Filing Details
- Accession Number:
- 0000950103-17-010620
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2017-11-01 11:16:25
- Reporting Period:
- 2017-10-30
- Accepted Time:
- 2017-11-01 11:16:25
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1669779 | Camping World Holdings Inc. | CWH | () | 4 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1158783 | Jeffrey Marcus | C/O Crestview Advisors, L.l.c. 667 Madison Avenue, 10Th Floor New York NY 10065 | Yes | No | No | No | |
1505639 | Crestview Partners Ii Gp, L.p. | C/O Crestview Partners 667 Madison Avenue, 10Th Floor New York NY 10065 | Yes | No | Yes | No | |
1559054 | Crestview Advisors, L.l.c. | C/O Crestview Partners 667 Madison Avenue, 10Th Floor New York NY 10065 | Yes | No | Yes | No | |
1608356 | P Brian Cassidy | C/O Crestview Advisors, L.l.c. 667 Madison Avenue, 10Th Floor New York NY 10065 | Yes | No | No | No | |
1686762 | Cvrv Acquisition Llc | C/O Crestview Partners 667 Madison Avenue, 10Th Floor New York NY 10065 | Yes | No | Yes | No | |
1686765 | Cvrv Acquisition Ii Llc | C/O Crestview Partners 667 Madison Avenue, 10Th Floor New York NY 10065 | Yes | No | Yes | No | |
1693578 | G. Daniel Kilpatrick | C/O Crestview Advisors, L.l.c. 667 Madison Avenue, 10Th Floor New York NY 10065 | Yes | No | No | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Class A Common Stock | Acquisiton | 2017-10-30 | 4,715,529 | $0.00 | 10,448,125 | No | 4 | C | Indirect | See Footnotes |
Class B Common Stock | Disposition | 2017-10-30 | 4,715,529 | $0.00 | 16,259,561 | No | 4 | D | Indirect | See Footnotes |
Class A Common Stock | Disposition | 2017-10-30 | 6,000,000 | $40.50 | 4,448,125 | No | 4 | S | Indirect | See Footnotes |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | C | Indirect | See Footnotes |
No | 4 | D | Indirect | See Footnotes |
No | 4 | S | Indirect | See Footnotes |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Class A Common Stock | Common LLC Units | Disposition | 2017-10-30 | 4,715,529 | $0.00 | 4,715,529 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
16,259,561 | No | 4 | C | Indirect |
Footnotes
- Reflects the redemption (the "Redemption") by the Reporting Persons of Common LLC Units ("Units") of CWGS Enterprises, LLC, a direct subsidiary of the Issuer, directly owned by CVRV Acquisition LLC in exchange for newly-issued shares of Class A Common Stock of the Issuer ("Class A Shares") on a one-for-one basis.
- Reflects the cancellation for no consideration of a number shares of Class B Common Stock of the Issuer ("Class B Shares") directly owned by CVRV Acquisition LLC equal to the number of Units redeemed by the Reporting Persons pursuant to their terms in connection with the Redemption.
- Reflects the number of Class A Shares sold by the Reporting Persons pursuant to a secondary offering of the Issuer which closed on October 30, 2017.
- Reflects (i) Class A Shares directly owned by CVRV Acquisition II LLC, (ii) 19,153 Class A Shares underlying awards of restricted stock units ("RSUs") previously granted to Jeffrey A. Marcus, Brian P. Cassidy and Daniel G. Kilpatrick (each, a "Crestview Director"), in the aggregate, under the Issuer's 2016 Incentive Award Plan ("2016 Plan") (each Crestview Director has assigned all rights, title and interest in the Class A Shares underlying such RSUs to Crestview Advisors, L.L.C.) and (iii) 2,467 Class A Shares held by Crestview Advisors, L.L.C. that were delivered upon the vesting of RSUs previously granted under the 2016 Plan to certain of the Crestview Directors.
- Represents Class B Shares directly owned by CVRV Acquisition LLC.
- Represents Units directly owned by CVRV Acquisition LLC. The Units are redeemable at any time by the Reporting Person for, at the election of the Issuer, newly-issued Class A Shares on a one-for-one basis or a cash payment equal to the volume weighted average market price of one Class A Share for each Unit redeemed. Upon the redemption of any Units, a number of Class B Shares equal to the number of Units that are redeemed will be cancelled by the Issuer for no consideration.
- Crestview Partners II GP, L.P., is the general partner of each of (i) Crestview Partners II, L.P. and Crestview Partners II (FF), L.P., each of which are members of CVRV Acquisition LLC and (ii) Crestview Partners II (TE), L.P., Crestview Offshore Holdings II (Cayman), L.P., Crestview Offshore Holdings II (FF Cayman), L.P. and Crestview Offshore Holdings II (892 Cayman), L.P., each of which is a member of CVRV Acquisition II LLC. Crestview Advisors, L.L.C. provides investment advisory and management services to certain of the foregoing entities.
- Each of Crestview Partners II GP, L.P., Crestview Partners II, L.P. and Crestview Partners II (FF), L.P. may be deemed to have beneficial ownership of the Class B Shares and the Units that are directly owned by CVRV Acquisition LLC. Each of Crestview Partners II GP, L.P., Crestview Partners II (TE), L.P., Crestview Offshore Holdings II (Cayman), L.P., Crestview Offshore Holdings II (FF Cayman), L.P. and Crestview Offshore Holdings II (892 Cayman), L.P. may be deemed to have beneficial ownership of the Class A Shares directly owned by CVRV Acquisition II LLC.
- Jeffrey A. Marcus, Brian P. Cassidy and Daniel G. Kilpatrick are each members of the Issuer's board of directors. Messrs. Marcus and Cassidy are Partners of Crestview, L.L.C. (which is the general partner of Crestview Partners II GP, L.P.) and Partners of Crestview Advisors, L.L.C. Mr. Kilpatrick is a Principal of Crestview Advisors, L.L.C.
- Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.