Camping World Holdings, Inc.
For the period ended Dec 31, 2025. Filed Feb 27, 2026.
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FY2025 · Filed Feb 27, 2026
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Report of Independent Registered Public Accounting Firm
To the stockholders and the Board of Directors of Camping World Holdings, Inc. and subsidiaries
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Camping World Holdings, Inc. and subsidiaries (the "Company") as of December 31, 2025 and 2024, the related consolidated statements of operations, stockholders' equity, and cash flows, for each of the three years in the period ended December 31, 2025, and the related notes and the schedules listed in the Index at Item 15(a)(1) (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2025, based on criteria established inInternal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 27, 2026, expressed an unqualified opinion on the Company's internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Revenue Recognition — Chargebacks related to Extended Service Contracts and Other Insurance Products - Refer to Note 1 to the consolidated financial statements
Critical Audit Matter Description
The Company acts as an agent in selling certain extended service contracts and other insurance products (“insurance product contracts”) with multi-year terms to customers on behalf of third-party insurance providers. The proceeds the Company receives for selling insurance product contracts are subject to chargebacks if the customer terminates the respective contract earlier than a stated period. The proceeds are therefore considered variable consideration and recorded net of estimated chargebacks. The Company estimates chargebacks by developing an estimate of ultimate future cancellation rates using a combination of actuarial methods which leverage the Company’s historical chargeback experience.
Given the judgment involved in developing an estimate of ultimate future cancellation rates used to estimate the amount of chargebacks, auditing this assumption required a high degree of auditor judgment, including the use of our actuarial specialists, in performing audit procedures to evaluate the reasonableness of management’s estimate. Therefore, we identified this as a critical audit matter.
Our audit procedures related to the ultimate future cancellation rates used to estimate the chargebacks included the following, among others:
· Testing the design, implementation and operating effectiveness of controls over the calculation of the chargebacks, which includes the estimation of future cancellation rates.
· Inspecting standard insurance product contracts for each contract type to evaluate whether the arrangements in effect were consistent with the assumptions used to calculate the chargebacks.
· Testing the underlying data that served as the basis for the actuarial analyses, to evaluate whether the inputs to the actuarial estimate were accurate and complete.
· We used the assistance of our actuarial specialists in:
· Developing a range of the chargebacks based on independently estimated ultimate future cancellation rates, which we compared to the chargebacks estimated by management.
· Evaluating the Company’s ability to estimate the ultimate future cancellation rates by comparing its historical estimates to actual chargeback payments.
Long-Lived Asset Impairment — Refer to Notes 1 and 5 to the consolidated financial statements
CriticalAudit Matter Description
The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Its long-lived asset groups exist predominantly at the individual location level and the associated impairment analysis involves the comparison of an asset group’s estimated future undiscounted cash flows over its remaining useful life to its respective carrying value, which primarily includes furniture, equipment, leasehold improvements, and operating lease assets for leased properties or furniture, equipment, land, and buildings for owned properties.
Management exercises significant judgment in identifying whether events or changes in circumstances indicate that an asset group’s long-lived asset carrying amount may not be recoverable and in the estimation of an asset group’s future cash flows. As a result, a high degree of auditor judgment and an increased extent of effort is
required in performing audit procedures to evaluate the reasonableness of management’s judgements and estimates. Therefore, we have identified this as a critical audit matter.
Our audit procedures related to management’s identification of impairment indicators and estimation of an asset group’s future cash flows included the following, among others:
· Testing the design, implementation and operating effectiveness of controls over i) the identification of impairment indicators of long-lived asset groups and ii) the estimation of future cash flows for asset groups that had impairment indicators.
· Evaluating the methodology and assumptions used by management to identify impairment indicators by:
· Inspecting the Company’s impairment indicator analysis to determine if contradictory evidence existed as to the completeness of the population of potentially impaired individual locations.
· Evaluating the completeness and accuracy of long-lived assets attributable to individual asset groups, as well as the identification of individual location level cash flows attributable to each asset group.
· Comparing individual location-level current and historical operating results to the general ledger to assess the accuracy and completeness of information used.
· Reading board of director meeting minutes, while considering available industry information and macroeconomic trends.
· Evaluating the reasonableness of the methodology used by management and the assumptions used in the estimation of future cash flows by performing the following procedures for selected individual locations:
· Evaluating management’s ability to accurately forecast revenue and EBITDAR (Earnings before Interest, Taxes, Depreciation, Amortization, and Rent) by comparing actual results to management’s historical forecasts.
· Comparing the minimum projected cash flows required to recover the carrying amount of the individual location level to historical chain-wide average cash flows for comparable locations with similar economic circumstances and relevant location characteristics.
· Analyzing the duration of projected cash flows used to assess individual location-level recoverability.
· Evaluating and auditing the projected cash flows by comparing projections to actual historical performance and industry information and evaluating the consistency of the projected cash flows with other relevant forecast information obtained in our audit, such as internal forecasts.
Goodwill Impairment — Refer to Notes 1 and 8 to the consolidated financial statements
Critical Audit Matter Description
The Company measures the fair value of the Recreational Vehicle “RV” and Outdoor Retail reporting unit (“Reporting Unit”) and compares it to the Reporting Unit’s carrying value to assess goodwill for impairment. The Reporting Unit fair value calculation requires significant management judgment and estimation utilizing both
the income and market approaches. The income approach requires the use of significant estimates and assumptions, including forecasted revenue and earnings before interest, taxes, depreciation, and amortization (“EBITDA”) projections and discount rates. The market approach requires significant assumptions related to the selection of comparable publicly traded companies (“peer group companies”) and the market multiples.
We identified the valuation of goodwill at the Reporting Unit as a critical audit matter because the Company’s estimate of the fair value of the Reporting Unit involved complex and subjective judgments. This required a high degree of auditor judgement and an increased extent of effort, including the need to involve our fair value specialists, when auditing management’s judgements related to (1) forecasts of revenue and EBITDA, (2) the selection of the market multiples related to peer group companies, and (3) the selection of the discount rates.
Our audit procedures related to the Company’s forecasts of revenue and EBITDA, the selected market multiples related to peer group companies, and the selected discount rates, included the following, among others:
· Testing the design, implementation and operating effectiveness of controls over the review of the goodwill impairment analysis, including those over the development of forecasts of the revenue and EBITDA business assumptions, the selected market multiples related to peer group companies, and the selected discount rates.
· Evaluating management’s ability to accurately forecast revenue and EBITDA by comparing actual results to management’s historical forecasts.
· Testing management’s forecasted revenue and EBITDA and evaluating the reasonableness by comparing the forecasts to historical results, third-party economic research, industry performance, and peer company performance.
· We evaluated, with the assistance of our fair value specialists, the (1) selection of market multiples and (2) discount rates utilized, by performing certain procedures, including:
· Testing the appropriateness of the Company’s selection of peer group companies and market multiples for comparability to the Reporting Unit.
· Testing the source information underlying the determination of the discount rates and the mathematical accuracy of the calculation.
· Developing independent ranges of discount rates and comparing the discount rates selected by management to these ranges.
/s/ Deloitte & Touche LLP
Chicago, Illinois
February 27, 2026
We have served as the Company's auditor since 2018.
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