Line of Credit | Existing Senior Secured Credit Facility, Term Loan Facility | Interest on Debt Instrument, Option Two
Long-Term Debt
Alternate base rate (as a percent)		3.75%
Base rate spread (as a percent)		2.00%
Line of Credit | Existing Senior Secured Credit Facility, Term Loan Facility | Interest on Debt Instrument, Option Two | Federal Funds Effective Rate
Long-Term Debt
Variable rate spread (as a percent)		0.50%
Revolving Credit Facility | Existing Senior Secured Credit Facility, Revolving Credit Facility
Long-Term Debt
Commitment fee (as a percent)		0.50%
Revolving Credit Facility | Existing Senior Secured Credit Facility, Revolving Credit Facility | Interest on Debt Instrument, Option One
Long-Term Debt
Variable rate basis floor (as a percent)		1.00%
Revolving Credit Facility | Existing Senior Secured Credit Facility, Revolving Credit Facility | Interest on Debt Instrument, Option One | Minimum
Long-Term Debt
Alternate base rate (as a percent)		4.25%
Revolving Credit Facility | Existing Senior Secured Credit Facility, Revolving Credit Facility | Interest on Debt Instrument, Option One | Maximum
Long-Term Debt
Alternate base rate (as a percent)		4.50%
Revolving Credit Facility | Existing Senior Secured Credit Facility, Revolving Credit Facility | Interest on Debt Instrument, Option Two
Long-Term Debt
Base rate spread (as a percent)		2.00%
Revolving Credit Facility | Existing Senior Secured Credit Facility, Revolving Credit Facility | Interest on Debt Instrument, Option Two | Minimum
Long-Term Debt
Alternate base rate (as a percent)		3.25%
Revolving Credit Facility | Existing Senior Secured Credit Facility, Revolving Credit Facility | Interest on Debt Instrument, Option Two | Maximum
Long-Term Debt
Alternate base rate (as a percent)		3.50%
Revolving Credit Facility | Existing Senior Secured Credit Facility, Revolving Credit Facility | Interest on Debt Instrument, Option Two | Federal Funds Effective Rate
Long-Term Debt
Variable rate spread (as a percent)		0.50%

Long-Term Debt - CWGS Credit 52

Long-Term Debt - CWGS Credit Facility - General Information (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Long-Term Debt
Amount outstanding	$ 816,345	$ 725,393
Secured Debt | Line of Credit | Existing Senior Secured Credit Facility, Term Loan Facility
Long-Term Debt
Interest rate (as a percent)	5.75%
Amount outstanding	$ 828,200
Secured Debt | Revolving Credit Facility | Existing Senior Secured Credit Facility, Revolving Credit Facility
Long-Term Debt
Maximum amount allocated to letters of credit	10,000
Permitted borrowings	20,000
Available borrowings	16,300
Amount outstanding	0
Secured Debt | Letter of Credit | Senior Secured Credit Facility, Letters of Credit
Long-Term Debt
Available borrowings	$ 3,700

Right to Use Liabilities - Gene

Right to Use Liabilities - General Information (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2016USD ($)item	Mar. 31, 2016USD ($)lease	Sep. 30, 2016USD ($)leaseitem
Right to Use Liabilities
Number of operating leases | lease		2	3
Right to use assets derecognized	$ 4.6	$ 15.4	$ 20
Right to use liabilities derecognized	$ 4.7	$ 15.4	$ 20.1
Number of month's rent the lease deposit is less than | item	2		2

Right to Use Liabilities - Righ

Right to Use Liabilities - Right to Use Assets (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Right to Use Assets
Right to use assets	$ 10,673	$ 31,757
Accumulated depreciation	(602)	(1,457)
Right to use assets, net	$ 10,071	$ 30,300

Right to Use Liabilities - Futu

Right to Use Liabilities - Future Changes in the Right to Use Liabilities (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries $ in Thousands	9 Months Ended
	Sep. 30, 2016USD ($)
Right to Use Liabilities
2,016	$ 218
2,017	872
2,018	583
2,019	486
2,020	486
Thereafter	14,300
Total minimum lease payments	16,945
Amounts representing interest	(6,566)
Present value of net minimum right to use liabilities payments	10,379
Scheduled derecognition of right to use liabilities upon the reduction in lease deposits to less than two months rent	$ 5,000

Fair Value Measurements (Detail

Fair Value Measurements (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Carrying Value
Fair Value Measurements
Term Loan Facility	$ 816,345	$ 725,393
Level 1 | Fair Value
Fair Value Measurements
Term Loan Facility	$ 837,033	$ 731,288

Commitments and Contingencies57

Commitments and Contingencies (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - Sponsorship Agreements, Sponsorship Fees Payable $ in Thousands	Sep. 30, 2016USD ($)
Commitments and Contingencies
2,016	$ 1,000
2,017	1,200
2,018	2,500
2,019	2,600
2,020	1,300
Thereafter	5,700
Total	$ 14,300

Statement of Cash Flows - Suppl

Statement of Cash Flows - Supplemental Disclosure of Cash Flow Information (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Cash paid during the period for:
Interest	$ 50,705	$ 44,555
Income taxes	$ 1,354	$ 1,143

Statement of Cash Flows - Speci

Statement of Cash Flows - Special Distributions (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries $ in Thousands	Sep. 21, 2016USD ($)	Sep. 30, 2016USD ($)item	Sep. 30, 2016USD ($)item	Sep. 30, 2015USD ($)
Membership units
Special distributions	$ 100,000		$ 214,782	$ 206,139
Assets and real property of an RV dealership group acquired in September 2016
Membership units
Purchase Price		$ 8,200
Receipt of tenant improvement		700
M & P Productions Inc
Membership units
Cash paid for acquisition		$ 1,400
Number of RV shows | item		5	5
Customer deposits		$ 200	$ 200

Statement of Cash Flows - AutoM

Statement of Cash Flows - AutoMatch Distribution (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	Jun. 13, 2016	Sep. 30, 2016
Membership units
Non-cash distribution declared		$ 38,838
AutoMatch Distribution
Membership units
Non-cash distribution declared	$ 38,800
Non-cash distribution declared, contracts in transit	1,000
Non-cash distribution declared, accounts receivable	300
Non-cash distribution declared, inventory	20,300
Non-cash distribution declared, property and equipment	17,100
Non-cash distribution declared, prepaid expenses and other assets	$ 100

Statement of Cash Flows - Equip

Statement of Cash Flows - Equipment Acquired through Capital Lease Arrangements (Details) - CWGS Enterprises, LLC and Subsidiaries $ in Millions	1 Months Ended
	Jan. 31, 2016USD ($)
CWGS Enterprises, LLC and Subsidiaries
Capital lease arrangements
Equipment acquired through third party capital lease arrangements	$ 2

Statement of Cash Flows - Derec

Statement of Cash Flows - Derecognition of Right to Use Assets and Right to Use Liabilities (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2016USD ($)item	Mar. 31, 2016USD ($)lease	Sep. 30, 2016USD ($)leaseitem
Right to Use Liabilities
Right to use assets derecognized	$ 4.6	$ 15.4	$ 20
Right to use liabilities derecognized	$ 4.7	$ 15.4	$ 20.1
Number of operating leases | lease		2	3
Number of month's rent the lease deposit is less than | item	2		2

Statement of Cash Flows - Acqui

Statement of Cash Flows - Acquisitions - General Information (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries $ in Millions	1 Months Ended
	Jan. 31, 2016USD ($)item
Assets and real property of an RV dealership group acquired in January 2016
Acquisitions
Number of locations | item	4
Purchase Price	$ 58.9
Real properties purchased	9.5
Purchase funded through floor plan	22.6
Assets of a wholesale parts dealer acquired in January 2016
Acquisitions
Purchase Price	$ 1.4

Statement of Cash Flows - Acq64

Statement of Cash Flows - Acquisitions - Assets (Liabilities) Acquired (Assumed) at Fair Value (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - Assets of a wholesale parts dealer acquired in January 2016 $ in Millions	Jan. 31, 2016USD ($)
Acquisitions
Inventory	$ 1.2
Intangible assets	1.3
Receivables	1
Prepaid expenses	0.1
Accrued liabilities	$ (2.2)

Statement of Cash Flows - Real

Statement of Cash Flows - Real Property Capitalized (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries $ in Millions	12 Months Ended
	Dec. 31, 2015USD ($)
Right to Use Assets and Liabilities
Right to use assets capitalized	$ 15.3
Right to use liabilities recorded	$ 15.3

Acquisitions - General Informat

Acquisitions - General Information (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - Assets or stock of multiple dealership locations acquired during the first quarters of 2015 and 2016 - USD ($) $ in Millions	9 Months Ended		12 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Acquisitions
Real properties purchased	$ 12.9		$ 44.5
Real properties sold in sale-leaseback transactions	$ 7.3	$ 33.6

Acquisitions - Assets (Liabilit

Acquisitions - Assets (Liabilities) Acquired (Assumed) at Fair Value (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015	Sep. 30, 2015
Assets (liabilities) acquired (assumed) at fair value:
Goodwill	$ 148,726	$ 112,940
Assets or stock of multiple dealership locations acquired during the first quarters of 2015 and 2016
Assets (liabilities) acquired (assumed) at fair value:
Accounts receivable	944
Inventory	29,713		$ 77,167
Property and equipment	635		842
Intangibles	2,774
Goodwill	35,786		50,224
Other assets	142		(544)
Accrued liabilities	(2,231)		(624)
Other liabilities	(75)		(1,111)
Purchase price	$ 67,688		$ 125,954

Acquisitions - Purchase Price (

Acquisitions - Purchase Price (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - Assets or stock of multiple dealership locations acquired during the first quarters of 2015 and 2016 - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Acquisitions
Purchase Price	$ 67,688	$ 125,954
Purchase price holdback included in other long-term liabilities		(1,500)
Inventory purchases financed via floor plan	(22,265)	(59,794)
Cash payment net of holdback and floor plan financing	$ 45,423	$ 64,660

Acquisitions - Pro Forma Inform

Acquisitions - Pro Forma Information (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - Assets or stock of multiple dealership locations acquired during the first quarters of 2015 and 2016 - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Acquisitions
Revenue	$ 258.6	$ 179.4
Pre-tax income	$ 6.7	$ 6

Member Unit Redemption (Details

Member Unit Redemption (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($)	Apr. 06, 2016	Sep. 30, 2016
Membership units
Profit Units redeemed		$ 16,940,000
Board of Directors Chairman
Membership units
Profit Units redeemed (in shares)	1,763
Profit Units redeemed	$ 17,000,000
Profit Units redeemed, cash portion	13,000,000
Equity based compensation expense	60,200
Board of Directors Chairman | Notes Payable, Other Payables | Note Payable to Board of Directors Chairman and Chief Executive Officer
Membership units
Profit Units redeemed, note payable portion	$ 4,000,000
Interest rate (as a percent)	3.00%
Principal payment	$ 1,500,000
Principal payment frequency	May 1, 2016 and June 1, 2016

AutoMatch Distribution (Details

AutoMatch Distribution (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	Sep. 21, 2016	Sep. 07, 2016	Jun. 17, 2016	Jun. 13, 2016	Sep. 30, 2016	Sep. 30, 2015
Membership units
Non-cash distribution declared					$ 38,838
Cash distribution declared					197,782
Cash distribution to members	$ 100,000				$ 214,782	$ 206,139
AutoMatch Distribution
Membership units
Distribution declared				$ 42,700
Non-cash distribution declared				38,800
Cash distribution declared		$ 1,600		$ 3,800
Cash distribution to members		$ 200	$ 3,600
Transition service agreement period (in days)				120 days

Segments Information - General

Segments Information - General Information (Details) - CWGS Enterprises, LLC and Subsidiaries - 9 months ended Sep. 30, 2016	segment	item
CWGS Enterprises, LLC and Subsidiaries
Segments Information
Number of reportable segments	2	2

Segments Information - Revenue

Segments Information - Revenue (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Segments Information
Revenue	$ 1,005,987	$ 961,966	$ 2,900,094	$ 2,676,853
Consumer Services and Plans
Segments Information
Revenue	45,442	40,902	135,868	127,747
Retail
Segments Information
Revenue	$ 960,545	$ 921,064	$ 2,764,226	$ 2,549,106

Segments Information - Segment

Segments Information - Segment Income (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Segments Information
Total segment income	$ 87,003	$ 76,076	$ 245,751	$ 219,717
Selling, general, and administrative expense	(188,858)	(176,466)	(544,954)	(492,345)
Depreciation and amortization	(6,219)	(6,387)	(18,144)	(17,785)
Other interest expense, net	(12,715)	(14,414)	(38,040)	(40,776)
Other income (expense)		1	(2)	1
Income before income taxes	69,966	58,650	192,858	169,548
Operating Segments
Segments Information
Total segment income	89,911	80,114	251,464	230,136
Other interest expense, net	(1,486)	(4,305)	(4,262)	(11,427)
Corporate, Non-Segment
Segments Information
Selling, general, and administrative expense	(1,011)	(664)	(2,420)	(2,028)
Other interest expense, net	(11,229)	(10,109)	(33,778)	(29,349)
Consumer Services and Plans
Segments Information
Depreciation and amortization	(926)	(917)	(2,777)	(2,706)
Consumer Services and Plans | Operating Segments
Segments Information
Total segment income	19,847	18,210	63,948	58,476
Other interest expense, net	(4)	(7)	(12)	(26)
Retail
Segments Information
Depreciation and amortization	(5,293)	(5,470)	(15,367)	(15,079)
Retail | Operating Segments
Segments Information
Total segment income	70,064	61,904	187,516	171,660
Other interest expense, net	$ (1,482)	$ (4,298)	$ (4,250)	$ (11,401)

Segments Information - Deprecia

Segments Information - Depreciation and Amortization (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Segments Information
Depreciation and amortization	$ 6,219	$ 6,387	$ 18,144	$ 17,785
Consumer Services and Plans
Segments Information
Depreciation and amortization	926	917	2,777	2,706
Retail
Segments Information
Depreciation and amortization	$ 5,293	$ 5,470	$ 15,367	$ 15,079

Segments Information - Other In

Segments Information - Other Interest Expense, Net (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Segments Information
Other interest expense, net	$ 12,715	$ 14,414	$ 38,040	$ 40,776
Operating Segments
Segments Information
Other interest expense, net	1,486	4,305	4,262	11,427
Corporate, Non-Segment
Segments Information
Other interest expense, net	11,229	10,109	33,778	29,349
Consumer Services and Plans | Operating Segments
Segments Information
Other interest expense, net	4	7	12	26
Retail | Operating Segments
Segments Information
Other interest expense, net	$ 1,482	$ 4,298	$ 4,250	$ 11,401

Earnings Per Unit (Details) - C

Earnings Per Unit (Details) - CWGS Enterprises, LLC and Subsidiaries - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ / shares in Units, $ in Thousands	Oct. 06, 2016	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Numerator:
Net income		$ 67,678	$ 57,505	$ 188,220	$ 166,195
Denominator:
Pro forma weighted average units outstanding - basic		71,899,630	71,899,630	71,899,630	71,899,630
Potential dilutive securities				0
Pro Forma Weighted average units outstanding - diluted		71,899,630	71,899,630	71,899,630	71,899,630
Pro Forma Earnings per unit - basic		$ 0.94	$ 0.80	$ 2.62	$ 2.31
Pro Forma Earnings per unit - diluted		$ 0.94	$ 0.80	$ 2.62	$ 2.31
Subsequent Event
Units issued in exchange	71,899,630

Subsequent Events (Details) - C

Subsequent Events (Details) - CWGS Enterprises, LLC and Subsidiaries - USD ($) $ / shares in Units, $ in Thousands	Nov. 09, 2016	Nov. 08, 2016	Nov. 04, 2016	Oct. 13, 2016	Oct. 06, 2016	Sep. 30, 2016	Sep. 30, 2015	Sep. 21, 2016	Nov. 20, 2013
CWGS Enterprises, LLC and Subsidiaries
Repayment of term loan facility						$ 43,615	$ 26,627
Subsequent Event | IPO | Stock options
Granted (in shares)				1,134,809
Subsequent Event | IPO | Restricted Stock Units (RSUs)
Granted (in shares)				145,282
Subsequent Event | IPO | Common Class A
Shares issued (in shares)				11,363,636
Price per share (in shares)				$ 22
Proceeds from initial public offering, net of underwriting discounts and commissions				$ 233,400
Units issued in exchange				11,363,636
Subsequent Event | Over-Allotment Option | Common Class A
Shares issued (in shares)	508,564
Proceeds from initial public offering, net of underwriting discounts and commissions	$ 10,400
Units issued in exchange	508,564
Subsequent Event | CWGS Enterprises, LLC and Subsidiaries
Units issued in exchange					71,899,630
Subsequent Event | CWGS Enterprises, LLC and Subsidiaries | CWH BR LLC
Units held	18,935,916
Interest (as a percent)	22.60%
Subsequent Event | CWGS Enterprises, LLC and Subsidiaries | Common Class A | 2016 Plan
Granted (in shares)					14,693,518
Subsequent Event | CWGS Enterprises, LLC and Subsidiaries | Common Class A | 2016 Plan | Stock options
Granted (in shares)					1,134,809
Subsequent Event | CWGS Enterprises, LLC and Subsidiaries | Common Class A | 2016 Plan | Restricted Stock Units (RSUs)
Granted (in shares)					145,282
Subsequent Event | CWGS Enterprises, LLC and Subsidiaries | IPO | Common Class A
Units issued in exchange				11,363,636
Subsequent Event | CWGS Enterprises, LLC and Subsidiaries | Over-Allotment Option | Common Class A
Shares issued (in shares)	508,564
Proceeds from initial public offering, net of underwriting discounts and commissions	$ 10,400
Units issued in exchange	508,564			11,363,636
Existing Senior Secured Credit Facility, Term Loan Facility | Subsequent Event | CWGS Enterprises, LLC and Subsidiaries
Repayment of term loan facility			$ 200,400
Secured Debt | New Senior Secured Credit Facility | Subsequent Event | CWGS Enterprises, LLC and Subsidiaries | Line of Credit
Maximum borrowing capacity		$ 680,000
Secured Debt | New Senior Secured Credit Facility Term Loan Facility | Subsequent Event | CWGS Enterprises, LLC and Subsidiaries | Line of Credit
Maximum borrowing capacity		$ 645,000
Term		7 years
Secured Debt | New Senior Secured Credit Facility Revolving Credit Facility | Subsequent Event | CWGS Enterprises, LLC and Subsidiaries | Revolving Credit Facility
Maximum borrowing capacity		$ 35,000
Term		5 years
Secured Debt | Exisiting Senior Secured Credit Facility | CWGS Enterprises, LLC and Subsidiaries | Line of Credit
Maximum borrowing capacity									$ 545,000
Secured Debt | Existing Senior Secured Credit Facility, Term Loan Facility | CWGS Enterprises, LLC and Subsidiaries | Line of Credit
Maximum borrowing capacity								$ 828,200	525,000
Secured Debt | Existing Senior Secured Credit Facility, Revolving Credit Facility | CWGS Enterprises, LLC and Subsidiaries | Revolving Credit Facility
Maximum borrowing capacity									$ 20,000
London Interbank Offered Rate (LIBOR) | New Senior Secured Credit Facility Revolving Credit Facility | Subsequent Event | CWGS Enterprises, LLC and Subsidiaries | Revolving Credit Facility
Variable rate spread (as a percent)		3.50%
London Interbank Offered Rate (LIBOR) | Secured Debt | New Senior Secured Credit Facility Term Loan Facility | Subsequent Event | CWGS Enterprises, LLC and Subsidiaries | Line of Credit
Variable rate spread (as a percent)		3.75%
Variable rate basis floor (as a percent)		0.75%
Mandatory amortization of new credit facility (as a percent)		1.00%