Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Oct. 02, 2021 | Oct. 31, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Oct. 2, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | PGTI | |
Entity Registrant Name | PGT Innovations, Inc. | |
Entity Central Index Key | 0001354327 | |
Current Fiscal Year End Date | --01-01 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity File Number | 001-37971 | |
Entity Tax Identification Number | 20-0634715 | |
Entity Address, Address Line One | 1070 Technology Drive | |
Entity Address, City or Town | North Venice | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 34275 | |
City Area Code | 941 | |
Local Phone Number | 480-1600 | |
Entity Common Stock, Shares Outstanding | 59,627,698 | |
Title of 12(b) Security | Common stock, par value $0.01 per share | |
Security Exchange Name | NYSE | |
Entity Interactive Data Current | Yes | |
Entity Incorporation, State or Country Code | DE | |
Document Quarterly Report | true | |
Document Transition Report | false |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Income Statement [Abstract] | ||||
Net sales | $ 300,431 | $ 238,033 | $ 857,023 | $ 661,020 |
Cost of sales | 196,228 | 151,097 | 561,849 | 418,494 |
Gross profit | 104,203 | 86,936 | 295,174 | 242,526 |
Selling, general and administrative expenses | 78,595 | 56,659 | 224,106 | 164,848 |
Impairment of trade name | 8,000 | |||
Restructuring costs and charges | 321 | 4,227 | ||
Income from operations | 25,608 | 29,956 | 71,068 | 65,451 |
Interest expense, net | 7,686 | 6,954 | 22,968 | 20,979 |
Debt extinguishment costs | 25,472 | 25,472 | ||
Income (loss) before income taxes | (7,550) | 23,002 | 22,628 | 44,472 |
Income tax expense (benefit) | (2,410) | 5,680 | 4,260 | 9,351 |
Net income (loss) | (5,140) | 17,322 | 18,368 | 35,121 |
Less: Net income attributable to redeemable non-controlling interest | (677) | (1,656) | ||
Net income (loss) attributable to the Company | (5,817) | 17,322 | 16,712 | 35,121 |
Calculation of net income (loss) per common share attributable to common shareholders: | ||||
Net income (loss) attributable to the Company | (5,817) | 17,322 | 16,712 | 35,121 |
Change in redemption value of redeemable non-controlling interest | (965) | 0 | (4,528) | 0 |
Net income (loss) attributable to common shareholders | $ (6,782) | $ 17,322 | $ 12,184 | $ 35,121 |
Net income (loss) per common share attributable to common shareholders: | ||||
Basic | $ (0.11) | $ 0.29 | $ 0.20 | $ 0.60 |
Diluted | $ (0.11) | $ 0.29 | $ 0.20 | $ 0.59 |
Weighted average number of common shares outstanding: | ||||
Basic | 59,590 | 58,963 | 59,475 | 58,858 |
Diluted | 59,590 | 59,442 | 60,035 | 59,291 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (5,140) | $ 17,322 | $ 18,368 | $ 35,121 |
Other comprehensive income (loss) before tax: | ||||
Change in fair value of derivatives | 6,549 | 1,563 | 23,910 | (2,120) |
Reclassification to earnings | (6,696) | 532 | (12,604) | 2,737 |
Other comprehensive income (loss) before tax | (147) | 2,095 | 11,306 | 617 |
Income tax expense (benefit) related to other comprehensive income | (37) | 524 | 2,806 | 154 |
Other comprehensive income (loss), net of tax | (110) | 1,571 | 8,500 | 463 |
Comprehensive income (loss) | (5,250) | 18,893 | 26,868 | 35,584 |
Less: Comprehensive income attributable to redeemable non-controlling interest | (677) | (1,656) | ||
Comprehensive income (loss) attributable to the Company | $ (5,927) | $ 18,893 | $ 25,212 | $ 35,584 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Oct. 02, 2021 | Jan. 02, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 114,718 | $ 100,320 |
Accounts receivable, net | 142,744 | 92,844 |
Inventories | 79,249 | 60,317 |
Contract assets, net | 54,004 | 28,723 |
Prepaid expenses | 11,847 | 8,357 |
Other current assets | 29,085 | 11,111 |
Total current assets | 431,647 | 301,672 |
Property, plant and equipment, net | 162,557 | 135,155 |
Operating lease right-of-use asset, net | 76,883 | 38,567 |
Intangible assets, net | 319,433 | 256,507 |
Goodwill | 362,025 | 329,695 |
Other assets, net | 3,724 | 925 |
Total assets | 1,356,269 | 1,062,521 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 116,244 | 84,344 |
Current portion of operating lease liability | 11,227 | 6,132 |
Total current liabilities | 127,471 | 90,476 |
Long-term debt | 565,665 | 412,098 |
Operating lease liability, less current portion | 71,096 | 35,130 |
Deferred income taxes | 31,135 | 28,329 |
Other liabilities | 9,410 | 11,354 |
Total liabilities | 804,777 | 577,387 |
Redeemable non-controlling interest | 34,648 | |
Shareholders' equity: | ||
Preferred stock; par value $.01 per share; 10,000 shares authorized; no shares outstanding | ||
Common stock; par value $.01 per share; 200,000 shares authorized; 63,535 and 62,542 shares issued and 59,612 and 58,999 shares outstanding at October 2, 2021 and January 2, 2021, respectively | 635 | 625 |
Additional paid-in-capital | 431,407 | 420,202 |
Accumulated other comprehensive income | 11,220 | 2,720 |
Retained earnings | 91,871 | 79,896 |
Treasury stock at cost | (18,289) | (18,309) |
Total shareholders' equity | 516,844 | 485,134 |
Total liabilities, redeemable non-controlling interest and shareholders' equity | $ 1,356,269 | $ 1,062,521 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Oct. 02, 2021 | Jan. 02, 2021 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, Shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, Shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 63,535,000 | 62,542,000 |
Common stock, shares outstanding | 59,612,000 | 58,999,000 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 02, 2021 | Oct. 03, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 18,368 | $ 35,121 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Depreciation | 22,290 | 17,561 |
Amortization | 15,174 | 14,124 |
Impairment of trade name | 8,000 | |
Non-cash portion of restructuring costs and charges | 2,442 | |
Provision for allowance for doubtful accounts | 3,309 | 1,057 |
Stock-based compensation | 5,748 | 4,369 |
Amortization of deferred financing costs, debt discount and premium | 674 | 925 |
Debt extinguishment costs, including call premium classified as financing activity | 25,472 | |
Loss (gain) on sales of assets | 105 | (125) |
Change in operating assets and liabilities (net of effects of acquisition): | ||
Accounts receivable | (45,997) | (20,532) |
Inventories | (11,607) | (9,060) |
Contract assets, net, prepaid expenses, other current and other assets | (22,843) | (9,867) |
Accounts payable, accrued and other liabilities | 9,074 | 21,406 |
Net cash provided by operating activities | 19,767 | 65,421 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (25,663) | (15,378) |
Acquisition of businesses | (106,480) | (90,368) |
Proceeds from sales of assets | 183 | 651 |
Net cash used in investing activities | (131,960) | (105,095) |
Cash flows from financing activities: | ||
Proceeds from issuance of senior notes | 638,300 | 53,188 |
Payments of senior notes | (425,000) | |
Payment of call premium on redemption of senior notes | (21,518) | |
Payments of term loan debt | (54,000) | (10,000) |
Payments of financing costs | (10,361) | (1,266) |
Purchases of common stock relating to tax withholdings on employee equity awards | (1,159) | (815) |
Proceeds from exercise of stock options | 138 | 549 |
Proceeds from issuance of common stock under employee stock purchase plan (ESPP) | 191 | 119 |
Net cash provided by financing activities | 126,591 | 41,775 |
Net decrease in cash and cash equivalents | 14,398 | 2,101 |
Cash and cash equivalents at beginning of period | 100,320 | 97,243 |
Cash and cash equivalents at end of period | 114,718 | 99,344 |
Non-cash activity: | ||
Issuance of common stock in Eco Acquisition | 6,108 | |
Establish right-of-use asset | 47,838 | 17,917 |
Establish operating lease liability | (47,838) | (17,917) |
Property, plant and equipment additions in accounts payable | $ 268 | $ 326 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Retained Earnings [Member] | Treasury Stock [Member] |
Beginning Balance at Dec. 28, 2019 | $ 431,548 | $ 619 | $ 414,688 | $ (238) | $ 34,788 | $ (18,309) |
Beginning Balance, Shares at Dec. 28, 2019 | 58,504,734 | |||||
Vesting of restricted stock, Shares | 219,977 | |||||
Grants of restricted stock | $ 6 | (6) | ||||
Forfeitures of restricted stock | $ (2) | 2 | ||||
Purchases of treasury stock | (815) | (815) | ||||
Purchases of treasury stock, Shares | (51,479) | |||||
Retirement of treasury stock | $ (1) | (814) | 815 | |||
Stock-based compensation | 4,369 | 4,369 | ||||
Exercise of stock options | 549 | $ 3 | 546 | |||
Exercise of stock options, Shares | 274,353 | |||||
Common stock issued under ESPP | 119 | 119 | ||||
Common stock issued under ESPP, Shares | 15,191 | |||||
Net income (loss) attributable to the Company | 35,121 | 35,121 | ||||
Change in redemption value of redeemable non-controlling interest | 0 | |||||
Other comprehensive income (loss) | 463 | 463 | ||||
Ending Balance at Oct. 03, 2020 | 471,354 | $ 625 | 418,904 | 225 | 69,909 | (18,309) |
Ending Balance, Shares at Oct. 03, 2020 | 58,962,776 | |||||
Beginning Balance at Jul. 04, 2020 | 451,010 | $ 626 | 417,452 | (1,346) | 52,587 | (18,309) |
Beginning Balance, Shares at Jul. 04, 2020 | 58,962,776 | |||||
Forfeitures of restricted stock | $ (1) | 1 | ||||
Stock-based compensation | 1,451 | 1,451 | ||||
Net income (loss) attributable to the Company | 17,322 | 17,322 | ||||
Change in redemption value of redeemable non-controlling interest | 0 | |||||
Other comprehensive income (loss) | 1,571 | 1,571 | ||||
Ending Balance at Oct. 03, 2020 | 471,354 | $ 625 | 418,904 | 225 | 69,909 | (18,309) |
Ending Balance, Shares at Oct. 03, 2020 | 58,962,776 | |||||
Beginning Balance at Jan. 02, 2021 | 485,134 | $ 625 | 420,202 | 2,720 | 79,896 | (18,309) |
Beginning Balance, Shares at Jan. 02, 2021 | 58,998,711 | |||||
Vesting of restricted stock, Shares | 221,724 | |||||
Grants of restricted stock | $ 7 | (7) | ||||
Forfeitures of restricted stock | $ (1) | 1 | ||||
Issuance of treasury stock | (20) | 20 | ||||
Issuance of treasury stock, Shares | 4,600 | |||||
Purchases of treasury stock | (1,159) | (1,159) | ||||
Purchases of treasury stock, Shares | (50,266) | |||||
Retirement of treasury stock | $ (1) | (969) | (189) | 1,159 | ||
Stock-based compensation | 5,748 | 5,748 | ||||
Issuance in acquisition of Eco | 6,108 | $ 4 | 6,104 | |||
Issuance in acquisition of Eco, Shares | 357,797 | |||||
Exercise of stock options | 138 | $ 1 | 137 | |||
Exercise of stock options, Shares | 67,797 | |||||
Common stock issued under ESPP | 191 | 191 | ||||
Common stock issued under ESPP, Shares | 12,024 | |||||
Net income (loss) attributable to the Company | 16,712 | 16,712 | ||||
Change in redemption value of redeemable non-controlling interest | (4,528) | (4,528) | ||||
Other comprehensive income (loss) | 8,500 | 8,500 | ||||
Ending Balance at Oct. 02, 2021 | 516,844 | $ 635 | 431,407 | 11,220 | 91,871 | (18,289) |
Ending Balance, Shares at Oct. 02, 2021 | 59,612,387 | |||||
Beginning Balance at Jul. 03, 2021 | 521,622 | $ 632 | 429,268 | 11,330 | 98,681 | (18,289) |
Beginning Balance, Shares at Jul. 03, 2021 | 59,587,128 | |||||
Vesting of restricted stock, Shares | 32,258 | |||||
Grants of restricted stock | $ 4 | (4) | ||||
Purchases of treasury stock | (154) | (154) | ||||
Purchases of treasury stock, Shares | (7,852) | |||||
Retirement of treasury stock | $ (1) | (125) | (28) | 154 | ||
Stock-based compensation | 2,254 | 2,254 | ||||
Common stock issued under ESPP | 14 | 14 | ||||
Common stock issued under ESPP, Shares | 853 | |||||
Net income (loss) attributable to the Company | (5,817) | (5,817) | ||||
Change in redemption value of redeemable non-controlling interest | (965) | (965) | ||||
Other comprehensive income (loss) | (110) | (110) | ||||
Ending Balance at Oct. 02, 2021 | $ 516,844 | $ 635 | $ 431,407 | $ 11,220 | $ 91,871 | $ (18,289) |
Ending Balance, Shares at Oct. 02, 2021 | 59,612,387 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Shareholders' Equity (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Statement Of Stockholders Equity [Abstract] | ||||
Income tax (benefit) expense related to components of other comprehensive income (loss) | $ (37) | $ 524 | $ 2,806 | $ 154 |
Description of Business and Bas
Description of Business and Basis of Presentation | 9 Months Ended |
Oct. 02, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | NOTE 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION About PGT Innovations, Inc. The accompanying unaudited condensed consolidated financial statements include the accounts of PGT Innovations, Inc. and its direct and indirect wholly-owned subsidiaries, including, PGT Industries, Inc., CGI Windows and Doors Holdings, Inc. (“CGI”), CGI Commercial, Inc. (“CGIC”), WinDoor, Incorporated, Coyote Acquisition Co., WWS Acquisition LLC (“WWS”), and with their acquisition by PGT Innovations, Inc. effective on February 1, 2020, NewSouth Window Solutions LLC, and NewSouth Window Solutions of Orlando LLC (together “NewSouth”), as well as, as of and for the period from February 1, 2021 through October 2, 2021, the accounts of Eco Enterprises, LLC (formerly New Eco Windows Holding, LLC), and its subsidiaries Eco Windows Systems, LLC, Eco Glass Production, LLC, and Unity Windows, LLC (together “Eco”), relating to our acquisition of a 75 % ownership stake in Eco Enterprises on February 1, 2021 (the “Eco Acquisition”), after elimination of intercompany accounts and transactions (collectively, the “Company”). See Note 6 for discussions of our recent acquisitions. See Note 18, Subsequent Events, for discussion of our acquisition of Anlin Windows & Doors ("Anlin Acquisition"), which closed on October 25, 2021. PGT Innovations, Inc. (“PGTI,” “we,” or the “Company”), formerly named PGT, Inc., manufactures and supplies premium windows and doors. Our highly-engineered products can withstand some of the toughest weather conditions on earth and unify indoor/outdoor living spaces. We are also the nation’s largest manufacturer of impact-resistant windows and doors. Our family of brands include CGI®, PGT® Custom Windows & Doors, WinDoor®, Western Window Systems®, CGI Commercial®, Eze-Breeze®, NewSouth Window Solutions®, and Eco Windows Systems®. Our products other than NewSouth products are sold through an authorized dealer and distributor network. Our NewSouth products are sold directly to the end-user consumer through store-front locations throughout Florida, and through direct-to-homeowner door-to-door sales. We are also opening NewSouth store-front locations in other states as part of our strategy of expanding NewSouth’s geographic presence. The majority of our sales are to customers in the state of Florida, which further increased with our acquisition of Eco, but we sell products to customers in other states, including the western United States through WWS. We were incorporated in the state of Delaware on December 16, 2003, as JLL Window Holdings, Inc., with primary operations in North Venice, Florida. On February 15, 2006, our Company was renamed PGT, Inc. On December 14, 2016, we announced that we changed our name to PGT Innovations, Inc. and, effective on December 28, 2016, the listing of our common stock was transferred to the New York Stock Exchange (“NYSE”) from the NASDAQ Global Market (NASDAQ), and began trading on the NYSE under its existing ticker symbol of “PGTI”. We have six window manufacturing operations in Florida, one in Arizona, and one in California. Our manufacturing facilities in Florida include one in North Venice, four in the greater Miami area, which includes two as a result of our investment in Eco, and one in Tampa with the acquisition of NewSouth. Our Arizona operations are in Phoenix, and our California operations are in Clovis with the acquisition of Anlin. Regarding glass processing, we have two glass tempering and laminating plants and one insulation glass plant, all located in North Venice. Eco also has a glass processing facility in the greater Miami, Florida area. All references to PGTI or our Company apply to the consolidated financial statements of PGT Innovations, Inc. unless otherwise noted. COVID-19 Pandemic During March 2020, a global pandemic (the “Pandemic”) was declared by the World Health Organization related to the rapidly growing outbreak of a novel strain of coronavirus (“COVID-19”). The Pandemic has resulted in a significant number of infections, hospitalizations and deaths in several of our key markets, including Arizona, California, Florida and Texas. The Pandemic has significantly affected economic conditions in those markets, and in the United States in general, and internationally, including due to federal, state and local governments and employers reacting to the public health crisis with mitigation measures, and also due to the general fear and uncertainty created by the Pandemic, all of which has resulted in workforce, supply chain and production disruptions, along with reduced demand and spending in many industries and markets. Although many of the government-mandated restrictions on economic and social activities that were put in place as part of the initial response to the Pandemic have been lifted, and vaccines with high degrees of efficacy have been approved by the United States Food and Drug Administration, it is still uncertain when or if the nation-wide program of vaccination will result in herd immunity to COVID-19 in the United States or globally. This uncertainty is being impacted by several factors, including vaccine hesitancy or resistance, and the emergence of the highly-contagious strain of COVID-19 known as the Delta variant. As a result, it is still currently unclear when, or if, social, business, occupational, educational and economic conditions will return to pre-Pandemic conditions. The extent to which the continuing circumstances around the Pandemic could affect our future business, operations and financial results will depend upon numerous evolving factors that we are not able to accurately predict, including the timing of any relief that may come from the current program of nationwide vaccinations and its effect on the duration of the continuing economic and market disruptions related to the Pandemic, and whether such vaccines are effective against any current and new variants of coronavirus, and the nature, amounts and duration of any additional government stimulus measures designed to bolster the economy. As such, we continue to be unable to accurately predict the impact the Pandemic and the challenges it has created for the U.S. and global economies, will have on our financial performance and operations going forward due to numerous uncertainties, including the severity of the disease, the duration of the outbreak, when or if herd immunity is achieved in the United States, especially in our key markets, actions that may be taken by governmental authorities to attempt to control the Pandemic, the impact to our customers’ and suppliers’ businesses and other factors identified in Part I, Item 1A “Risk Factors” in our Annual Report on Form 10-K, filed with the United States Securities and Exchange Commission on March 2, 2021. We will continue to evaluate the nature and extent of the impact of the Pandemic to our business, consolidated results of operations, and financial condition. Basis of Presentation These condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all the information and footnotes required by United States Generally Accepted Accounting Principles (“GAAP”) for complete financial statements. Our condensed consolidated financial statements are unaudited; however, in the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the interim period are not necessarily indicative of the results that may be expected for the remainder of the current year or for any future periods. The Company’s fiscal first nine months in 2021 ended October 2, 2021, consisted of 39 weeks, and our fiscal first nine months in 2020 ended October 3, 2020, consisted of 40 weeks. The Company’s fiscal third quarter in 2021 ended October 2, 2021, consisted of 13 weeks, and our fiscal third quarter in 2020 ended October 3, 2020, also consisted of 13 weeks. The condensed consolidated balance sheet as of January 2, 2021, is derived from the audited consolidated financial statements, but does not include all disclosures required by GAAP. The condensed consolidated balance sheet as of January 2, 2021, and the unaudited condensed consolidated financial statements as of and for the periods ended October 2, 2021 and October 3, 2020, should be read in conjunction with the more detailed audited consolidated financial statements for the year ended January 2, 2021, included in the Company’s most recent Annual Report on Form 10-K. The accounting policies used in the preparation of these unaudited condensed consolidated financial statements are consistent with the accounting policies described in the Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K. The preparation of 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 revenues and expenses during the reporting period. Actual results could materially differ from those estimates. As described above, the extent to which the COVID-19 pandemic and resulting measures that may be taken by the Company and/or its customers or suppliers and/or by governmental entities will impact the Company's business will depend on future developments, which are highly uncertain and cannot be precisely predicted at this time. Management's estimates and assumptions are highly dependent on estimates of future developments and may change significantly in the future due to unforeseen direct and indirect impacts of the COVID-19 pandemic. We have two reportable segments: the Southeast segment and the Western segment. The Southeast reporting segment, which is also an operating segment, is composed of sales from our facilities in Florida. The Western reporting segment, also an operating segment, is composed of sales from our facility in Arizona. See Note 16 for segment disclosures. Recently Adopted Accounting Pronouncements Accounting for Income Taxes In December 2019, the FASB issued ASU 2019-12, “Simplifying the Accounting for Income Taxes.” ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles and also clarifies and amends existing guidance. This standard was effective beginning January 1, 2021. Early adoption was permitted. The adoption of this standard did not have any impact on our consolidated financial statements. Recently Issued Accounting Pronouncements Reference Rate Reform In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” and in March 2021, subsequent amendment to the initial guidance, ASU 2021-01, “Reference Rate Reform (Topic 848): Scope” (collectively, “Topic 848”). Topic 848 provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The guidance generally can be applied from March 12, 2020 through December 31, 2022. We are currently assessing the impacts of the practical expedients provided in Topic 848 and which, if any, we will adopt. |
Revenue Recognition and Contrac
Revenue Recognition and Contracts with Customers | 9 Months Ended |
Oct. 02, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition and Contracts with Customers | NOTE 2. REVENUE RECOGNITION AND CONTRACTS WITH CUSTOMERS Revenue Recognition Accounting Policy The Company primarily manufactures fully customized windows and doors based on design specifications, measurements, colors, finishes, framing materials, glass-types, and other options selected by the customer at the point in time an order is received. The Company has an enforceable right to payment at the time an order is received and accepted at the agreed-upon sales prices contained in our agreements with our customers for all manufacturing efforts expended on behalf of its customers. Due to the customized build-to-order nature of these products, the Company’s assessment is that the substantial portion of its finished goods and certain unused glass components have no alternative use, and that control of these products and components passes to the customer over time during the manufacturing of the products in an order, or upon our receipt of certain pre-cut glass components from our supplier attributed to specific customer orders. Based on these factors, the Company recognizes a substantial portion of revenue over time during the manufacturing process once customization begins, and for certain unused glass components on hand, at the end of a reporting period. Revenue on work-in-process at the end of a reporting period is recognized in proportion to costs incurred to total estimated cost of the product being manufactured. Except for the Western segment’s volume products, discussed in the section titled Disaggregation of Revenue from Contracts with Customers below, revenue recognized at a point in time is immaterial. Disaggregation of Revenue from Contracts with Customers As discussed in Note 1, we have two reportable segments: our Southeast segment and our Western segment. See Note 16 for more information. The following table provides information about our net sales by reporting segment, product category and market for the three and nine months ended October 2, 2021 and October 3, 2020: Three Months Ended Nine Months Ended October 2, October 3, October 2, October 3, Disaggregation of revenue (in millions) : 2021 2020 2021 2020 Reporting segment: Southeast $ 255.1 $ 203.7 $ 731.2 $ 560.2 Western 45.3 34.3 125.8 100.8 Total net sales $ 300.4 $ 238.0 $ 857.0 $ 661.0 Product category: Impact-resistant window and door products $ 207.8 $ 173.3 $ 596.7 $ 471.0 Non-impact window and door products 92.6 64.7 260.3 190.0 Total net sales $ 300.4 $ 238.0 $ 857.0 $ 661.0 Market: New construction $ 120.5 $ 102.0 $ 365.0 $ 305.1 Repair and remodel 179.9 136.0 492.0 355.9 Total net sales $ 300.4 $ 238.0 $ 857.0 $ 661.0 The Company’s Western segment includes both custom and volume products. This segment’s volume products are not made-to-order and are of standardized sizes and design specifications. Therefore, the Company’s assessment is that the Western segment’s volume products have alternative uses, and that control of these products passes to the customer at a point in time, which is typically when the product has been delivered to the customer. For the three months ended October 2, 2021 and October 3, 2020, the Western segment’s net sales of its volume products were $ 21.9 million and $ 12.6 million, respectively. For the nine months ended October 2, 2021 and October 3, 2020, the Western segment’s net sales of its volume products were $ 62.5 million and $ 39.0 million, respectively. Contract Balances Contract assets represent sales recognized in excess of billings related to finished goods not yet shipped and certain unused glass components not yet placed into the production process for which revenue is recognized over time as noted above. Contract liabilities relate to customer deposits at the end of reporting periods. At October 2, 2021 and January 2, 2021, those contract liabilities totaled $ 41.2 million and $ 22.8 million, respectively, of which $ 34.4 million and $ 18.1 million, respectively, are classified within accrued liabilities, and $ 6.8 million and $ 4.6 million, respectively, are classified as a reduction to the contract assets to which they relate. Contract assets, net, totaled $ 54.0 million at October 2, 2021 and $ 28.7 million at January 2, 2021, in the accompanying condensed consolidated balance sheets. Because of the short-term nature of our performance obligations, as discussed below, substantially all of our performance obligations are satisfied within the quarter following the end of a reporting period. As such, substantially all of the contract liabilities at January 2, 2021 were satisfied in the first quarter of 2021, and contract assets at January 2, 2021 were transferred to accounts receivable in the first quarter of 2021. Contract liabilities at October 2, 2021 represents cash received during the three-month period ended October 2, 2021, excluding amounts recognized as revenue during that period. Contract assets at October 2, 2021 represents revenue recognized during the three-month period ended October 2, 2021, excluding amounts transferred to accounts receivable during that period. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is defined as the unit of account. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue as the performance obligation is satisfied. Our contracts with our customers generally represent an approved purchase order together with our standard terms and conditions. Our custom product contracts include distinct goods that are substantially the same and have the same pattern of transfer to the customer over time, and therefore represent a series of distinct goods accounted for as a single performance obligation. For volume products, we allocate the contract’s transaction price to each distinct performance obligation based on the estimated relative standalone selling price of each distinct good. Observable standalone sales are used to determine the standalone selling price. Certain customers are eligible for rebates based on their volume or purchases during an annual period. Rebates are recorded as a reduction to sales and were immaterial in all periods presented. Performance obligations are satisfied over time, generally for our custom products, and as of a point in time for our volume products. Performance obligations are supported by contracts with customers, and we have elected not to disclose our unsatisfied performance obligations as of October 2, 2021 under the short-term contract exemption as we expect such performance obligations will be satisfied within the quarter following the end of a reporting period. On February 1, 2021 , we completed our investment in Eco. Eco’s contracts with customers include the manufacturing of goods and installation services related to those goods. Both the manufacturing of goods and installation services represent distinct and separate performance obligations of Eco. As the goods are custom in nature, and Eco ensures its ability to collect payment from the customer by collecting a substantial portion of the contract price before production begins, the performance obligations are satisfied over time, as opposed to a point in time. The contract transaction price is allocated to each performance obligation based on an estimate of stand-alone selling price. Because installation is performed shortly after completion of production, revenue on the total contract is recognized over a relatively short period of time. Policies Regarding Shipping and Handling Costs and Commissions on Contract Assets The Company has made a policy election to continue to recognize shipping and handling costs as a fulfillment activity. Treating shipping and handling as a fulfillment activity requires estimated shipping and handling costs for undelivered products and certain glass components on which we have recognized revenue and created a contract asset, to be accrued to match this cost with the recognized revenue. Sales taxes collected from customers are recorded on a net basis. The Company utilizes the practical expedient which permits the current expensing of costs to obtain a contract when the expected amortization period is one year or less, which typically results in expensing commissions paid to employees. We expense sales commissions paid to employees as sales are recognized, including sales from the creation of contract assets, as the expected amortization period is less than one year. Allowance for Credit Losses The Company adopted Accounting Standards Update (“ASU”) 2016-13 , “Financial Instruments – Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments” (“Topic 326”) on December 29, 2019 (the first day of our 2020 fiscal year). Topic 326 requires us to measure all expected credit losses for financial assets held at the reporting date based on an expected loss model which includes historical experience, current conditions, and reasonable and supportable forecasts. In the ordinary course of business, we extend credit to qualified dealers and distributors, generally on a non-collateralized basis. The Company maintains an allowance for credit losses which is based on management’s assessments of the amount which may become uncollectible in the future and is determined through consideration of our write-off history, specific identification of uncollectible accounts based in part on the customer’s past due balance (based on contractual terms), and consideration of prevailing economic and industry conditions, and may include anticipated unfavorable impacts of the COVID-19 pandemic on the businesses of our customers, such as dealers and distributors. As of October 2, 2021 and January 2, 2021, we had gross accounts receivable of $ 147.0 million and $ 96.6 million, respectively, and an allowance for credit losses of $ 4.3 million and $ 3.7 million, respectively. |
Warranty
Warranty | 9 Months Ended |
Oct. 02, 2021 | |
Guarantees And Product Warranties [Abstract] | |
Warranty | NOTE 3. WARRANTY Most of our manufactured products are sold with warranties. Warranty periods, which vary by product components, generally range from 1 to 10 years ; however, the warranty period for a limited number of specifically identified components in certain applications is a lifetime. The majority of the products sold have warranties on components which range from 1 to 3 years . The amount charged to expense for warranties is based on management’s assessment of the cost per service call and the number of service calls expected to be incurred to satisfy warranty obligations on the current net sales. During the three months ended October 2, 2021, we recorded warranty expense at a rate of approximately 1.9 % of sales, which was higher than the level as in the three months ended October 3, 2020 of 1.7 % of sales. During the nine months ended October 2, 2021, we recorded warranty expense at a rate of approximately 2.1 % of sales, which was higher than the nine months ended October 3, 2020 of 1.7 % of sales. The increase in our warranty expense rate in the three months ended October 2, 2021 compared to the three months ended October 3, 2020 is a result of costs associated with recent higher level of warranty repair experience on larger commercial projects than in the third quarter of 2020, which resulted in warranty costs incremental to those we would incur in the normal course of business. The increase in our warranty expense rate in the nine months ended October 2, 2021 compared to the nine months ended October 3, 2020 is a result of costs associated with the wind-down of the commercial business of NewSouth in the first quarter of 2021, which resulted in warranty costs incremental to those we would incur in the normal course of business. The following table summarizes current period charges, adjustments to previous estimates, as well as settlements, which represent actual costs incurred during the period for the three and nine months ended October 2, 2021 and October 3, 2020. The reserve is determined through specific identification and assessing our history. Expected future obligations are discounted to a current value using a risk-free rate for obligations with similar maturities. Of the accrued warranty reserve of $ 9.5 million at October 2, 2021, $ 7.8 million is classified within accrued expenses on the condensed consolidated balance sheet at October 2, 2021, with the remainder classified within other liabilities. Of the accrued warranty reserve of $ 8.0 million at January 2, 2021, $ 6.5 million is classified within accrued expenses on the condensed consolidated balance sheet at January 2, 2021, with the remainder classified within other liabilities. Beginning Acquisition- Charged End of Accrued Warranty of Period Related to Expense Adjustments Settlements Period (in thousands) Three months ended October 2, 2021 $ 9,459 $ 347 $ 5,706 $ ( 531 ) $ ( 5,505 ) $ 9,476 Three months ended October 3, 2020 $ 7,267 $ 918 $ 4,049 $ ( 3 ) $ ( 4,519 ) $ 7,712 Nine months ended October 2, 2021 $ 8,001 $ 536 $ 18,015 $ ( 890 ) $ ( 16,186 ) $ 9,476 Nine months ended October 3, 2020 $ 6,244 $ 2,510 $ 11,503 $ 30 $ ( 12,575 ) $ 7,712 |
Inventories
Inventories | 9 Months Ended |
Oct. 02, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | NOTE 4. INVENTORIES Inventories consist principally of raw materials purchased for the manufacture of our products. We have limited finished goods inventory since the substantial majority of our products are custom, made-to-order and the revenue on these products, as well as the related cost, has been fully recognized upon completion of the manufacturing process. Finished goods inventory and work-in-progress costs include direct materials, direct labor, and overhead. All inventories are stated at the lower of cost (first-in, first-out method) or net realizable value. Inventories consisted of the following: October 2, January 2, 2021 2021 (in thousands) Raw materials $ 70,585 $ 55,916 Work-in-progress 7,160 4,058 Finished goods 1,504 343 Inventories $ 79,249 $ 60,317 |
Stock Based Compensation
Stock Based Compensation | 9 Months Ended |
Oct. 02, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Based Compensation | NOTE 5. STOCK BASED-COMPENSATION We record stock compensation expense over an equity award’s vesting period based on the award’s fair value at the date of grant. We recorded compensation expense for stock-based awards of $ 2.3 million for the three months ended October 2, 2021, and $ 1.5 million for the three months ended October 3, 2020. We recorded compensation expense for stock-based awards of $ 5.7 million for the nine months ended October 2, 2021, and $ 4.4 million for the nine months ended October 3, 2020. As of October 2, 2021, there was $ 7.9 million in total unrecognized compensation cost related entirely to restricted share awards. These costs are expected to be recognized in earnings on an accelerated basis over the weighted average remaining vesting period of 1.6 years at October 2, 2021. Of the $ 2.3 million and $ 1.5 million in stock-based compensation expense in the three months ended October 2, 2021 and October 3, 2020, respectively, $ 1.9 million and $ 1.3 million, respectively, are classified within selling, general and administrative expense in the accompanying condensed consolidated statements of operations, with the remainders classified within cost of sales. Of the $ 5.7 million and $ 4.4 million in stock-based compensation expense in the nine months ended October 2, 2021 and October 3, 2020, respectively, $ 4.9 million and $ 3.9 million, respectively, are classified within selling, general and administrative expense in the accompanying condensed consolidated statements of operations, with the remainders classified within cost of sales. |
Acquisitions
Acquisitions | 9 Months Ended |
Oct. 02, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | NOTE 6. ACQUISITIONS CRI SOCAL, INC. On May 2, 2021, pursuant to an asset purchase agreement dated April 9, 2021, we acquired substantially all of the assets and assumed certain liabilities of CRi SoCal, Inc. (“CRi”), a California corporation doing business in California as Combined Resources (the “CRi Acquisition”). CRi is engaged in the sales, distribution and installation of window and door products, and related design services, to homebuilders in the residential new construction market from its leased facility in Rancho Santa Margarita, California. Until its acquisition by the Company, CRi was a customer of the Company’s western business unit. The fair value of consideration transferred in the acquisition of CRi totaled $ 12.5 million, and included $ 12.1 million in cash, funded from cash on hand, and $ 0.4 million in accounts receivable owed by CRi to the Company’s western business unit relating to sales prior to the acquisition, which are considered settled as a result of the acquisition. The purchase price is subject to change through a net working capital adjustment, currently being finalized. The preliminary estimated fair value of assets acquired and liabilities assumed totaled $ 17.6 million and $ 5.1 million, respectively, which included offsetting operating lease right of use assets and operating lease liabilities totaling $ 2.6 million. The estimated fair value of assets acquired also included current assets totaling $ 4.1 million, primarily accounts receivable, identifiable intangible assets totaling $ 6.4 million, goodwill of $ 4.3 million, all of which we believe is tax deductible, and a small amount of property and equipment. Liabilities assumed included the aforementioned operating lease liability, as well as a total of $ 2.5 million in trade accounts payable and customer deposits. Valuations of the intangible assets have been estimated using income and royalty relief approaches based on projections, which we consider to be Level 3 inputs, with the assistance of a third-party valuation firm. We believe goodwill in the acquisition relates to the expansion of our footprint in an existing market, in a way that we believe will enhance our long-term profitability in that market of our Western business. Sales from CRi included in the three and five-month post-acquisition period ended October 2, 2021 totaled $ 4.1 million and $ 7.2 million, respectively. CRi’s effect on consolidated net income was immaterial in the three and five-month post acquisition period ended October 2, 2021. Valuation of Identified Intangible Assets in the CRi Acquisition The valuation of the identifiable intangible assets acquired in the CRi Acquisition and our estimate of the respective useful life is as follows: Initial Preliminary Useful Life Valuation (in years) (in thousands) Trade name $ 800 indefinite Customer relationships 5,600 10 Intangible assets, net $ 6,400 ECO WINDOW SYSTEMS On February 1, 2021 , we completed the acquisition of a 75 % ownership stake in Eco Enterprises and its related companies, Eco Windows Systems, LLC, Eco Glass Production, LLC, and Unity Windows, LLC (together “Eco”). . Eco is a manufacturer and installer of aluminum, impact-resistant windows and doors, serving the South Florida region since 2009. Eco is headquartered in Medley, Florida, near Miami, Florida, and has three manufacturing locations in the region, including a glass processing facility. The fair value consideration for Eco was $ 100.5 million, including $ 94.4 million in cash, which was after adjustments in our favor totaling $ 5.6 million relating to working capital and customer deposits. These adjustments were agreed to and settled in the second quarter of 2021. The fair value of consideration also included PGT Innovations, Inc. common stock with a then estimated fair value of $ 6.1 million. The cash portion of the purchase price was financed by a second add-on issuance of $ 60.0 million aggregate principal amount of 6.75 % senior notes to the 2018 Senior Notes due 2026 on January 25, 2021 (the “Second Additional Senior Notes”), issued at 105.5 % of their principal amount, resulting in a premium to us of $ 3.3 million, together with cash on hand of $ 31.1 million. See Note 9 for a discussion of the Second Additional Senior Notes. The common stock portion of the purchase price was represented by the issuance of 357,797 shares of PGT Innovations, Inc. common stock on February 1, 2021, with a closing price value of $ 21.34 per share on that date, or approximately $ 7.6 million based on that price. However, the seller of Eco, who is also the holder of the 25 % redeemable non-controlling interest in Eco Enterprises, is restricted from selling these shares for a three-year period from the date of the acquisition. As such, we estimated that there was an approximately 20 % discount for the lack of marketability of the shares. The fair value of the redeemable non-controlling interest in the acquisition has been preliminarily estimated to be $ 28.5 million, resulting in total fair value of the Eco business in the acquisition, including the redeemable non-controlling interest, of $ 128.9 million. The fair value of the redeemable non-controlling interest has been calculated as 25 % of the initial estimated fair value of the entity at the acquisition date, less a discount for seller’s lack of control in the new entity, estimated to be 5 % , and a discount for the seller’s lack of marketability of the minority stake, estimated to be 10 % . See Note 17 for more information regarding the redeemable non-controlling interest. The estimated fair value of assets acquired, and liabilities assumed as of the closing date of the Eco Acquisition, are as follows: Initial Adjustments to Preliminary Accounts receivable $ 5,031 $ ( 241 ) $ 4,790 Inventories 7,728 ( 865 ) 6,863 Contract assets, net 4,312 57 4,369 Prepaid expenses and other assets 1,706 ( 582 ) 1,124 Property and equipment 24,009 ( 191 ) 23,818 Operating lease right-of-use asset 27,864 ( 1,049 ) 26,815 Intangible assets 72,700 ( 1,000 ) 71,700 Goodwill 30,051 ( 2,043 ) 28,008 Total assets acquired 173,401 ( 5,914 ) 167,487 Accounts payable ( 6,809 ) ( 116 ) ( 6,925 ) Accrued and other liabilities, including customer deposits ( 4,215 ) ( 604 ) ( 4,819 ) Operating lease liability ( 27,864 ) 1,049 ( 26,815 ) Total liabilities assumed ( 38,888 ) 329 ( 38,559 ) Net assets acquired 134,513 ( 5,585 ) 128,928 Redeemable non-controlling interest ( 34,084 ) 5,620 ( 28,464 ) Fair value of consideration transferred $ 100,429 $ 35 $ 100,464 Consideration: Cash $ 94,321 $ 35 $ 94,356 PGTI common stock 6,108 — 6,108 Fair value of consideration transferred $ 100,429 $ 35 $ 100,464 The fair value of certain working capital related items, including Eco’s accounts receivable, prepaid and other expenses, and accounts payable and accrued liabilities, approximated their book values at the date of the Eco Acquisition. Subsequent to our initial allocation, we adjusted the fair value of certain acquired commercial receivable accounts based on a further post-acquisition assessment of their collectability. The fair value of inventory was estimated by major category, at net realizable value, which we believe approximates the price a market participant could achieve in a current sale. Substantially all of inventories at the acquisition date was composed of raw materials. The fair value of property and equipment was estimated with the assistance of a third-party valuation firm, using the indirect cost approach, which we consider to be Level 3 in the fair value hierarchy. Valuations of the intangible assets have been estimated using income and royalty relief approaches based on projections, which we consider to be Level 3 inputs, with the assistance of a third-party valuation firm. We incurred acquisition costs totaling $ 1.7 million relating to legal expenses, representations and warranties insurance, diligence, accounting and printing services in the Eco Acquisition, which includes $ 1.0 million in the fourth quarter of 2020, and $ 0.7 million in first nine months of 2021, classified as selling, general and administrative expenses in the accompanying condensed consolidated statement of operations for the nine months ended October 2, 2021. The remaining consideration, after identified intangible assets and the net assets and liabilities recorded at fair value, has currently been estimated to be $ 28.0 million, classified as part of the Southeast reporting unit goodwill, which we expect the portion of goodwill relating to our 75 % investment to be deductible for tax purposes. In addition, we are currently evaluating the historical book and tax bases of assets and liabilities relating to the redeemable non-controlling interest, which may not be eligible for a step-up in basis, for any deferred tax assets and liabilities that may need to be recorded in the Eco Acquisition. As of October 2, 2021, the purchase price allocation is still preliminary, including the estimated discount relating to the fair value of PGTI common stock transferred, and the discounts for seller’s lack of control and marketability of seller’s minority share, and its finalization may result in changes to the preliminary estimate of goodwill. We believe goodwill represents the strengthening of our supply chain for glass through faster glass production, as well as diversification and expansion of product offerings in the high-growth commercial market, and an expansion of our dealer network with minimal overlap with our existing deal network. Valuation of Identified Intangible Assets in the Eco Acquisition The valuation of the identifiable intangible assets acquired in the Eco Acquisition and our estimate of their respective useful lives are as follows: Initial Initial Adjustment to Preliminary Useful Life Valuation Valuation Valuation (in years) (in thousands) Trade name $ 36,000 $ ( 1,000 ) $ 35,000 indefinite Customer relationships 36,700 — 36,700 5 - 15 Intangible assets, net $ 72,700 $ ( 1,000 ) $ 71,700 Pro Forma Financial Information The following unaudited pro forma financial information assumes the Eco Acquisition had occurred at the beginning of the earliest period presented that does not include Eco’s actual results for the entire period. Pro forma results have been prepared by adjusting our historical results to include the results of Eco adjusted for the following: amortization expense related to the estimated intangible assets arising from the acquisition; interest expense to reflect the Second Additional Senior Notes; net income attributable to redeemable non-controlling interest; and, change in redemption value of redeemable non-controlling interest. The unaudited pro forma results below do not necessarily reflect the results of operations that would have resulted had the acquisition been completed at the beginning of the earliest periods presented, nor does it indicate the results of operations in future periods. The unaudited pro forma results do not include the impact of synergies, nor any potential impacts on current or future market conditions which could alter the following unaudited pro forma results. Three Months Ended Nine Months Ended October 3, October 2, October 3, 2020 2021 2020 (unaudited) Net sales $ 257,949 $ 864,975 $ 704,778 Net income attributable to common shareholders $ 15,667 $ 11,762 $ 31,266 Net income per common share attributable to common shareholders: Basic $ 0.27 $ 0.20 $ 0.53 Diluted $ 0.26 $ 0.20 $ 0.53 Net sales of Eco included in the condensed consolidated statement of operations for the three and nine months ended October 2, 2021, was $ 24.7 million and $ 64.3 million, respectively, after eliminations of intercompany sales. The net income of Eco in the condensed consolidated statement of operations for the three and nine months ended October 2, 2021, was $ 846.9 million and $ 6.6 million, respectively, including the portions attributable to the redeemable non-controlling interest of $ 0.7 million and $ 1.7 million, respectively. NEWSOUTH WINDOW SOLUTIONS On February 1, 2020 (the “closing date”), we completed the acquisition of NewSouth Window Solutions LLC and NewSouth Window Solutions of Orlando LLC (together, “NewSouth”, and the “NewSouth Acquisition”), which became wholly-owned subsidiaries of PGT Innovations, Inc. The fair value of consideration transferred in the acquisition was $ 90.4 million. The acquisition was financed with proceeds of $ 53.2 million from an add-on issuance of $ 50.0 million in 2018 Senior Notes due 2026 (“First Additional Senior Notes”), including a premium of $ 3.2 million, and with $ 37.2 million in cash. See Note 9 for a discussion of the First Additional Senior Notes. The fair value of assets acquired, and liabilities assumed as of the closing date, were as follows: Final Accounts receivable $ 8,434 Inventories 2,936 Contract assets, net 4,413 Prepaid expenses and other assets 1,756 Property and equipment 7,433 Operating lease right-of-use asset 10,578 Intangible assets 27,370 Goodwill 52,094 Accounts payable ( 6,621 ) Accrued and other liabilities ( 7,447 ) Operating lease liability ( 10,578 ) Purchase price $ 90,368 Consideration: Cash $ 90,368 Total fair value of consideration $ 90,368 The fair value of certain working capital related items, including NewSouth’s retail accounts receivable, prepaid expenses, and accounts payable and accrued liabilities, approximated their book values at the date of the NewSouth Acquisition. Subsequent to our initial allocation, we adjusted the fair value of certain acquired commercial receivable accounts based on a further post-acquisition assessment of their collectability. The fair value of inventory was estimated by major category, at net realizable value. The substantial majority of inventories at the acquisition date was composed of raw materials. The fair value of property and equipment and remaining useful lives were estimated by management, with the assistance of a third-party valuation firm, using the cost approach. Valuations of the intangible assets were done using income and royalty relief approaches based on projections provided by management, which we consider to be Level 3 inputs, with the assistance of a third-party valuations firm. We incurred acquisition costs totaling $ 2.4 million relating to legal expenses, representations and warranties insurance, diligence, accounting and printing services in the NewSouth Acquisition, which includes $ 0.9 million in 2020, and $ 1.5 million in 2019. Of the expenses in 2020, $ 0.5 million were incurred in the first quarter of 2020, with the remainder in the second quarter of 2020, and classified as selling, general and administrative expenses in the accompanying condensed consolidated statement of operations for the three and nine months ended October 3, 2020. The remaining consideration, after identified intangible assets and the net assets and liabilities recorded at fair value, has been determined to be $ 52.1 million, all of which we expect to be deductible for tax purposes. Goodwill represents the increased value of the combined entity through new direct-to-consumer sales channel opportunities, as well as NewSouth’s extensive advertising throughout Florida, and NewSouth’s market intelligence, which we expect to utilize. Valuation of Identified Intangible Assets The valuation of the identifiable intangible assets acquired in the NewSouth Acquisition and our estimate of their respective useful lives are as follows: Initial Final Useful Life Valuation (in years) (in thousands) Trade name $ 22,200 15 Non-compete agreements 1,670 5 Developed technology 2,600 6 Customer-related intangible 900 < 1 Intangible assets, net $ 27,370 Pro Forma Financial Information The following unaudited pro forma financial information assumes the acquisition had occurred at the beginning of the earliest period presented that does not include NewSouth’s actual results for the entire period. Pro forma results have been prepared by adjusting our historical results to include the results of NewSouth adjusted for the following: amortization expense related to the intangible assets arising from the acquisition and interest expense to reflect the First Additional Senior Notes. The unaudited pro forma results below do not necessarily reflect the results of operations that would have resulted had the acquisition been completed at the beginning of the earliest periods presented, nor does it indicate the results of operations in future periods. The unaudited pro forma results do not include the impact of synergies, nor any potential impacts on current or future market conditions which could alter the following unaudited pro forma results. Nine Months Ended October 3, 2020 (unaudited) Net sales 668,772 Net income 35,351 Net income per common share: Basic $ 0.60 Diluted $ 0.60 |
Net Income Per Common Share
Net Income Per Common Share | 9 Months Ended |
Oct. 02, 2021 | |
Earnings Per Share [Abstract] | |
Net Income Per Common Share | NOTE 7. NET INCOME PER COMMON SHARE Basic earnings per share (“EPS”) available to PGT Innovations, Inc. common stockholders is computed using the two-class method by dividing net income attributable to common shareholders, after deducting the redemption adjustment related to the redeemable noncontrolling interest, by the average number of common shares outstanding during the period. Diluted EPS available to PGT Innovations, Inc. common stockholders is computed using the two-class method by dividing net income attributable to common shareholders, after deducting the redemption adjustment related to the redeemable noncontrolling interest, by the average number of common shares outstanding, including the dilutive effect of common stock equivalents computed using the treasury stock method and the average share price during the period. Dilutive securities in the three months ended October 2, 2021 was zero as we had a net loss attributable to common stockholders during this period which, by adding such dilutive shares would have resulted in anti-dilution to net loss per common share. Dilutive shares for the three months ended October 2, 2021 would have been 510 shares. There were no dilutive securities excluded from the calculation of weighted average shares outstanding for the three or nine months ended October 2, 2021, or the three months ended October 3, 2021, and there were 86 thousand for the nine months ended October 3, 2020, respectively. The table below presents the calculation of EPS and a reconciliation of weighted average common shares used in the calculation of basic and diluted EPS: Three Months Ended Nine Months Ended October 2, October 3, October 2, October 3, 2021 2020 2021 2020 (in thousands, except per share amounts) Net income (loss) $ ( 5,140 ) $ 17,322 $ 18,368 $ 35,121 Less: Net income attributable to redeemable non-controlling interest ( 677 ) — ( 1,656 ) — Net income (loss) attributable to the Company ( 5,817 ) 17,322 16,712 35,121 Change in redemption value of redeemable non-controlling interest ( 965 ) — ( 4,528 ) — Net income (loss) attributable to common shareholders $ ( 6,782 ) $ 17,322 $ 12,184 $ 35,121 Weighted-average common shares - Basic 59,590 58,963 59,475 58,858 Add: Dilutive shares from equity plans — 479 560 433 Weighted-average common shares - Diluted 59,590 59,442 60,035 59,291 Net income (loss) per common share attributable to common shareholders: Basic $ ( 0.11 ) $ 0.29 $ 0.20 $ 0.60 Diluted $ ( 0.11 ) $ 0.29 $ 0.20 $ 0.59 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Oct. 02, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | NOTE 8. GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill and intangible assets are as follows: Initial October 2, January 2, Useful Life 2021 2021 (in years) (in thousands) Goodwill $ 362,025 $ 329,695 indefinite Other intangible assets: Trade names (indefinite-lived) $ 176,641 $ 140,841 indefinite Customer relationships and customer-related assets 243,847 201,547 < 1 - 15 Trade name (amortizable) 22,200 22,200 15 Developed technology 5,600 5,600 6 - 10 Non-compete agreement 3,338 3,338 2 - 5 Software license 590 590 2 Less: Accumulated amortization ( 132,783 ) ( 117,609 ) Subtotal 142,792 115,666 Other intangible assets, net $ 319,433 $ 256,507 Goodwill at January 2, 2021 $ 329,695 Increase in goodwill from our acquisition of Eco 28,008 Increase in goodwill from our acquisition of CRi 4,322 Goodwill at October 2, 2021 $ 362,025 Trade names at January 2, 2021 $ 140,841 Increase in trade names from our acquisition of Eco 35,000 Increase in trade names from our acquisition in CRi 800 Trade names at October 2, 2021 $ 176,641 Estimated amortization of our amortizable intangible assets for future years is as follows: (in thousands) Total Remainder of 2021 $ 5,197 2022 19,901 2023 17,739 2024 17,693 2025 17,465 Thereafter 64,797 Total $ 142,792 Amortization expense relating to amortizable intangible assets for the three months ended October 2, 2021 and October 3, 2020, was $ 5.3 million and $ 4.7 million, respectively. Amortization expense relating to amortizable intangible assets for the nine months ended October 2, 2021 and October 3, 2020, was $ 15.2 million and $ 14.1 million, respectively. We perform our annual goodwill and indefinite-lived intangible asset impairment testing on the first day of our fiscal fourth quarter of each year, and at interim periods if needed based on occurrence of triggering events. During the nine months ended October 2, 2021, we did not identify any events which we believe would trigger the need for tests for impairments of our indefinite-lived intangibles assets. As of October 2, 2021 and January 2, 2021, the carrying value of our Southeast reporting unit goodwill is $ 229.2 million and $ 201.3 million, respectively. As of October 2, 2021 and January 2, 2021, the carrying value of our Western reporting unit goodwill is $ 132.8 million and $ 128.4 million, respectively. Goodwill of our Southeast reporting unit includes the goodwill relating to Eco. Goodwill of our Western reporting unit includes the goodwill relating to CRi. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Oct. 02, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | NOTE 9. LONG-TERM DEBT October 2, January 2, 2021 2021 (in thousands) 2021 Senior Notes due 2029, maturing in October 2029 $ 575,000 $ - 2018 Senior Notes due 2026, maturing in August 2026 - 365,000 2016 Credit Agreement due 2022, maturing in October 2022 - 54,000 Long-term debt 575,000 419,000 Fees, costs, discount and premium ( 9,335 ) ( 6,902 ) Long-term debt, net $ 565,665 $ 412,098 2021 Senior Notes due 2029 On September 24, 2021, we completed the issuance of $ 575.0 million aggregate principal amount of 4.375 % senior notes (“2021 Senior Notes due 2029”), issued at 100 % of their principal amount. The 2021 Senior Notes due 2029 are jointly and severally and fully and unconditionally guaranteed on a senior unsecured basis by each of the Company’s existing and future restricted subsidiaries, other than any restricted subsidiary of the Company that does not guarantee the existing senior secured credit facilities or any permitted refinancing thereof. The 2021 Senior Notes due 2029 are senior unsecured obligations of the Company and the guarantors, respectively, and rank pari passu in right of payment with all existing and future senior debt and senior to all existing and future subordinated debt of the Company and the guarantors. The 2021 Senior Notes due 2029 were offered under Rule 144A of the Securities Act, and in transactions outside the United States under Regulation S of the Securities Act, and have not been, and will not be, registered under the Securities Act. The 2021 Senior Notes due 2029 mature on October 1, 2029 . Interest on the 2021 Senior Notes due 2029 is payable semi-annually, in arrears, beginning on April 1, 2022, with interest accruing at a rate of 4.375 % per annum from September 24, 2021. We incurred financing costs relating to bank fees and professional services costs relating to the offering and issuance of the 2021 Senior Notes due 2029 totaling $ 8.6 million, which included a 1.25 % lender spread on the total principal value of the 2021 Senior Notes due 2029, or $ 7.2 million, and $ 1.4 million of other costs, all of which are being amortized under the effective interest method. See “Deferred Financing Costs” below. As of October 2, 2021, the face value of debt outstanding under the 2021 Senior Notes due 2029 was $ 575.0 million, and interest began accruing on September 24, 2021. Proceeds from the 2021 Senior Notes due 2029 were used, in part, to redeem in full the $ 425.0 million of 2018 Senior Notes due 2026, including the related fees, costs and prepayment call premium discussed further below, prepay the outstanding term loan borrowings under the 2016 Credit Agreement of $ 54.0 million and the related fees and costs, and finance the Anlin Acquisition subsequent to the end of the third quarter of 2021. See Note 18, Subsequent Event, for a discussion of the Anlin Acquisition. The indenture for the 2021 Senior Notes due 2029 gives us the option to redeem some or all of the 2021 Senior Notes due 2029 at the redemption prices and on the terms specified in the indenture governing the 2021 Senior Notes due 2029. The indenture governing the 2021 Senior Notes due 2029 does not require us to make any mandatory redemptions or sinking fund payments. However, upon the occurrence of a change of control, as defined in the indenture, the Company is required to offer to repurchase the notes at 101 % of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to the date of purchase. We also may make optional redemptions at various premiums including a make-whole call at the then current treasury rate plus 50 basis points prior to October 1, 2024, then 102.188 % on or after August 1, 2021, 101.094 % on or after August 2025, then at 100.000 % on or after August 1, 2026. The indenture for the 2021 Senior Notes due 2029 includes certain covenants limiting the ability of the Company and any guarantors to, (i) incur additional indebtedness; (ii) pay dividends on or make distributions in respect of capital stock or make certain other restricted payments or investments; (iii) enter into agreements that restrict distributions from restricted subsidiaries; (iv) sell or otherwise dispose of assets; (v) enter into transactions with affiliates; (vi) create or incur liens; merge, consolidate or sell all or substantially all of the Company’s assets; (vii) place restrictions on the ability of subsidiaries to pay dividends or make other payments to the Company; and (viii) designate the Company’s subsidiaries as unrestricted subsidiaries. These covenants are subject to a number of important exceptions and qualifications. 2018 Senior Notes due 2026 On August 10, 2018, we completed the issuance of $ 315.0 million aggregate principal amount of 6.75 % senior notes (“2018 Senior Notes due 2026”), issued at 100 % of their principal amount. The 2018 Senior Notes due 2026 were jointly and severally and fully and unconditionally guaranteed on a senior unsecured basis by each of the Company’s existing and future restricted subsidiaries, other than any restricted subsidiary of the Company that does not guarantee the existing senior secured credit facilities or any permitted refinancing thereof. The 2018 Senior Notes due 2026 were senior unsecured obligations of the Company and the guarantors, respectively, and ranked pari passu in right of payment with all existing and future senior debt and senior to all existing and future subordinated debt of the Company and the guarantors. The 2018 Senior Notes due 2026 were offered under Rule 144A of the Securities Act, and in transactions outside the United States under Regulation S of the Securities Act, and were not registered under the Securities Act. On January 24, 2020, we completed an add-on issuance of $ 50.0 million aggregate principal amount of 6.75 % 2018 Senior Notes due 2026, or the First Additional Senior Notes, issued at 106.375 % of their principal amount, resulting in a premium to us of $ 3.2 million. The First Additional Senior Notes were part of the same issuance of, and ranked equally and formed a single series with, the 2018 Senior Notes due 2026. Proceeds from the First Additional Senior Notes, including premium, were used, together with cash on hand, to pay the $ 90.4 million purchase price in the NewSouth Acquisition. On January 25, 2021, we completed a second add-on issuance of $ 60.0 million aggregate principal amount of 6.75 % 2018 Senior Notes due 2026, or the Second Additional Senior Notes, issued at 105.5 % of their principal amount, resulting in a premium to us of $ 3.3 million. The Second Additional Notes were part of the same issuance of, and ranked equally and form a single series with, the 2018 Senior Notes due 2026. Proceeds from the Second Additional Senior Notes, including premium, were used, together with $ 31.1 million in cash on hand, to pay the $ 94.4 million cash portion of the $ 100.5 million purchase price in the ECO Acquisition. The common stock portion of the purchase consideration was represented by the issuance of 357,797 shares of PGT Innovations, Inc. common stock on February 1, 2021, with a then-current value of $ 21.34 per share, which we discounted by an estimate of 20 % for lack of marketability, as the common stock is are legally restricted from being sold by the recipient for a three-year period from February 1, 2021. The 2018 Senior Notes due 2026 were to mature on August 10, 2026 . However, effective on September 27, 2021, using proceeds from the issuance of the $ 575.0 million 2021 Senior Notes due 2029, discussed above, we redeemed in-full the $ 425.0 million of 2018 Senior Notes due 2026, including accrued and unpaid interest through September 27, 2021, which totaled $ 4.5 million, and a pre-payment call premium of 105.063 % of face value, which totaled $ 21.5 million and are classified as debt extinguishment costs in the accompanying condensed consolidated statement of operations for the three and nine months ended October 2, 2021. 2016 Credit Agreement due 2024 On February 16, 2016 , we entered into the 2016 Credit Agreement due 2022, among us, the lending institutions identified in the 2016 Credit Agreement due 2022, and Truist Financial Corporation (formerly known as SunTrust Bank), as Administrative Agent and Collateral Agent. The 2016 Credit Agreement due 2022 establishes senior secured credit facilities in an aggregate amount of $ 310.0 million, consisting of a $ 270.0 million Term B term loan facility originally maturing in February 2022 that amortizes on a basis of 1 % annually during its six-year term, and a $ 40.0 million revolving credit facility originally maturing in February 2021 that included a swing line facility and a letter of credit facility. Our obligations under the 2016 Credit Agreement due 2022 are, subject to exceptions, guaranteed by substantially all of our wholly-owned direct and indirect subsidiaries that are restricted subsidiaries and secured by substantially all of our assets as well as our direct and indirect restricted subsidiaries’ assets. On March 16, 2018, we entered into an amendment of our 2016 Credit Agreement due 2022 (the “Second Amendment”). The Second Amendment, among other things, decreased the applicable interest rate margins for the Initial Term Loans (as defined in the 2016 Credit Agreement due 2022) from (i) 3.75 % to 2.50 %, in the case of the Base Rate Loans (as defined in the 2016 Credit Agreement due 2022), and (ii) 4.75 % to 3.50 %, in the case of the Eurodollar Loans (as defined in the 2016 Credit Agreement due 2022). On February 17, 2017, we entered into the first amendment to our 2016 Credit Agreement due 2022, which also resulted in decreases in the applicable margins, but which, unlike the Second Amendment, did not include any changes in lender positions. On October 31, 2019, we entered into an amendment of our 2016 Credit Agreement due 2022 (“Third Amendment”). The Third Amendment provided for, among other things, (i) a three-year Term A loan in the then aggregate principal amount of $ 64.0 million (the “Initial Term A Loan”), maturing in October 2022, which refinanced in full our existing Term B term loan facility under the 2016 Credit Agreement, and had no regularly scheduled amortization, and (ii) a new five-year revolving credit facility in an aggregate principal amount of up to $ 80.0 million (the “Revolving Facility”), maturing in October 2024, which replaced our then existing $ 40.0 million revolving credit facility under the 2016 Credit Agreement, and includes a swing-line facility and letter of credit facility. Our obligations under the 2016 Credit Agreement continue to be secured by substantially all of our assets, as well as our direct and indirect subsidiaries’ assets, and is senior in position to the 2021 Senior Notes due 2029. On October 25, 2021, we entered into an amendment of our 2016 Credit Agreement ("Fourth Amendment"). The Fourth Amendment provides for, among other things, a three-year Term A loan in the aggregate maximum available amount of $ 60.0 million (the "Incremental Term A Loan"), proceeds from which were used to fund the Anlin Acquisition. See Note 18, Subsequent Event, for further discussion of the Anlin Acquisition. The Fourth Amendment do not change any terms relating to the Revolving Facility, under which we pay quarterly fees on the unused portion of the revolving credit facility equal to a percentage spread (ranging from 0.25 % to 0.35 %) based on our first lien net leverage ratio. As of October 2, 2021, there were $ 5.3 million in letters of credit outstanding and $ 74.7 million available under the Revolving Facility. Deferred Financing Costs The activity relating to third-party fees and costs, lender fees, discount and premiums for the nine months ended October 2, 2021, are as follows. All debt-related fees, costs, discount and premiums are classified as a reduction of the carrying value of long-term debt: (in thousands) Total At beginning of year $ 6,902 Add: Deferred financing costs from the issuance of Second Additional Senior Notes 1,363 Less: Premium on the Second Additional Senior Notes ( 3,300 ) Less: Write-off of deferred costs classified as debt extinguishment costs ( 3,954 ) Add: Deferred financing costs from the issuance of the 2021 Senior Notes due 2029 8,648 Add: Deferred financing costs from the refinancing of the 2016 Credit Agreement due 2024 350 Less: Amortization expense ( 674 ) At end of period $ 9,335 Estimated amortization expense relating to third-party fees and costs, lender fees, discount and premiums for the years indicated as of October 2, 2021, is as follows: (in thousands) Total Remainder of 2021 $ 262 2022 1,075 2023 1,120 2024 1,148 2025 1,121 Thereafter 4,609 Total $ 9,335 As a result of the complete prepayments of all borrowings under the 2016 Credit Agreement, as of October 2, 2021, we have no contractual future maturities of long-term debt until the 2029 maturity of the 2021 Senior Notes due 2029, as follows (at face value): (in thousands) Remainder of 2021 $ — 2022 — 2023 — 2024 — 2025 — Thereafter (2029) 575,000 Total $ 575,000 |
Leases
Leases | 9 Months Ended |
Oct. 02, 2021 | |
Leases [Abstract] | |
Leases | NOTE 10. LEASES We lease certain of our manufacturing facilities under operating leases. We also lease production equipment, vehicles, computer equipment, storage units and office equipment under operating leases. Our leases have remaining lease terms of 1 year to 9 years , some of which may include options to extend the leases for up to 5 years , and some of which may include options to terminate the leases within 1 year . All of our leases are operating leases. We did not recognize right-of-use assets or lease liabilities for certain short-term leases that are month-to-month leases. The lease expense relating to these leases is not significant. The components of lease expense for the three and nine months ended October 2, 2021 and October 3, 2020, are as follows. Certain amounts in the prior year period have been reclassified to conform to the current presentation (in thousands): Three Months Ended Nine Months Ended October 2, October 3, October 2, October 3, 2021 2020 2021 2020 Operating lease cost $ 4,213 $ 2,364 $ 10,990 $ 6,775 Variable lease cost 2,280 927 6,696 2,523 Total lease cost $ 6,493 $ 3,291 $ 17,686 $ 9,298 Other information relating to leases for the three and nine months ended October 2, 2021 and October 3, 2020, are as follows (in thousands, except years and percentages): Three Months Ended Nine Months Ended October 2, October 3, October 2, October 3, 2021 2020 2021 2020 Supplemental cash flows information Cash paid for amounts included in the Operating cash flows relating to $ ( 3,435 ) $ ( 2,276 ) $ ( 9,503 ) $ ( 6,497 ) Right-of-use assets obtained in exchange Operating leases $ 933 $ 3,079 $ 47,838 $ 17,917 Weighted average remaining lease term in years Operating leases 6.39 6.81 6.39 6.81 Weighted average discount rate Operating leases 5.5 % 5.8 % 5.5 % 5.8 % Future maturities under operating leases were as follows at October 2, 2021 and January 2, 2021 (in thousands): October 2, January 2, 2021 2021 Remainder of 2021 $ 3,774 $ 8,327 2022 15,562 7,626 2023 15,259 7,149 2024 14,870 6,748 2025 14,057 6,253 Thereafter 34,616 13,800 Total future minimum lease payments 98,138 49,903 Less: Imputed interest ( 15,815 ) ( 8,641 ) Operating lease liability - total $ 82,323 $ 41,262 Reported as of October 2, 2021 and January 2, 2021: Current portion of operating lease liability $ 11,227 $ 6,132 Operating lease liability, less current portion 71,096 35,130 Operating lease liability - total $ 82,323 $ 41,262 As of October 2, 2021, we had no additional operating or finance leases that have not yet commenced . Our operating leases expire at various times through 2029. Lease expense was $ 6.5 million for the three months ended October 2, 2021 and was $ 3.3 million for the three months ended October 3, 2020. Of the $ 6.5 million for the three months ended October 2, 2021, $ 0.5 million is classified as cost of sales in the accompanying condensed consolidated statement of operations, with the remainder classified within selling, general and administrative expenses. Of the $ 3.3 million for the three months ended October 3, 2020, $ 1.6 million is classified as cost of sales in the accompanying condensed consolidated statement of operations, with the remainder classified within selling, general and administrative expenses. Lease expense was $ 17.7 million for the nine months ended October 2, 2021 and was $ 9.3 million for the nine months ended October 3, 2020. Of the $ 17.7 million for the nine months ended October 2, 2021, $ 6.9 million is classified as cost of sales in the accompanying condensed consolidated statement of operations, with the remainder classified within selling, general and administrative expenses. Of the $ 9.3 million for the nine months ended October 3, 2020, $ 4.7 million is classified as cost of sales in the accompanying condensed consolidated statement of operations, with the remainder classified within selling, general and administrative expenses. The $ 47.8 million in operating lease right-of-use assets obtained in exchange for operating lease obligations during the nine months ended October 2, 2021 includes $ 26.8 million related to the Eco Acquisition in the first quarter of 2021, and $ 2.6 million related to the CRi Acquisition in the second quarter of 2021. See Note 6 for additional information. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Oct. 02, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 11. COMMITMENTS AND CONTINGENCIES Legal Proceedings Our Company is a party to various legal proceedings in the ordinary course of business. Although the ultimate disposition of those proceedings cannot be predicted with certainty, management believes the outcome of any claim that is pending or threatened, either individually or in the aggregate, will not have a material adverse effect on our operations, financial position or cash flows. |
Income Taxes
Income Taxes | 9 Months Ended |
Oct. 02, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 12. INCOME TAXES We had an income tax benefit of $ 2.4 million for the three months ended October 2, 2021, compared with income tax expense of $ 5.7 million for the three months ended October 3, 2020. Our effective tax rate for the three months ended October 2, 2021, was a benefit rate of 31.9 % , and was an expense rate of 24.7 % for the three months ended October 3, 2020. Our income tax expense was $ 4.3 million for the nine months ended October 2, 2021, compared with income tax expense of $ 9.4 million for the nine months ended October 3, 2020. Our effective tax rate for the nine months ended October 2, 2021, was an expense rate of 18.8 % , and was an expense rate of 21.0 % for the nine months ended October 3, 2020. Our income tax expense for the three and nine months ended October 2, 2021 includes $ 449 thousand and $ 1.2 million, respectively, relating to our 75 % share of the pre-tax earnings of Eco. Income tax expense in the three and nine months ended October 2, 2021 and October 3, 2020 include discrete items of income tax benefit relating to excess tax benefits from the exercises of stock options and lapses of restrictions on stock awards, which totaled $ 14 thousand and $ 714 thousand in the three and nine months ended October 2, 2021, respectively, and nearly zero and $ 737 thousand in the three and nine months ended October 3, 2020, respectively. The nine-month period ended October 3, 2020 also included the benefit of a refund $ 700 thousand from the state of Florida relating to excess taxes received by the state caused by the Tax Cuts and Jobs Act of 2017, which totaled $ 553 thousand, net of its Federal tax effect. Other discrete items included in all four periods include true-ups of research and development tax credit estimates to actual tax credits claimed, and other tax return filing related true-ups. Excluding discrete items of income tax, the effective tax rates for the three months ended October 2, 2021, and October 3, 2020, would have been an income tax benefit rate of 30.8 % and an income tax expense rate of 24.7 % , respectively. Excluding discrete items of income tax, the effective tax rates for the nine months ended October 2, 2021, and October 3, 2020, would have been income tax expense rates of 21.9 % and 24.6 % , respectively. In September 2021, the state of Florida announced that the corporate income tax rate for the 2021 tax year was being lowered from its current level of 4.458 % to 3.535 %. As such, we have adjusted our annual effective tax rate for 2021 to include an estimated combined statutory federal and state rate of 24.2 % from its previous estimate of 24.7 %. During the first nine months of 2021 we made payments of estimated taxes totaling $ 12.4 million, which included $ 8.3 million in Federal estimated income taxes with the remainder to various states, primarily Florida. During the three months ended October 3, 2020, we made payments of estimated Federal and state income taxes totaling $ 4.0 million. We made no payments of estimated Federal or state income taxes prior to the third quarter of 2020, as the deadlines for such payments to the United States government, and the majority of states in which we have nexus, which followed the payment deadline extension of the CARES Act, had been deferred until July 15, 2020. |
Fair Value
Fair Value | 9 Months Ended |
Oct. 02, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value | NOTE 13. FAIR VALUE Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. A three-tier fair value hierarchy is used to prioritize the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted market prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The three levels of the fair value hierarchy are as follows: Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2 Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. The accounting guidance concerning fair value allows us to elect to measure financial instruments at fair value and report the changes in fair value through earnings. This election can only be made at certain specified dates and is irrevocable once made. We do not have a policy regarding specific assets or liabilities to elect to measure at fair value, but rather we make the election on an instrument-by-instrument basis as they are acquired or incurred. During the three and nine months ended October 2, 2021 or October 3, 2020, we did no t make any transfers between Level 2 and Level 3 financial assets. We conduct reviews on a quarterly basis to verify pricing, assess liquidity, and determine if significant inputs have changed that would impact the fair value hierarchy disclosure. Fair Value of Financial Instruments Our financial instruments include cash and cash equivalents, accounts and notes receivable, and accounts payable and accrued liabilities, whose carrying amounts approximate their fair values due to their short-term nature. Our financial instruments also include borrowings under our 2016 Credit Agreement, as well as the 2021 Senior Notes due 2029 and the 2018 Senior Notes due 2026, all classified as long-term debt. There were no borrowings under the 2016 Credit Agreement at October 2, 2021 as all amounts outstanding had been prepaid with proceeds from the issuance of the 2021 Senior Notes due 2029. The fair value of borrowings under the 2016 Credit Agreement due 2022 approximated its carrying value due to its variable-rate nature, and was approximately $ 54.0 million as of January 2, 2021, compared to a principal outstanding value of $ 54.0 million. The fair value of the 2021 Senior Notes due 2029 is based on debt with similar terms and characteristics and was approximately $ 579.3 million as of October 2, 2021, compared to a principal outstanding value of $ 575.0 million, which represents the 2021 Senior Notes due 2029, and the fair value was approximately $ 387.8 million as of January 2, 2021, compared to a principal outstanding value of $ 365.0 million, which represents the 2018 Senior Notes due 2026, including the First Add-On Notes. Fair values were determined based on observed trading prices of our debt between domestic financial institutions, which we consider to be a Level 2 input. Items Measured at Fair Value on a Recurring Basis The following are measured in the condensed consolidated financial statements at fair value on a recurring basis and are categorized in the table below based upon the lowest level of significant input to the valuation (in thousands): Fair Value Measurements Assets (Liabilities) Quoted Significant Prices in Other Significant Active Observable Unobservable October 2, Markets Inputs Inputs 2021 (Level 1) (Level 2) (Level 3) Description Aluminum contracts $ 8,151 $ — $ 8,151 $ — MTP contracts 6,766 — 6,766 — $ 14,917 $ — $ 14,917 $ — Fair Value Measurements Assets (Liabilities) Quoted Significant Prices in Other Significant Active Observable Unobservable January 2, Markets Inputs Inputs 2021 (Level 1) (Level 2) (Level 3) Description Aluminum contracts $ 3,190 $ — $ 3,190 $ — MTP contracts 421 — 421 — $ 3,611 $ — $ 3,611 $ — See Note 14 for a description of the methods and assumptions used in the determination of the fair values of our aluminum forward and Midwest Transaction Premium (“MTP”) contracts, as well as the basis for classifying these assets and liabilities as Level 2. |
Derivatives
Derivatives | 9 Months Ended |
Oct. 02, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivatives | NOTE 14. DERIVATIVES Aluminum Contracts and Midwest Transaction Premium We enter into aluminum forward contracts to hedge the fluctuations in the purchase price of aluminum extrusion we use in production. Beginning late in the first quarter of 2020, we began entering into forward contracts to hedge the fluctuations in the price of the delivery component of our aluminum extrusion purchases, known as the Midwest Transaction Premium, or MTP. Our contracts are designated as cash flow hedges since they are highly effective in offsetting changes in the cash flows attributable to forecasted purchases of aluminum and the related MTP. We record our aluminum hedge contracts at fair value, based on trading values for aluminum forward contracts. Aluminum forward contracts identical to those held by us trade on the London Metal Exchange (“LME”). The LME provides a transparent forum and is the world’s largest center for the trading of futures contracts for non-ferrous metals. The prices are used by the metals industry worldwide as the basis for contracts for the movement of physical material throughout the production cycle. Based on this high degree of volume and liquidity in the LME, we believe the valuation price at any measurement date for contracts with identical terms as to prompt date, trade date and trade price as those we hold at any time represents a contract’s exit price to be used for purposes of determining fair value. We record our MTP hedge contracts at fair value, based on the Platts MW US Transaction price per pound assessment, which has been a benchmark for decades in the North American aluminum industry. Platts surveys the North American market daily to capture trades, bids and offers on a delivered Midwest basis. Data is normalized to reflect the typical price per pound between the largest number of market participants, for delivery within 7 to 30 days from date of publication, net- 30-day payment terms, for typical order quantities, chemistries and freight allowances. The survey is extensive and encompasses both domestic and offshore producers, traders and brokers that are varied in scope. Based on the extensive nature of this pricing mechanism, we believe the Platts MW US Transaction price at any time represents a contract’s exit price to be used for purposes of determining fair value. Guidance under the Financial Instruments Topic 825 of the Codification requires us to record our hedge contracts at fair value and consider our credit risk for contracts in a liability position, and our counter-party’s credit risk for contracts in an asset position, in determining fair value. We assess our counter-party’s risk of non-performance when measuring the fair value of financial instruments in an asset position by evaluating their financial position, including cash on hand, as well as their credit ratings. We assess our risk of non-performance when measuring the fair value of our financial instruments in a liability position by evaluating our credit ratings, our current liquidity including cash on hand and availability under our revolving credit facility as compared to the maturities of the financial liabilities. We do not offset the estimated fair value amounts recognized for derivatives executed with the same counterparty under the same master netting arrangement. At October 2, 2021, the fair value of our aluminum forward contracts was in an asset position of $ 8.2 million. We had 22 outstanding forward contracts for the purchase of 27.2 million pounds of aluminum through December 2022, at an average price of $ 0.99 per pound, which excludes the Midwest premium, with maturity dates of between one month and fifteen months . At October 2, 2021, the fair value of our MTP contracts was in an asset position of $ 6.8 million. We had 18 outstanding MTP contracts to hedge the Platt US MW Transaction price per pound for the delivery of 35.0 million pounds of aluminum through December 2022, at an average price of $ 0.12 per pound, with maturity dates of between one month and fifteen months . We assessed the risk of non-performance of the Company and our counterparty to these contracts, as applicable, and determined it was immaterial and, therefore, did not record any adjustment to their fair values as of October 2, 2021. We assess the effectiveness of our aluminum forward and MTP contracts by comparing the change in the fair value of the forward contract to the change in the expected cash to be paid for the hedged item. The effective portion of the gain or loss on our aluminum forward contracts is reported as a component of accumulated other comprehensive income (loss) and is reclassified into earnings in the same line item in the income statement as the hedged item in the same period or periods during which the transaction affects earnings. The amount of income, net, recognized in the “accumulated other comprehensive income (loss)” line item in the accompanying condensed consolidated balance sheet as of October 2, 2021, that we expect will be reclassified to earnings within the next twelve months, is approximately $ 13.2 million. The fair values of our aluminum hedges and MTP contracts are classified in the accompanying condensed consolidated balance sheets at October 2, 2021 and January 2, 2021, as follows (in thousands): Derivative Assets Derivative Liabilities October 2, 2021 October 2, 2021 Derivatives designated as hedging instruments under Subtopic 815-20: Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivative instruments: Aluminum contracts Other current assets $ 7,374 Accrued liabilities $ — MTP contracts Other current assets 5,875 Accrued liabilities — Aluminum contracts Other assets 777 Other liabilities — MTP contracts Other assets 891 Other liabilities — Total derivative instruments Total derivative assets $ 14,917 Total derivative liabilities $ — Derivative Assets Derivative Liabilities January 2, 2021 January 2, 2021 Derivatives designated as hedging instruments under Subtopic 815-20: Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivative instruments: Aluminum contracts Other current assets $ 3,243 Accrued liabilities $ ( 28 ) MTP contracts Other current assets 423 Accrued liabilities ( 24 ) Aluminum contracts Other assets — Other liabilities ( 25 ) MTP contracts Other assets 26 Other liabilities ( 4 ) Total derivative instruments Total derivative assets $ 3,692 Total derivative liabilities $ ( 81 ) The ending accumulated balance for the aluminum forward and MTP contracts included in accumulated other comprehensive income (losses), net of tax, was an accumulated other comprehensive income of $ 11.2 million as of October 2, 2021, and was an accumulated other comprehensive income of $ 2.7 million at January 2, 2021. The income tax effects of accumulated comprehensive income (losses) are released as amounts are reclassified out of accumulated comprehensive income (losses) at the income tax rate used at the time those income tax effects were provided, which generally represents our blended statutory income tax rate. The following represents the gains (losses) on derivative financial instruments, and their classifications within the accompanying condensed consolidated financial statements, for the three and nine months ended October 2, 2021 and October 3, 2020 (in thousands): Derivatives in Cash Flow Hedging Relationships Amount of Gain or (Loss) Location of Gain or (Loss) Amount of Gain or (Loss) Three Months Ended Three Months Ended October 2, October 3, October 2, October 3, 2021 2020 2021 2020 Aluminum contracts $ 4,194 $ 1,452 Cost of sales $ 4,271 $ ( 680 ) MTP contracts $ 2,355 $ 111 Cost of sales $ 2,425 $ 148 Derivatives in Cash Flow Hedging Relationships Amount of Gain or (Loss) Location of Gain or (Loss) Amount of Gain or (Loss) Nine Months Ended Nine Months Ended October 2, October 3, October 2, October 3, 2021 2020 2021 2020 Aluminum contracts $ 13,385 $ ( 2,152 ) Cost of sales $ 8,423 $ ( 2,798 ) MTP contracts $ 10,525 $ 32 Cost of sales $ 4,181 $ 61 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Oct. 02, 2021 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | NOTE 15. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The following table shows the components of accumulated other comprehensive income (loss) for the three and nine months ended October 2, 2021 and October 3, 2020 (in thousands): Three months ended October 2, 2021 Aluminum MTP (in thousands) Contracts Contracts Total Balance at July 3, 2021 $ 6,191 $ 5,139 $ 11,330 Change in fair value of derivatives 4,194 2,355 6,549 Amounts reclassified from accumulated other comprehensive income ( 4,271 ) ( 2,425 ) ( 6,696 ) Tax effect 20 17 37 Net current-period other comprehensive loss ( 57 ) ( 53 ) ( 110 ) Balance at October 2, 2021 $ 6,134 $ 5,086 $ 11,220 Nine months ended October 2, 2021 Aluminum MTP (in thousands) Contracts Contracts Total Balance at January 2, 2021 $ 2,403 $ 317 $ 2,720 Change in fair value of derivatives 13,385 10,525 23,910 Amounts reclassified from accumulated other comprehensive income ( 8,423 ) ( 4,181 ) ( 12,604 ) Tax effect ( 1,231 ) ( 1,575 ) ( 2,806 ) Net current-period other comprehensive income 3,731 4,769 8,500 Balance at October 2, 2021 $ 6,134 $ 5,086 $ 11,220 Three months ended October 3, 2020 Aluminum MTP (in thousands) Contracts Contracts Total Balance at July 4, 2020 $ ( 1,352 ) $ 6 $ ( 1,346 ) Change in fair value of derivatives 1,452 111 1,563 Amounts reclassified from accumulated other comprehensive loss 680 ( 148 ) 532 Tax effect ( 533 ) 9 ( 524 ) Net current-period other comprehensive income 1,599 ( 28 ) 1,571 Balance at October 3, 2020 $ 247 $ ( 22 ) $ 225 Nine months ended October 3, 2020 Aluminum MTP (in thousands) Contracts Contracts Total Balance at December 28, 2019 $ ( 238 ) $ - $ ( 238 ) Change in fair value of derivatives ( 2,152 ) 32 ( 2,120 ) Amounts reclassified from accumulated other comprehensive loss 2,798 ( 61 ) 2,737 Tax effect ( 161 ) 7 ( 154 ) Net current-period other comprehensive income 485 ( 22 ) 463 Balance at October 3, 2020 $ 247 $ ( 22 ) $ 225 |
Segments
Segments | 9 Months Ended |
Oct. 02, 2021 | |
Segment Reporting [Abstract] | |
Segments | NOTE 16. SEGMENTS We have two reportable segments: the Southeast segment and the Western segment. The Southeast reporting segment, which is also an operating segment, is composed of sales from our facilities in Florida, including the net sales of our Eco Acquisition. The Western reporting segment, also an operating segment, is composed of the results of WWS. Centralized financial and operational oversight, including resource allocation and assessment of performance on an income (loss) from operations basis, is performed by our CEO, whom we have determined to be our chief operating decision maker (“CODM”), with oversight by the Board of Directors. Total asset information by segment is not included herein as asset information by segment is not presented to or reviewed by the CODM. The following table represents summary financial data attributable to our operating segments for the three and nine months ended October 2, 2021 and October 3, 2020 (in thousands): Three Months Ended Nine Months Ended October 2, October 3, October 2, October 3, 2021 2020 2021 2020 Net sales: Southeast segment $ 255,170 $ 203,741 $ 731,257 $ 560,241 Western segment 45,261 34,292 125,766 100,779 Total net sales $ 300,431 $ 238,033 $ 857,023 $ 661,020 Income from operations: Southeast segment $ 20,713 $ 25,739 $ 54,977 $ 70,277 Western segment 4,895 4,538 16,091 7,401 Impairment of trade name (1) — — — ( 8,000 ) Restructuring costs and charges (2) — ( 321 ) — ( 4,227 ) Total income from operations 25,608 29,956 71,068 65,451 Interest expense, net 7,686 6,954 22,968 20,979 Debt extinguishment costs 25,472 — 25,472 — Total income (loss) before income taxes $ ( 7,550 ) $ 23,002 $ 22,628 $ 44,472 (1) For the nine months ended October 3, 2020, the Western segment loss from operations includes $ 8.0 million relating to the WWS trade name. (2) For the nine months ended October 3, 2020, the restructuring costs and charges of $ 4.2 million relates to Southeast segment, including an adjustment of $ 0.3 million incurred and disbursed in the three months ended October 3, 2020. |
Reedemable Non-Controlling Inte
Reedemable Non-Controlling Interest | 9 Months Ended |
Oct. 02, 2021 | |
Noncontrolling Interest [Abstract] | |
Reedemable Non-Controlling Interest | NOTE 17. REEDEMABLE NON-CONTROLLING INTEREST On February 1, 2021, we completed an acquisition of a 75 % ownership stake in Eco. The seller of Eco obtained 25 % equity interest in the newly formed company, Eco Enterprises. The seller’s redeemable non-controlling interest was initially established at fair value. The agreement between PGT Innovations, Inc. and the seller provides the Company with a call right for seller’s equity interest which the Company may exercise during the one-year period following the second anniversary of the date of the acquisition. If the Company does not exercise its right to call during the third year, the agreement provides the seller with a put right which can be exercised during the 15-day period following the third anniversary of the date of the acquisition. Upon exercise of the put or call right, the purchase price is calculated based on a 10-multiple of the sum of Eco’s trailing twelve-month earnings before interest, taxes, depreciation and amortization (TTM EBITDA), and certain synergy-related TTM EBITDA which may result from our acquisition of Eco (both as more specifically defined in the operating agreement of Eco Enterprises). The put option makes the non-controlling interest redeemable and, therefore, the redeemable non-controlling interest is classified as temporary equity outside of shareholders’ equity. The Company calculates the redemption value of the non-controlling interest on a quarterly basis using a 10-multiple of TTM EBITDA as determined in accordance with the agreement as described above. After giving effect to the change from the net income (loss) attributable to the redeemable non-controlling interest, the redeemable non-controlling interest is adjusted to accreted value using the effective interest method based on its currently calculated future redemption value. Any accretion adjustment in the current reporting period of the redeemable non-controlling interest is offset against retained earnings and impacts earnings used in the calculation of earnings per share attributable to common shareholders in the reporting period. Based on the formula in the operating agreement governing this transaction, the future redemption value of the redeemable non-controlling interest was estimated to be $ 57.5 million, which we accreted to $ 34.6 million as of October 2, 2021. The following table presents the changes in the Company’s redeemable non-controlling interest for the period presented: Nine Months Ended October 2, (in thousands) 2021 Balance at beginning of period $ — Redeemable non-controlling interest in Eco at initially estimated fair value 28,464 Net income attributable to redeemable non-controlling interest 1,656 Change in value of redeemable non-controlling interest 4,528 Balance at end of period $ 34,648 |
Subsequent Event
Subsequent Event | 9 Months Ended |
Oct. 02, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Event | NOTE 18. SUBSEQUENT EVENT On October 25, 2021, Western Window Holding LLC (“Buyer”), a Delaware limited liability company and indirect wholly owned subsidiary of the Company, completed its previously announced acquisition (the “Anlin Acquisition”) of substantially all of the assets, properties and rights owned, used or held for use in the business, as operated by Anlin Industries, a California corporation (“Seller” or "Anlin"), of manufacturing vinyl windows and doors for the replacement market and the new construction market, other than certain expressly excluded assets, pursuant to that certain Asset Purchase Agreement ("APA") dated as of September 1, 2021 (the “Purchase Agreement”), by and among the Company, as guarantor, Buyer and Seller. Anlin is headquartered in Clovis, CA and is recognized by dealers and customers as a top western region brand in the vinyl replacement windows and doors market and will operate under the Western Business Unit of PGT Innovations. The aggregate purchase price at closing paid for the Seller’s assets, which includes assets typical to the operations of the business including accounts receivable, inventories, property and equipment, as well as intangibles assets which we expect will include one or more Anlin trade names, customer relationships, developed technology, and possibly other yet to be identified intangible assets, and which we expect to engage a third-party valuation firm to assist with the valuation of such assets, was approximately $ 113.5 million, subject to certain adjustments as set forth in the APA, and earnout payments of up to approximately $ 12.6 million in aggregate, payable in two installments on or prior to March 31 of 2022 and 2023, respectively , subject to certain adjustments. The purchase price is subject to a post-closing true-up mechanism as set forth in the Purchase Agreement, which is expected to be determined within approximately ninety days from the date of the closing of the Acquisition. The Anlin Acquisition was financed with net proceeds remaining from the issuance of the $ 575.0 million 4.375 % 2021 Senior Notes due 2029, after redemption of the $ 425.0 million 6.75 % 2018 Senior Notes due 2026, along with its $ 21.5 million call premium paid, repayment of $ 54.0 million term loan, and payments of other acquisition-related costs, and proceeds of $ 60.0 million provided by the Term A Loan under the Fourth Amendment of our 2016 Credit Agreement. |
Description of Business and B_2
Description of Business and Basis of Presentation (Policies) | 9 Months Ended |
Oct. 02, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all the information and footnotes required by United States Generally Accepted Accounting Principles (“GAAP”) for complete financial statements. Our condensed consolidated financial statements are unaudited; however, in the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the interim period are not necessarily indicative of the results that may be expected for the remainder of the current year or for any future periods. The Company’s fiscal first nine months in 2021 ended October 2, 2021, consisted of 39 weeks, and our fiscal first nine months in 2020 ended October 3, 2020, consisted of 40 weeks. The Company’s fiscal third quarter in 2021 ended October 2, 2021, consisted of 13 weeks, and our fiscal third quarter in 2020 ended October 3, 2020, also consisted of 13 weeks. The condensed consolidated balance sheet as of January 2, 2021, is derived from the audited consolidated financial statements, but does not include all disclosures required by GAAP. The condensed consolidated balance sheet as of January 2, 2021, and the unaudited condensed consolidated financial statements as of and for the periods ended October 2, 2021 and October 3, 2020, should be read in conjunction with the more detailed audited consolidated financial statements for the year ended January 2, 2021, included in the Company’s most recent Annual Report on Form 10-K. The accounting policies used in the preparation of these unaudited condensed consolidated financial statements are consistent with the accounting policies described in the Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K. The preparation of 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 revenues and expenses during the reporting period. Actual results could materially differ from those estimates. As described above, the extent to which the COVID-19 pandemic and resulting measures that may be taken by the Company and/or its customers or suppliers and/or by governmental entities will impact the Company's business will depend on future developments, which are highly uncertain and cannot be precisely predicted at this time. Management's estimates and assumptions are highly dependent on estimates of future developments and may change significantly in the future due to unforeseen direct and indirect impacts of the COVID-19 pandemic. We have two reportable segments: the Southeast segment and the Western segment. The Southeast reporting segment, which is also an operating segment, is composed of sales from our facilities in Florida. The Western reporting segment, also an operating segment, is composed of sales from our facility in Arizona. See Note 16 for segment disclosures. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements Accounting for Income Taxes In December 2019, the FASB issued ASU 2019-12, “Simplifying the Accounting for Income Taxes.” ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles and also clarifies and amends existing guidance. This standard was effective beginning January 1, 2021. Early adoption was permitted. The adoption of this standard did not have any impact on our consolidated financial statements. Recently Issued Accounting Pronouncements Reference Rate Reform In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” and in March 2021, subsequent amendment to the initial guidance, ASU 2021-01, “Reference Rate Reform (Topic 848): Scope” (collectively, “Topic 848”). Topic 848 provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The guidance generally can be applied from March 12, 2020 through December 31, 2022. We are currently assessing the impacts of the practical expedients provided in Topic 848 and which, if any, we will adopt. |
Revenue Recognition Accounting Policy | Revenue Recognition Accounting Policy The Company primarily manufactures fully customized windows and doors based on design specifications, measurements, colors, finishes, framing materials, glass-types, and other options selected by the customer at the point in time an order is received. The Company has an enforceable right to payment at the time an order is received and accepted at the agreed-upon sales prices contained in our agreements with our customers for all manufacturing efforts expended on behalf of its customers. Due to the customized build-to-order nature of these products, the Company’s assessment is that the substantial portion of its finished goods and certain unused glass components have no alternative use, and that control of these products and components passes to the customer over time during the manufacturing of the products in an order, or upon our receipt of certain pre-cut glass components from our supplier attributed to specific customer orders. Based on these factors, the Company recognizes a substantial portion of revenue over time during the manufacturing process once customization begins, and for certain unused glass components on hand, at the end of a reporting period. Revenue on work-in-process at the end of a reporting period is recognized in proportion to costs incurred to total estimated cost of the product being manufactured. Except for the Western segment’s volume products, discussed in the section titled Disaggregation of Revenue from Contracts with Customers below, revenue recognized at a point in time is immaterial. |
Shipping and Handling Cost and Commissions on Contract Assets | Policies Regarding Shipping and Handling Costs and Commissions on Contract Assets The Company has made a policy election to continue to recognize shipping and handling costs as a fulfillment activity. Treating shipping and handling as a fulfillment activity requires estimated shipping and handling costs for undelivered products and certain glass components on which we have recognized revenue and created a contract asset, to be accrued to match this cost with the recognized revenue. Sales taxes collected from customers are recorded on a net basis. The Company utilizes the practical expedient which permits the current expensing of costs to obtain a contract when the expected amortization period is one year or less, which typically results in expensing commissions paid to employees. We expense sales commissions paid to employees as sales are recognized, including sales from the creation of contract assets, as the expected amortization period is less than one year. |
Revenue Recognition and Contr_2
Revenue Recognition and Contracts with Customers (Tables) | 9 Months Ended |
Oct. 02, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Net Sales by Reporting Segment, Product Category and Market | The following table provides information about our net sales by reporting segment, product category and market for the three and nine months ended October 2, 2021 and October 3, 2020: Three Months Ended Nine Months Ended October 2, October 3, October 2, October 3, Disaggregation of revenue (in millions) : 2021 2020 2021 2020 Reporting segment: Southeast $ 255.1 $ 203.7 $ 731.2 $ 560.2 Western 45.3 34.3 125.8 100.8 Total net sales $ 300.4 $ 238.0 $ 857.0 $ 661.0 Product category: Impact-resistant window and door products $ 207.8 $ 173.3 $ 596.7 $ 471.0 Non-impact window and door products 92.6 64.7 260.3 190.0 Total net sales $ 300.4 $ 238.0 $ 857.0 $ 661.0 Market: New construction $ 120.5 $ 102.0 $ 365.0 $ 305.1 Repair and remodel 179.9 136.0 492.0 355.9 Total net sales $ 300.4 $ 238.0 $ 857.0 $ 661.0 |
Warranty (Tables)
Warranty (Tables) | 9 Months Ended |
Oct. 02, 2021 | |
Guarantees And Product Warranties [Abstract] | |
Summary of Current Period Charges, Adjustments to Previous Estimates, Settlements representing Actual Costs Incurred with regard to Accrued Warranty | The following table summarizes current period charges, adjustments to previous estimates, as well as settlements, which represent actual costs incurred during the period for the three and nine months ended October 2, 2021 and October 3, 2020. Beginning Acquisition- Charged End of Accrued Warranty of Period Related to Expense Adjustments Settlements Period (in thousands) Three months ended October 2, 2021 $ 9,459 $ 347 $ 5,706 $ ( 531 ) $ ( 5,505 ) $ 9,476 Three months ended October 3, 2020 $ 7,267 $ 918 $ 4,049 $ ( 3 ) $ ( 4,519 ) $ 7,712 Nine months ended October 2, 2021 $ 8,001 $ 536 $ 18,015 $ ( 890 ) $ ( 16,186 ) $ 9,476 Nine months ended October 3, 2020 $ 6,244 $ 2,510 $ 11,503 $ 30 $ ( 12,575 ) $ 7,712 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Oct. 02, 2021 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | Inventories consisted of the following: October 2, January 2, 2021 2021 (in thousands) Raw materials $ 70,585 $ 55,916 Work-in-progress 7,160 4,058 Finished goods 1,504 343 Inventories $ 79,249 $ 60,317 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Oct. 02, 2021 | |
CRi [Member] | |
Business Acquisition [Line Items] | |
Schedule for Valuation of Identifiable Intangible Assets Acquired and Estimate of Useful Lives | The valuation of the identifiable intangible assets acquired in the CRi Acquisition and our estimate of the respective useful life is as follows: Initial Preliminary Useful Life Valuation (in years) (in thousands) Trade name $ 800 indefinite Customer relationships 5,600 10 Intangible assets, net $ 6,400 |
ECO [Member] | |
Business Acquisition [Line Items] | |
Schedule for Valuation of Identifiable Intangible Assets Acquired and Estimate of Useful Lives | The valuation of the identifiable intangible assets acquired in the Eco Acquisition and our estimate of their respective useful lives are as follows: Initial Initial Adjustment to Preliminary Useful Life Valuation Valuation Valuation (in years) (in thousands) Trade name $ 36,000 $ ( 1,000 ) $ 35,000 indefinite Customer relationships 36,700 — 36,700 5 - 15 Intangible assets, net $ 72,700 $ ( 1,000 ) $ 71,700 |
Schedule of Fair Value of Assets and Liabilities Assumed | The estimated fair value of assets acquired, and liabilities assumed as of the closing date of the Eco Acquisition, are as follows: Initial Adjustments to Preliminary Accounts receivable $ 5,031 $ ( 241 ) $ 4,790 Inventories 7,728 ( 865 ) 6,863 Contract assets, net 4,312 57 4,369 Prepaid expenses and other assets 1,706 ( 582 ) 1,124 Property and equipment 24,009 ( 191 ) 23,818 Operating lease right-of-use asset 27,864 ( 1,049 ) 26,815 Intangible assets 72,700 ( 1,000 ) 71,700 Goodwill 30,051 ( 2,043 ) 28,008 Total assets acquired 173,401 ( 5,914 ) 167,487 Accounts payable ( 6,809 ) ( 116 ) ( 6,925 ) Accrued and other liabilities, including customer deposits ( 4,215 ) ( 604 ) ( 4,819 ) Operating lease liability ( 27,864 ) 1,049 ( 26,815 ) Total liabilities assumed ( 38,888 ) 329 ( 38,559 ) Net assets acquired 134,513 ( 5,585 ) 128,928 Redeemable non-controlling interest ( 34,084 ) 5,620 ( 28,464 ) Fair value of consideration transferred $ 100,429 $ 35 $ 100,464 Consideration: Cash $ 94,321 $ 35 $ 94,356 PGTI common stock 6,108 — 6,108 Fair value of consideration transferred $ 100,429 $ 35 $ 100,464 |
Summary of Unaudited Proforma Results | The unaudited pro forma results do not include the impact of synergies, nor any potential impacts on current or future market conditions which could alter the following unaudited pro forma results. Three Months Ended Nine Months Ended October 3, October 2, October 3, 2020 2021 2020 (unaudited) Net sales $ 257,949 $ 864,975 $ 704,778 Net income attributable to common shareholders $ 15,667 $ 11,762 $ 31,266 Net income per common share attributable to common shareholders: Basic $ 0.27 $ 0.20 $ 0.53 Diluted $ 0.26 $ 0.20 $ 0.53 |
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | |
Business Acquisition [Line Items] | |
Schedule for Valuation of Identifiable Intangible Assets Acquired and Estimate of Useful Lives | The valuation of the identifiable intangible assets acquired in the NewSouth Acquisition and our estimate of their respective useful lives are as follows: Initial Final Useful Life Valuation (in years) (in thousands) Trade name $ 22,200 15 Non-compete agreements 1,670 5 Developed technology 2,600 6 Customer-related intangible 900 < 1 Intangible assets, net $ 27,370 |
Schedule of Fair Value of Assets and Liabilities Assumed | The fair value of assets acquired, and liabilities assumed as of the closing date, were as follows: Final Accounts receivable $ 8,434 Inventories 2,936 Contract assets, net 4,413 Prepaid expenses and other assets 1,756 Property and equipment 7,433 Operating lease right-of-use asset 10,578 Intangible assets 27,370 Goodwill 52,094 Accounts payable ( 6,621 ) Accrued and other liabilities ( 7,447 ) Operating lease liability ( 10,578 ) Purchase price $ 90,368 Consideration: Cash $ 90,368 Total fair value of consideration $ 90,368 |
Summary of Unaudited Proforma Results | The unaudited pro forma results do not include the impact of synergies, nor any potential impacts on current or future market conditions which could alter the following unaudited pro forma results. Nine Months Ended October 3, 2020 (unaudited) Net sales 668,772 Net income 35,351 Net income per common share: Basic $ 0.60 Diluted $ 0.60 |
Net Income Per Common Share (Ta
Net Income Per Common Share (Tables) | 9 Months Ended |
Oct. 02, 2021 | |
Earnings Per Share [Abstract] | |
Calculation of EPS and Reconciliation of Weighted Average Common Shares Used in Calculation of Basic and Diluted EPS | The table below presents the calculation of EPS and a reconciliation of weighted average common shares used in the calculation of basic and diluted EPS: Three Months Ended Nine Months Ended October 2, October 3, October 2, October 3, 2021 2020 2021 2020 (in thousands, except per share amounts) Net income (loss) $ ( 5,140 ) $ 17,322 $ 18,368 $ 35,121 Less: Net income attributable to redeemable non-controlling interest ( 677 ) — ( 1,656 ) — Net income (loss) attributable to the Company ( 5,817 ) 17,322 16,712 35,121 Change in redemption value of redeemable non-controlling interest ( 965 ) — ( 4,528 ) — Net income (loss) attributable to common shareholders $ ( 6,782 ) $ 17,322 $ 12,184 $ 35,121 Weighted-average common shares - Basic 59,590 58,963 59,475 58,858 Add: Dilutive shares from equity plans — 479 560 433 Weighted-average common shares - Diluted 59,590 59,442 60,035 59,291 Net income (loss) per common share attributable to common shareholders: Basic $ ( 0.11 ) $ 0.29 $ 0.20 $ 0.60 Diluted $ ( 0.11 ) $ 0.29 $ 0.20 $ 0.59 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Oct. 02, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill and Intangible Assets Net | Goodwill and intangible assets are as follows: Initial October 2, January 2, Useful Life 2021 2021 (in years) (in thousands) Goodwill $ 362,025 $ 329,695 indefinite Other intangible assets: Trade names (indefinite-lived) $ 176,641 $ 140,841 indefinite Customer relationships and customer-related assets 243,847 201,547 < 1 - 15 Trade name (amortizable) 22,200 22,200 15 Developed technology 5,600 5,600 6 - 10 Non-compete agreement 3,338 3,338 2 - 5 Software license 590 590 2 Less: Accumulated amortization ( 132,783 ) ( 117,609 ) Subtotal 142,792 115,666 Other intangible assets, net $ 319,433 $ 256,507 Goodwill at January 2, 2021 $ 329,695 Increase in goodwill from our acquisition of Eco 28,008 Increase in goodwill from our acquisition of CRi 4,322 Goodwill at October 2, 2021 $ 362,025 Trade names at January 2, 2021 $ 140,841 Increase in trade names from our acquisition of Eco 35,000 Increase in trade names from our acquisition in CRi 800 Trade names at October 2, 2021 $ 176,641 |
Estimated Amortization for Future Fiscal Year | Estimated amortization of our amortizable intangible assets for future years is as follows: (in thousands) Total Remainder of 2021 $ 5,197 2022 19,901 2023 17,739 2024 17,693 2025 17,465 Thereafter 64,797 Total $ 142,792 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Oct. 02, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | October 2, January 2, 2021 2021 (in thousands) 2021 Senior Notes due 2029, maturing in October 2029 $ 575,000 $ - 2018 Senior Notes due 2026, maturing in August 2026 - 365,000 2016 Credit Agreement due 2022, maturing in October 2022 - 54,000 Long-term debt 575,000 419,000 Fees, costs, discount and premium ( 9,335 ) ( 6,902 ) Long-term debt, net $ 565,665 $ 412,098 |
Activity Relating to Third-Party Fees and Costs, Lender Fees, Discount and Premiums | The activity relating to third-party fees and costs, lender fees, discount and premiums for the nine months ended October 2, 2021, are as follows. All debt-related fees, costs, discount and premiums are classified as a reduction of the carrying value of long-term debt: (in thousands) Total At beginning of year $ 6,902 Add: Deferred financing costs from the issuance of Second Additional Senior Notes 1,363 Less: Premium on the Second Additional Senior Notes ( 3,300 ) Less: Write-off of deferred costs classified as debt extinguishment costs ( 3,954 ) Add: Deferred financing costs from the issuance of the 2021 Senior Notes due 2029 8,648 Add: Deferred financing costs from the refinancing of the 2016 Credit Agreement due 2024 350 Less: Amortization expense ( 674 ) At end of period $ 9,335 |
Estimated Amortization Expense Relating to Third-Party Fees and Costs, Lender Fees, Discount and Premiums | Estimated amortization expense relating to third-party fees and costs, lender fees, discount and premiums for the years indicated as of October 2, 2021, is as follows: (in thousands) Total Remainder of 2021 $ 262 2022 1,075 2023 1,120 2024 1,148 2025 1,121 Thereafter 4,609 Total $ 9,335 |
Contractual Future Maturities of Long-Term Debt | As a result of the complete prepayments of all borrowings under the 2016 Credit Agreement, as of October 2, 2021, we have no contractual future maturities of long-term debt until the 2029 maturity of the 2021 Senior Notes due 2029, as follows (at face value): (in thousands) Remainder of 2021 $ — 2022 — 2023 — 2024 — 2025 — Thereafter (2029) 575,000 Total $ 575,000 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Oct. 02, 2021 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense for the three and nine months ended October 2, 2021 and October 3, 2020, are as follows. Certain amounts in the prior year period have been reclassified to conform to the current presentation (in thousands): Three Months Ended Nine Months Ended October 2, October 3, October 2, October 3, 2021 2020 2021 2020 Operating lease cost $ 4,213 $ 2,364 $ 10,990 $ 6,775 Variable lease cost 2,280 927 6,696 2,523 Total lease cost $ 6,493 $ 3,291 $ 17,686 $ 9,298 |
Other Information Relating to Leases | Other information relating to leases for the three and nine months ended October 2, 2021 and October 3, 2020, are as follows (in thousands, except years and percentages): Three Months Ended Nine Months Ended October 2, October 3, October 2, October 3, 2021 2020 2021 2020 Supplemental cash flows information Cash paid for amounts included in the Operating cash flows relating to $ ( 3,435 ) $ ( 2,276 ) $ ( 9,503 ) $ ( 6,497 ) Right-of-use assets obtained in exchange Operating leases $ 933 $ 3,079 $ 47,838 $ 17,917 Weighted average remaining lease term in years Operating leases 6.39 6.81 6.39 6.81 Weighted average discount rate Operating leases 5.5 % 5.8 % 5.5 % 5.8 % |
Future Maturities under Operating Leases | Future maturities under operating leases were as follows at October 2, 2021 and January 2, 2021 (in thousands): October 2, January 2, 2021 2021 Remainder of 2021 $ 3,774 $ 8,327 2022 15,562 7,626 2023 15,259 7,149 2024 14,870 6,748 2025 14,057 6,253 Thereafter 34,616 13,800 Total future minimum lease payments 98,138 49,903 Less: Imputed interest ( 15,815 ) ( 8,641 ) Operating lease liability - total $ 82,323 $ 41,262 Reported as of October 2, 2021 and January 2, 2021: Current portion of operating lease liability $ 11,227 $ 6,132 Operating lease liability, less current portion 71,096 35,130 Operating lease liability - total $ 82,323 $ 41,262 |
Fair Value (Tables)
Fair Value (Tables) | 9 Months Ended |
Oct. 02, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value on Recurring Basis | The following are measured in the condensed consolidated financial statements at fair value on a recurring basis and are categorized in the table below based upon the lowest level of significant input to the valuation (in thousands): Fair Value Measurements Assets (Liabilities) Quoted Significant Prices in Other Significant Active Observable Unobservable October 2, Markets Inputs Inputs 2021 (Level 1) (Level 2) (Level 3) Description Aluminum contracts $ 8,151 $ — $ 8,151 $ — MTP contracts 6,766 — 6,766 — $ 14,917 $ — $ 14,917 $ — Fair Value Measurements Assets (Liabilities) Quoted Significant Prices in Other Significant Active Observable Unobservable January 2, Markets Inputs Inputs 2021 (Level 1) (Level 2) (Level 3) Description Aluminum contracts $ 3,190 $ — $ 3,190 $ — MTP contracts 421 — 421 — $ 3,611 $ — $ 3,611 $ — |
Derivatives (Tables)
Derivatives (Tables) | 9 Months Ended |
Oct. 02, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Summary of Fair Values of Hedges and MTP Contracts | The fair values of our aluminum hedges and MTP contracts are classified in the accompanying condensed consolidated balance sheets at October 2, 2021 and January 2, 2021, as follows (in thousands): Derivative Assets Derivative Liabilities October 2, 2021 October 2, 2021 Derivatives designated as hedging instruments under Subtopic 815-20: Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivative instruments: Aluminum contracts Other current assets $ 7,374 Accrued liabilities $ — MTP contracts Other current assets 5,875 Accrued liabilities — Aluminum contracts Other assets 777 Other liabilities — MTP contracts Other assets 891 Other liabilities — Total derivative instruments Total derivative assets $ 14,917 Total derivative liabilities $ — Derivative Assets Derivative Liabilities January 2, 2021 January 2, 2021 Derivatives designated as hedging instruments under Subtopic 815-20: Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivative instruments: Aluminum contracts Other current assets $ 3,243 Accrued liabilities $ ( 28 ) MTP contracts Other current assets 423 Accrued liabilities ( 24 ) Aluminum contracts Other assets — Other liabilities ( 25 ) MTP contracts Other assets 26 Other liabilities ( 4 ) Total derivative instruments Total derivative assets $ 3,692 Total derivative liabilities $ ( 81 ) |
Gains (Losses) on Derivative Financial Instruments | The following represents the gains (losses) on derivative financial instruments, and their classifications within the accompanying condensed consolidated financial statements, for the three and nine months ended October 2, 2021 and October 3, 2020 (in thousands): Derivatives in Cash Flow Hedging Relationships Amount of Gain or (Loss) Location of Gain or (Loss) Amount of Gain or (Loss) Three Months Ended Three Months Ended October 2, October 3, October 2, October 3, 2021 2020 2021 2020 Aluminum contracts $ 4,194 $ 1,452 Cost of sales $ 4,271 $ ( 680 ) MTP contracts $ 2,355 $ 111 Cost of sales $ 2,425 $ 148 Derivatives in Cash Flow Hedging Relationships Amount of Gain or (Loss) Location of Gain or (Loss) Amount of Gain or (Loss) Nine Months Ended Nine Months Ended October 2, October 3, October 2, October 3, 2021 2020 2021 2020 Aluminum contracts $ 13,385 $ ( 2,152 ) Cost of sales $ 8,423 $ ( 2,798 ) MTP contracts $ 10,525 $ 32 Cost of sales $ 4,181 $ 61 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Oct. 02, 2021 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Income (Loss) | The following table shows the components of accumulated other comprehensive income (loss) for the three and nine months ended October 2, 2021 and October 3, 2020 (in thousands): Three months ended October 2, 2021 Aluminum MTP (in thousands) Contracts Contracts Total Balance at July 3, 2021 $ 6,191 $ 5,139 $ 11,330 Change in fair value of derivatives 4,194 2,355 6,549 Amounts reclassified from accumulated other comprehensive income ( 4,271 ) ( 2,425 ) ( 6,696 ) Tax effect 20 17 37 Net current-period other comprehensive loss ( 57 ) ( 53 ) ( 110 ) Balance at October 2, 2021 $ 6,134 $ 5,086 $ 11,220 Nine months ended October 2, 2021 Aluminum MTP (in thousands) Contracts Contracts Total Balance at January 2, 2021 $ 2,403 $ 317 $ 2,720 Change in fair value of derivatives 13,385 10,525 23,910 Amounts reclassified from accumulated other comprehensive income ( 8,423 ) ( 4,181 ) ( 12,604 ) Tax effect ( 1,231 ) ( 1,575 ) ( 2,806 ) Net current-period other comprehensive income 3,731 4,769 8,500 Balance at October 2, 2021 $ 6,134 $ 5,086 $ 11,220 Three months ended October 3, 2020 Aluminum MTP (in thousands) Contracts Contracts Total Balance at July 4, 2020 $ ( 1,352 ) $ 6 $ ( 1,346 ) Change in fair value of derivatives 1,452 111 1,563 Amounts reclassified from accumulated other comprehensive loss 680 ( 148 ) 532 Tax effect ( 533 ) 9 ( 524 ) Net current-period other comprehensive income 1,599 ( 28 ) 1,571 Balance at October 3, 2020 $ 247 $ ( 22 ) $ 225 Nine months ended October 3, 2020 Aluminum MTP (in thousands) Contracts Contracts Total Balance at December 28, 2019 $ ( 238 ) $ - $ ( 238 ) Change in fair value of derivatives ( 2,152 ) 32 ( 2,120 ) Amounts reclassified from accumulated other comprehensive loss 2,798 ( 61 ) 2,737 Tax effect ( 161 ) 7 ( 154 ) Net current-period other comprehensive income 485 ( 22 ) 463 Balance at October 3, 2020 $ 247 $ ( 22 ) $ 225 |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Oct. 02, 2021 | |
Segment Reporting [Abstract] | |
Summary of Financial Data Attributable to Operating Segments | The following table represents summary financial data attributable to our operating segments for the three and nine months ended October 2, 2021 and October 3, 2020 (in thousands): Three Months Ended Nine Months Ended October 2, October 3, October 2, October 3, 2021 2020 2021 2020 Net sales: Southeast segment $ 255,170 $ 203,741 $ 731,257 $ 560,241 Western segment 45,261 34,292 125,766 100,779 Total net sales $ 300,431 $ 238,033 $ 857,023 $ 661,020 Income from operations: Southeast segment $ 20,713 $ 25,739 $ 54,977 $ 70,277 Western segment 4,895 4,538 16,091 7,401 Impairment of trade name (1) — — — ( 8,000 ) Restructuring costs and charges (2) — ( 321 ) — ( 4,227 ) Total income from operations 25,608 29,956 71,068 65,451 Interest expense, net 7,686 6,954 22,968 20,979 Debt extinguishment costs 25,472 — 25,472 — Total income (loss) before income taxes $ ( 7,550 ) $ 23,002 $ 22,628 $ 44,472 (1) For the nine months ended October 3, 2020, the Western segment loss from operations includes $ 8.0 million relating to the WWS trade name. (2) For the nine months ended October 3, 2020, the restructuring costs and charges of $ 4.2 million relates to Southeast segment, including an adjustment of $ 0.3 million incurred and disbursed in the three months ended October 3, 2020. |
Reedemable Non-Controlling In_2
Reedemable Non-Controlling Interest (Tables) | 9 Months Ended |
Oct. 02, 2021 | |
Noncontrolling Interest [Abstract] | |
Summary of Changes in Redeemable Non-Controlling Interest | The following table presents the changes in the Company’s redeemable non-controlling interest for the period presented: Nine Months Ended October 2, (in thousands) 2021 Balance at beginning of period $ — Redeemable non-controlling interest in Eco at initially estimated fair value 28,464 Net income attributable to redeemable non-controlling interest 1,656 Change in value of redeemable non-controlling interest 4,528 Balance at end of period $ 34,648 |
Description of Business and B_3
Description of Business and Basis of Presentation - Additional Information (Detail) | Feb. 01, 2021 | Feb. 01, 2021 | Oct. 02, 2021OperationSegmentPlant | Apr. 03, 2021 | Jan. 02, 2021 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of reportable segments | Segment | 2 | ||||
Florida [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of manufacturing operations | 6 | ||||
North Venice, Florida [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of manufacturing operations | 1 | ||||
Greater Miami, Florida [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of manufacturing operations | 4 | ||||
Arizona [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of manufacturing operations | 1 | ||||
California [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of manufacturing operations | 1 | ||||
Tampa [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of manufacturing operations | 1 | ||||
Glass Tempering and Laminating Plant [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of plants | Plant | 2 | ||||
Glass Tempering and Laminating Plant [Member] | North Venice [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of plants | Plant | 2 | ||||
Insulation Glass Plants [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of plants | Plant | 1 | ||||
Insulation Glass Plants [Member] | North Venice [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of plants | Plant | 1 | ||||
ECO [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Business combination, percentage of ownership stake acquired | 75.00% | 75.00% | 75.00% | 75.00% | 75.00% |
Business combination, effective date of acquisition | Feb. 1, 2021 | Feb. 1, 2021 | |||
Number of manufacturing operations | 2 |
Revenue Recognition and Contr_3
Revenue Recognition and Contracts with Customers - Additional Information (Detail) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 02, 2021USD ($) | Oct. 03, 2020USD ($) | Oct. 02, 2021USD ($)Segment | Oct. 03, 2020USD ($) | Jan. 02, 2021USD ($) | |
Disaggregation Of Revenue [Line Items] | |||||
Number of reportable segments | Segment | 2 | ||||
Net sales | $ 300,431 | $ 238,033 | $ 857,023 | $ 661,020 | |
Contract liabilities | 41,200 | 41,200 | $ 22,800 | ||
Contract assets, net | $ 54,004 | $ 54,004 | 28,723 | ||
Revenue recognition, practical expedient | true | ||||
Change in accounting principle accounting standards update adopted | true | true | |||
Change in accounting principle, accounting standards update, adoption date | Dec. 29, 2019 | Dec. 29, 2019 | |||
Accounting standards update extensible list | us-gaap:AccountingStandardsUpdate201613Member | ||||
Accounts receivable, gross | $ 147,000 | $ 147,000 | 96,600 | ||
Allowance for credit losses | 4,300 | $ 4,300 | 3,700 | ||
NewSouth Window Solutions [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Business combination, effective date of acquisition | Feb. 1, 2021 | ||||
Accrued Liabilities [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Contract liabilities | 34,400 | $ 34,400 | 18,100 | ||
Reduction to Contract Assets [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Contract liabilities | 6,800 | 6,800 | $ 4,600 | ||
Western Segment [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net sales | 45,261 | 34,292 | 125,766 | 100,779 | |
Western Segment [Member] | Volume Products [Member] | Passes at Point in Time [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Net sales | $ 21,900 | $ 12,600 | $ 62,500 | $ 39,000 |
Revenue Recognition and Contr_4
Revenue Recognition and Contracts with Customers - Net Sales by Reporting Segment, Product Category and Market (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Disaggregation Of Revenue [Line Items] | ||||
Net sales | $ 300,431 | $ 238,033 | $ 857,023 | $ 661,020 |
Southeast Segment [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net sales | 255,170 | 203,741 | 731,257 | 560,241 |
Western Segment [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net sales | 45,261 | 34,292 | 125,766 | 100,779 |
Impact-Resistant Windows and Door Products [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net sales | 207,800 | 173,300 | 596,700 | 471,000 |
Non-Impact Window and Door Products [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net sales | 92,600 | 64,700 | 260,300 | 190,000 |
New Construction [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net sales | 120,500 | 102,000 | 365,000 | 305,100 |
Repair and Remodel [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net sales | $ 179,900 | $ 136,000 | $ 492,000 | $ 355,900 |
Warranty - Additional Informati
Warranty - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | Jan. 02, 2021 | |
Product Warranty Liability [Line Items] | |||||
Warranty expense, average rate of sales | 1.90% | 1.70% | 2.10% | 1.70% | |
Warranty expense rate description | The increase in our warranty expense rate in the three months ended October 2, 2021 compared to the three months ended October 3, 2020 is a result of costs associated with recent higher level of warranty repair experience on larger commercial projects than in the third quarter of 2020, which resulted in warranty costs incremental to those we would incur in the normal course of business. The increase in our warranty expense rate in the nine months ended October 2, 2021 compared to the nine months ended October 3, 2020 is a result of costs associated with the wind-down of the commercial business of NewSouth in the first quarter of 2021, which resulted in warranty costs incremental to those we would incur in the normal course of business. | ||||
Accrued warranty reserve | $ 9.5 | $ 9.5 | $ 8 | ||
Accrued Expenses [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Accrued warranty reserve | $ 7.8 | $ 7.8 | $ 6.5 | ||
Minimum [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Warranty periods | 1 year | ||||
Warranty period of the majority of products sold | 1 year | ||||
Maximum [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Warranty periods | 10 years | ||||
Warranty period of the majority of products sold | 3 years |
Warranty - Summary of Current P
Warranty - Summary of Current Period Charges, Adjustments to Previous Estimates, Settlements representing Actual Costs Incurred with regard to Accrued Warranty (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Guarantees And Product Warranties [Abstract] | ||||
Accrued Warranty, Beginning of Period | $ 9,459 | $ 7,267 | $ 8,001 | $ 6,244 |
Accrued Warranty, Acquired | 347 | 918 | 536 | 2,510 |
Accrued Warranty, Charged to Expense | 5,706 | 4,049 | 18,015 | 11,503 |
Accrued Warranty, Adjustments | (531) | (3) | (890) | 30 |
Accrued Warranty, Settlements | (5,505) | (4,519) | (16,186) | (12,575) |
Accrued Warranty, End of Period | $ 9,476 | $ 7,712 | $ 9,476 | $ 7,712 |
Inventories - Summary of Invent
Inventories - Summary of Inventories (Detail) - USD ($) $ in Thousands | Oct. 02, 2021 | Jan. 02, 2021 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 70,585 | $ 55,916 |
Work-in-progress | 7,160 | 4,058 |
Finished goods | 1,504 | 343 |
Inventories | $ 79,249 | $ 60,317 |
Stock Based-Compensation - Addi
Stock Based-Compensation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense for stock based awards | $ 2,300 | $ 1,500 | $ 5,748 | $ 4,369 |
Selling, General and Administrative Expenses [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense for stock based awards | 1,900 | $ 1,300 | 4,900 | $ 3,900 |
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total unrecognized compensation | $ 7,900 | $ 7,900 | ||
Weighted-average period | 1 year 7 months 6 days |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) $ / shares in Units, $ in Thousands | May 02, 2021USD ($) | Feb. 01, 2021USD ($)$ / sharesshares | Feb. 01, 2021USD ($)Location$ / sharesshares | Jan. 25, 2021USD ($) | Feb. 01, 2020USD ($) | Jan. 24, 2020USD ($) | Aug. 10, 2018 | Oct. 02, 2021USD ($) | Jan. 02, 2021USD ($) | Oct. 03, 2020USD ($) | Apr. 04, 2020USD ($) | Oct. 02, 2021USD ($) | Oct. 02, 2021USD ($) | Oct. 03, 2020USD ($) | Dec. 28, 2019USD ($) | Feb. 01, 2021USD ($)$ / shares | Apr. 03, 2021USD ($) |
Business Acquisition [Line Items] | |||||||||||||||||
Goodwill | $ 362,025 | $ 329,695 | $ 362,025 | $ 362,025 | |||||||||||||
Aggregate principal amount issuance | 575,000 | 419,000 | 575,000 | 575,000 | |||||||||||||
Net sales | 300,431 | $ 238,033 | 857,023 | $ 661,020 | |||||||||||||
Net income including portion attributable to non-controlling interest | (5,140) | 17,322 | 18,368 | 35,121 | |||||||||||||
Net income portion attributable to redeemable non-controlling interest | 677 | 1,656 | |||||||||||||||
Southeast Segment [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Goodwill | 229,200 | $ 201,300 | 229,200 | 229,200 | |||||||||||||
Net sales | 255,170 | $ 203,741 | 731,257 | 560,241 | |||||||||||||
Common Stock [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Sale of stock, price per share | $ / shares | $ 21.34 | $ 21.34 | $ 21.34 | ||||||||||||||
Percentage of discount in sale of stock price per share for lack of marketability | 20.00% | ||||||||||||||||
2018 Senior Notes due 2026 [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Aggregate principal amount issuance | $ 60,000 | ||||||||||||||||
Accrued Interest rate | 6.75% | 6.75% | 6.75% | ||||||||||||||
Percentage of principal amount issued | 105.50% | 106.375% | 100.00% | ||||||||||||||
Debt instrument premium | $ 3,300 | $ 3,200 | |||||||||||||||
CRi [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Fair value of consideration | $ 12,500 | ||||||||||||||||
Accounts receivable | 400 | ||||||||||||||||
Estimated fair value of assets acquired | 17,600 | ||||||||||||||||
Liabilities assumed | 5,100 | ||||||||||||||||
Operating lease right of use assets and operating lease liabilities | 2,600 | ||||||||||||||||
Current assets | 4,100 | ||||||||||||||||
Intangible assets | 6,400 | ||||||||||||||||
Goodwill | 4,300 | ||||||||||||||||
Trade accounts payable and customer deposits | 2,500 | ||||||||||||||||
Sales | 4,100 | $ 7,200 | |||||||||||||||
CRi [Member] | Cash On Hand [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Cash payment to acquire business | $ 12,100 | ||||||||||||||||
ECO [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Fair value of consideration | $ 100,464 | 100,500 | |||||||||||||||
Cash payment to acquire business | 94,356 | 94,400 | |||||||||||||||
Accounts receivable | $ 26,815 | 26,815 | $ 26,815 | ||||||||||||||
Liabilities assumed | 38,559 | 38,559 | 38,559 | ||||||||||||||
Intangible assets | 71,700 | 71,700 | 71,700 | ||||||||||||||
Goodwill | $ 28,008 | $ 28,008 | $ 28,008 | ||||||||||||||
Sales | $ 257,949 | $ 864,975 | 704,778 | ||||||||||||||
Business combination, effective date of acquisition | Feb. 1, 2021 | Feb. 1, 2021 | |||||||||||||||
Business combination, percentage of ownership stake acquired | 75.00% | 75.00% | 75.00% | 75.00% | 75.00% | 75.00% | 75.00% | 75.00% | |||||||||
Working capital adjustment and customer deposits | $ 5,600 | ||||||||||||||||
Issue of common stock value to acquire business | $ 6,108 | ||||||||||||||||
Sale of stock, price per share | $ / shares | $ 21.34 | $ 21.34 | $ 21.34 | ||||||||||||||
Business combination, value of shares issuance | $ 7,600 | $ 7,600 | $ 7,600 | ||||||||||||||
Percentage of holder of redeemable non-controlling interest restricted from selling shares from date of acquisition | 25.00% | ||||||||||||||||
Period of holder of redeemable non-controlling interest restricted from selling shares from date of acquisition | 3 years | ||||||||||||||||
Percentage of discount in sale of stock price per share for lack of marketability | 20.00% | ||||||||||||||||
Estimated fair value of redeemable non-controlling interest | $ 28,464 | $ 28,464 | 28,464 | ||||||||||||||
Fair value of acquisition including non-controlling interest | $ 128,928 | $ 128,928 | 128,928 | ||||||||||||||
Percentage of estimated fair value of entity at acquisition date to calculate fair value of redeemable on controlling interest | 25.00% | ||||||||||||||||
Percentage of estimated discount for lack of sellers voting control in new entity | 5.00% | ||||||||||||||||
Percentage of estimated discount for lack of sellers of marketability of minority stake | 10.00% | ||||||||||||||||
Number of manufacturing location | Location | 3 | ||||||||||||||||
Net sales | $ 24,700 | $ 64,300 | |||||||||||||||
Net income including portion attributable to non-controlling interest | 846,900 | 6,600 | |||||||||||||||
Net income portion attributable to redeemable non-controlling interest | $ 700 | 1,700 | |||||||||||||||
ECO [Member] | Southeast Segment [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Estimated amount of goodwill deductible for tax purposes | $ 28,000 | ||||||||||||||||
ECO [Member] | Selling, General and Administrative Expenses [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business combination, acquisition related costs | $ 1,700 | $ 1,000 | $ 700 | ||||||||||||||
ECO [Member] | Common Stock [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Issue of common stock value to acquire business | $ 6,100 | ||||||||||||||||
Business combination, number of shares issuance | shares | 357,797 | 357,797 | |||||||||||||||
ECO [Member] | 2018 Senior Notes due 2026 [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Aggregate principal amount issuance | $ 60,000 | $ 60,000 | $ 60,000 | ||||||||||||||
Accrued Interest rate | 6.75% | ||||||||||||||||
Percentage of principal amount issued | 105.50% | 105.50% | 105.50% | ||||||||||||||
Debt instrument premium | $ 3,300 | $ 3,300 | $ 3,300 | ||||||||||||||
ECO [Member] | Cash On Hand [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Cash payment to acquire business | $ 94,400 | $ 31,100 | |||||||||||||||
ECO [Member] | Cash On Hand [Member] | 2018 Senior Notes due 2026 [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Cash payment to acquire business | $ 31,100 | ||||||||||||||||
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Fair value of consideration | $ 90,368 | ||||||||||||||||
Cash payment to acquire business | 90,368 | ||||||||||||||||
Accounts receivable | 10,578 | ||||||||||||||||
Intangible assets | 27,370 | ||||||||||||||||
Goodwill | $ 52,094 | ||||||||||||||||
Sales | $ 668,772 | ||||||||||||||||
Business combination, effective date of acquisition | Feb. 1, 2020 | ||||||||||||||||
Business combination, acquisition related costs | $ 2,400 | $ 1,500 | $ 900 | ||||||||||||||
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | Selling, General and Administrative Expenses [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business combination, acquisition related costs | $ 500 | ||||||||||||||||
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | 2018 Senior Notes due 2026 [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Cash payment to acquire business | 53,200 | ||||||||||||||||
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | Cash On Hand [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Cash payment to acquire business | 37,200 | ||||||||||||||||
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | Add-on Issuance [Member] | 2018 Senior Notes due 2026 [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Cash payment to acquire business | 50,000 | ||||||||||||||||
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | Premium [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Cash payment to acquire business | $ 3,200 |
Acquisitions - Schedule for Val
Acquisitions - Schedule for Valuation of Identifiable Intangible Assets Acquired and Estimate of Useful Lives (Detail) - USD ($) $ in Thousands | May 02, 2021 | Feb. 01, 2021 | Feb. 01, 2020 |
CRi [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | $ 6,400 | ||
CRi [Member] | Customer Relationships [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | $ 5,600 | ||
Useful Life (in years) | 10 years | ||
CRi [Member] | Trade Names [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | $ 800 | ||
ECO [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | $ 71,700 | ||
ECO [Member] | Previously Reported [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | 72,700 | ||
ECO [Member] | Adjustments to Allocation [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | (1,000) | ||
ECO [Member] | Customer Relationships [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | $ 36,700 | ||
ECO [Member] | Customer Relationships [Member] | Minimum [Member] | |||
Business Acquisition [Line Items] | |||
Useful Life (in years) | 5 years | ||
ECO [Member] | Customer Relationships [Member] | Maximum [Member] | |||
Business Acquisition [Line Items] | |||
Useful Life (in years) | 15 years | ||
ECO [Member] | Customer Relationships [Member] | Previously Reported [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | $ 36,700 | ||
ECO [Member] | Trade Names [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | 35,000 | ||
ECO [Member] | Trade Names [Member] | Previously Reported [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | 36,000 | ||
ECO [Member] | Trade Names [Member] | Adjustments to Allocation [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | $ 1,000 | ||
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | $ 27,370 | ||
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | Customer Relationships [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | $ 900 | ||
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | Customer Relationships [Member] | Maximum [Member] | |||
Business Acquisition [Line Items] | |||
Useful Life (in years) | 1 year | ||
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | Trade Name [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | $ 22,200 | ||
Useful Life (in years) | 15 years | ||
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | Noncompete Agreements [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | $ 1,670 | ||
Useful Life (in years) | 5 years | ||
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | Developed Technology [Member] | |||
Business Acquisition [Line Items] | |||
Preliminary/Final Valuation Amount | $ 2,600 | ||
Useful Life (in years) | 6 years |
Acquisitions - Schedule of Fair
Acquisitions - Schedule of Fair Value of Assets and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Feb. 01, 2021 | Jan. 25, 2021 | Feb. 01, 2020 | Oct. 02, 2021 | Jan. 02, 2021 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 362,025 | $ 329,695 | |||
ECO [Member] | |||||
Business Acquisition [Line Items] | |||||
Accounts receivable | $ 4,790 | ||||
Inventories | 6,863 | ||||
Contract assets, net | 4,369 | ||||
Prepaid expenses and other assets | 1,124 | ||||
Property and equipment | 23,818 | ||||
Operating lease right-of-use asset | 26,815 | $ 26,800 | |||
Intangible assets | 71,700 | ||||
Goodwill | 28,008 | ||||
Total assets acquired | 167,487 | ||||
Accounts payable | (6,925) | ||||
Accrued and other liabilities, including customer deposits | (4,819) | ||||
Operating lease liability | (26,815) | ||||
Total liabilities assumed | (38,559) | ||||
Net assets acquired | 128,928 | ||||
Redeemable non-controlling interest | (28,464) | ||||
Fair value of consideration transferred | 100,464 | ||||
Cash | 94,356 | $ 94,400 | |||
PGTI common stock | 6,108 | ||||
Fair value of consideration transferred | 100,464 | $ 100,500 | |||
ECO [Member] | Previously Reported [Member] | |||||
Business Acquisition [Line Items] | |||||
Accounts receivable | 5,031 | ||||
Inventories | 7,728 | ||||
Contract assets, net | 4,312 | ||||
Prepaid expenses and other assets | 1,706 | ||||
Property and equipment | 24,009 | ||||
Operating lease right-of-use asset | 27,864 | ||||
Intangible assets | 72,700 | ||||
Goodwill | 30,051 | ||||
Total assets acquired | 173,401 | ||||
Accounts payable | (6,809) | ||||
Accrued and other liabilities, including customer deposits | (4,215) | ||||
Operating lease liability | (27,864) | ||||
Total liabilities assumed | (38,888) | ||||
Net assets acquired | 134,513 | ||||
Redeemable non-controlling interest | (34,084) | ||||
Fair value of consideration transferred | 100,429 | ||||
Cash | 94,321 | ||||
PGTI common stock | 6,108 | ||||
Fair value of consideration transferred | 100,429 | ||||
ECO [Member] | Adjustments to Allocation [Member] | |||||
Business Acquisition [Line Items] | |||||
Accounts receivable | (241) | ||||
Inventories | (865) | ||||
Contract assets, net | 57 | ||||
Prepaid expenses and other assets | (582) | ||||
Property and equipment | (191) | ||||
Operating lease right-of-use asset | (1,049) | ||||
Intangible assets | (1,000) | ||||
Goodwill | (2,043) | ||||
Total assets acquired | (5,914) | ||||
Accounts payable | (116) | ||||
Accrued and other liabilities, including customer deposits | (604) | ||||
Operating lease liability | 1,049 | ||||
Total liabilities assumed | 329 | ||||
Net assets acquired | (5,585) | ||||
Redeemable non-controlling interest | 5,620 | ||||
Fair value of consideration transferred | 35 | ||||
Cash | 35 | ||||
Fair value of consideration transferred | $ 35 | ||||
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | |||||
Business Acquisition [Line Items] | |||||
Accounts receivable | $ 8,434 | ||||
Inventories | 2,936 | ||||
Contract assets, net | 4,413 | ||||
Prepaid expenses and other assets | 1,756 | ||||
Property and equipment | 7,433 | ||||
Operating lease right-of-use asset | 10,578 | ||||
Intangible assets | 27,370 | ||||
Goodwill | 52,094 | ||||
Accounts payable | (6,621) | ||||
Accrued and other liabilities | (7,447) | ||||
Operating lease liability | (10,578) | ||||
Purchase price | 90,368 | ||||
Cash | 90,368 | ||||
Fair value of consideration transferred | $ 90,368 |
Acquisitions - Summary of Unaud
Acquisitions - Summary of Unaudited Proforma Results (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |
Oct. 02, 2021 | Oct. 02, 2021 | Oct. 03, 2020 | |
ECO [Member] | |||
Business Acquisition [Line Items] | |||
Net sales | $ 257,949 | $ 864,975 | $ 704,778 |
Net income attributable to common shareholders | $ 15,667 | $ 11,762 | $ 31,266 |
Net income per common share attributable to common shareholders: | |||
Basic | $ 0.27 | $ 0.20 | $ 0.53 |
Diluted | $ 0.26 | $ 0.20 | $ 0.53 |
New South Window Solutions LLC and New South Window Solutions of Orlando LLC [Member] | |||
Business Acquisition [Line Items] | |||
Net sales | $ 668,772 | ||
Net income attributable to common shareholders | $ 35,351 | ||
Net income per common share attributable to common shareholders: | |||
Basic | $ 0.60 | ||
Diluted | $ 0.60 |
Net Income Per Common Share - A
Net Income Per Common Share - Additional Information (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Earnings Per Share [Abstract] | ||||
Dilutive securities excluded from the calculation of weighted average shares outstanding | 0 | 0 | 0 | 86,000 |
Dilutive shares | 510 |
Net Income Per Common Share - C
Net Income Per Common Share - Calculation of EPS and Reconciliation of Weighted Average Common Shares Used in Calculation of Basic and Diluted EPS (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Earnings Per Share [Abstract] | ||||
Net income (loss) | $ (5,140) | $ 17,322 | $ 18,368 | $ 35,121 |
Less: Net income attributable to redeemable non-controlling interest | (677) | (1,656) | ||
Net income (loss) attributable to the Company | (5,817) | 17,322 | 16,712 | 35,121 |
Change in redemption value of redeemable non-controlling interest | (965) | 0 | (4,528) | 0 |
Net income (loss) attributable to common shareholders | $ (6,782) | $ 17,322 | $ 12,184 | $ 35,121 |
Weighted-average common shares - Basic | 59,590 | 58,963 | 59,475 | 58,858 |
Add: Dilutive shares from equity plans | 479 | 560 | 433 | |
Weighted-average common shares - Diluted | 59,590 | 59,442 | 60,035 | 59,291 |
Net income (loss) per common share attributable to common shareholders: | ||||
Basic | $ (0.11) | $ 0.29 | $ 0.20 | $ 0.60 |
Diluted | $ (0.11) | $ 0.29 | $ 0.20 | $ 0.59 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Schedule of Goodwill and Intangible Assets Net (Detail) - USD ($) $ in Thousands | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Jan. 02, 2021 | |
Indefinite-lived Intangible Assets [Line Items] | |||
Less: Accumulated amortization | $ (132,783) | $ (117,609) | |
Subtotal | 142,792 | 115,666 | |
Other intangible assets, net | 319,433 | 256,507 | |
Goodwill at January 2, 2021 | 329,695 | ||
Goodwill at October 2, 2021 | 362,025 | ||
Impairment of trade name | $ 8,000 | ||
Eco Enterprises, LLC [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Increase in goodwill | 28,008 | ||
CRi [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Increase in goodwill | 4,322 | ||
Trade Names [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Intangible assets | 176,641 | 140,841 | |
Trade Names [Member] | Eco Enterprises, LLC [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Impairment of trade name | 35,000 | ||
Trade Names [Member] | CRi [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Impairment of trade name | 800 | ||
Customer Relationships and Customer-related Assets [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Intangible assets | $ 243,847 | 201,547 | |
Customer Relationships and Customer-related Assets [Member] | Minimum [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Initial Useful Life (in years) | 1 year | ||
Customer Relationships and Customer-related Assets [Member] | Maximum [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Initial Useful Life (in years) | 15 years | ||
Trade Name [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Intangible assets | $ 22,200 | 22,200 | |
Initial Useful Life (in years) | 15 years | ||
Developed Technology [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Intangible assets | $ 5,600 | 5,600 | |
Developed Technology [Member] | Minimum [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Initial Useful Life (in years) | 6 years | ||
Developed Technology [Member] | Maximum [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Initial Useful Life (in years) | 10 years | ||
Noncompete Agreements [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Intangible assets | $ 3,338 | 3,338 | |
Noncompete Agreements [Member] | Minimum [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Initial Useful Life (in years) | 2 years | ||
Noncompete Agreements [Member] | Maximum [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Initial Useful Life (in years) | 5 years | ||
Software License [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Intangible assets | $ 590 | $ 590 | |
Initial Useful Life (in years) | 2 years |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Estimated Amortization for Future Fiscal Year (Detail) - USD ($) $ in Thousands | Oct. 02, 2021 | Jan. 02, 2021 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Remainder of 2021 | $ 5,197 | |
2022 | 19,901 | |
2023 | 17,739 | |
2024 | 17,693 | |
2025 | 17,465 | |
Thereafter | 64,797 | |
Subtotal | $ 142,792 | $ 115,666 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | Jan. 02, 2021 | |
Indefinite-lived Intangible Assets [Line Items] | |||||
Amortization of intangible assets | $ 5,300 | $ 4,700 | $ 15,200 | $ 14,100 | |
Goodwill | 362,025 | 362,025 | $ 329,695 | ||
Southeast Segment [Member] | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Goodwill | 229,200 | 229,200 | 201,300 | ||
Western Segment [Member] | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Goodwill | $ 132,800 | $ 132,800 | $ 128,400 |
Long Term Debt - Schedule of Lo
Long Term Debt - Schedule of Long-term Debt (Detail) - USD ($) $ in Thousands | Oct. 02, 2021 | Jan. 02, 2021 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 575,000 | $ 419,000 |
Fees, costs, discount and premium | (9,335) | (6,902) |
Long-term debt, net | 565,665 | 412,098 |
2016 Credit Agreement due 2022, Maturing in October 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 54,000 | |
2021 Senior Notes Due 2029, Maturing in October 2029 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 575,000 | |
2018 Senior Notes due 2026, Maturing in August 2026 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 365,000 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) - USD ($) | Oct. 25, 2021 | Sep. 27, 2021 | Sep. 24, 2021 | Feb. 01, 2021 | Feb. 01, 2021 | Jan. 25, 2021 | Jan. 24, 2020 | Oct. 31, 2019 | Aug. 10, 2018 | Mar. 16, 2018 | Feb. 16, 2016 | Oct. 02, 2021 | Jan. 02, 2021 |
Line of Credit Facility [Line Items] | |||||||||||||
Face value of debt outstanding | $ 575,000,000 | $ 419,000,000 | |||||||||||
Letters of credit outstanding | 5,300,000 | ||||||||||||
Fees and cost | 9,335,000 | ||||||||||||
2016 Credit Agreement due 2022 [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Face value of debt outstanding | $ 54,000,000 | ||||||||||||
Prepayment of term loan | 54,000,000 | ||||||||||||
2016 Credit Agreement due 2024 [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Credit agreement date | Feb. 16, 2016 | ||||||||||||
Senior Secured Credit Facilities [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Amount available under credit facility | $ 310,000,000 | ||||||||||||
Term Loan Facility [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Amount available under credit facility | $ 270,000,000 | ||||||||||||
Maturity term of credit agreement | 6 years | ||||||||||||
Credit facility amortization percentage | 1.00% | ||||||||||||
Revolving Credit Facility [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Amount available under credit facility | $ 40,000,000 | ||||||||||||
Credit available under the credit facility | $ 74,700,000 | ||||||||||||
Revolving Credit Facility [Member] | Maximum [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Credit facility amortization percentage | 0.35% | ||||||||||||
Revolving Credit Facility [Member] | Minimum [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Credit facility amortization percentage | 0.25% | ||||||||||||
Second Amendment [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Interest rate terms | The Second Amendment, among other things, decreased the applicable interest rate margins for the Initial Term Loans (as defined in the 2016 Credit Agreement due 2022) from (i) 3.75% to 2.50%, in the case of the Base Rate Loans (as defined in the 2016 Credit Agreement due 2022), and (ii) 4.75% to 3.50%, in the case of the Eurodollar Loans (as defined in the 2016 Credit Agreement due 2022). | ||||||||||||
Second Amendment [Member] | Base Rate [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Basis spread on LIBOR | 2.50% | 3.75% | |||||||||||
Second Amendment [Member] | Euro Dollar [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Basis spread on LIBOR | 3.50% | 4.75% | |||||||||||
Third Amendment [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Face value of debt outstanding | $ 64,000,000 | ||||||||||||
Term of credit facility | 3 years | ||||||||||||
Revolving Credit Facility due 2024 [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Face value of debt outstanding | $ 40,000,000 | ||||||||||||
Term of credit facility | 5 years | ||||||||||||
Revolving Credit Facility due 2024 [Member] | Maximum [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Face value of debt outstanding | $ 80,000,000 | ||||||||||||
Fourth Amendment [Member] | Subsequent Event [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Term of credit facility | 3 years | ||||||||||||
Maximum borrowing available during period | $ 60,000,000 | ||||||||||||
Common Stock [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Sale of stock, price per share | $ 21.34 | $ 21.34 | |||||||||||
Percentage of discount in sale of stock price per share for lack of marketability | 20.00% | ||||||||||||
ECO [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Cash payment to acquire business | $ 94,356,000 | $ 94,400,000 | |||||||||||
Fair value of consideration | $ 100,464,000 | 100,500,000 | |||||||||||
Sale of stock, price per share | $ 21.34 | $ 21.34 | |||||||||||
Percentage of discount in sale of stock price per share for lack of marketability | 20.00% | ||||||||||||
ECO [Member] | Common Stock [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Business combination, number of shares issuance | 357,797 | 357,797 | |||||||||||
ECO [Member] | Cash On Hand [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Cash payment to acquire business | $ 94,400,000 | $ 31,100,000 | |||||||||||
2018 Senior Notes due 2026 [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Long-term debt | $ 50,000,000 | $ 315,000,000 | |||||||||||
Accrued Interest rate | 6.75% | 6.75% | 6.75% | ||||||||||
Percentage of principal amount issued | 105.50% | 106.375% | 100.00% | ||||||||||
Repayment of senior notes | $ 425,000,000 | 425,000,000 | |||||||||||
Debt instrument premium | $ 3,300,000 | $ 3,200,000 | |||||||||||
Face value of debt outstanding | $ 60,000,000 | ||||||||||||
Debt instrument, maturity date | Aug. 10, 2026 | ||||||||||||
Accrued interest | $ 4,500,000 | ||||||||||||
Repurchase notes percentage of aggregate principal amount | 105.063% | ||||||||||||
Prepayment of term loan | $ 21,500,000 | ||||||||||||
2018 Senior Notes due 2026 [Member] | NewSouth Window Solutions [Member] | Cash On Hand [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Cash payment to acquire business | $ 90,400,000 | ||||||||||||
2018 Senior Notes due 2026 [Member] | ECO [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Accrued Interest rate | 6.75% | ||||||||||||
Percentage of principal amount issued | 105.50% | 105.50% | |||||||||||
Debt instrument premium | $ 3,300,000 | $ 3,300,000 | |||||||||||
Face value of debt outstanding | 60,000,000 | $ 60,000,000 | |||||||||||
2018 Senior Notes due 2026 [Member] | ECO [Member] | Cash On Hand [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Cash payment to acquire business | $ 31,100,000 | ||||||||||||
2021 Senior Notes due 2029 [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Long-term debt | $ 575,000,000 | ||||||||||||
Accrued Interest rate | 4.375% | ||||||||||||
Percentage of principal amount issued | 100.00% | ||||||||||||
Percentage of lender spread on principal amount | 1.25% | ||||||||||||
Financing costs lender spread | $ 7,200,000 | ||||||||||||
Financing costs other | $ 1,400,000 | ||||||||||||
Face value of debt outstanding | $ 575,000,000 | ||||||||||||
Debt instrument, maturity date | Oct. 1, 2029 | ||||||||||||
Financing Costs | $ 8,600,000 | ||||||||||||
Repurchase notes percentage of aggregate principal amount | 101.00% | ||||||||||||
2021 Senior Notes due 2029 [Member] | Prior to October 1, 2024 [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Basis points, floor | 0.50% | ||||||||||||
2021 Senior Notes due 2029 [Member] | On or After August 1, 2021 [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, redemption percentage | 102.188% | ||||||||||||
2021 Senior Notes due 2029 [Member] | On or After August 2025 [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, redemption percentage | 101.094% | ||||||||||||
2021 Senior Notes due 2029 [Member] | On or After August 1, 2026 [Member] | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, redemption percentage | 100.00% |
Long-Term Debt - Activity Relat
Long-Term Debt - Activity Relating to Third-Party Fees and Costs, Lender Fees, Discount and Premiums (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 02, 2021 | Oct. 03, 2020 | |
Debt Instrument [Line Items] | ||
At beginning of year | $ 6,902 | |
Add: Deferred financing costs from the issuance of Senior Notes | 10,361 | $ 1,266 |
Less: Write-off of deferred costs classified as debt extinguishment costs | (3,954) | |
Less: Amortization expense | (674) | |
At end of period | 9,335 | |
Second Additional Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Add: Deferred financing costs from the issuance of Senior Notes | 1,363 | |
Less: Premium on the Second Additional Senior Notes | (3,300) | |
2021 Senior Notes due 2029 [Member] | ||
Debt Instrument [Line Items] | ||
Add: Deferred financing costs from the issuance of Senior Notes | 8,648 | |
2016 Credit Agreement due 2024 [Member] | ||
Debt Instrument [Line Items] | ||
Add: Deferred financing costs from the refinancing of the 2016 Credit Agreement due 2024 | $ 350 |
Long-Term Debt - Estimated Amor
Long-Term Debt - Estimated Amortization Expense Relating to Third-Party Fees and Costs, Lender Fees, Discount and Premiums (Detail) $ in Thousands | Oct. 02, 2021USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2021 | $ 262 |
2022 | 1,075 |
2023 | 1,120 |
2024 | 1,148 |
2025 | 1,121 |
Thereafter | 4,609 |
Total | $ 9,335 |
Long-Term Debt - Contractual Fu
Long-Term Debt - Contractual Future Maturities of Long-Term Debt (Detail) - USD ($) $ in Thousands | Oct. 02, 2021 | Jan. 02, 2021 |
Debt Disclosure [Abstract] | ||
Remainder of 2021 | $ 0 | |
2022 | 0 | |
2023 | 0 | |
2024 | 0 | |
2025 | 0 | |
Thereafter | 575,000 | |
Total | $ 575,000 | $ 419,000 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | Feb. 01, 2021 | |
Lessee Lease Description [Line Items] | |||||
Operating lease existence of option to extend | true | ||||
Operating lease extension period | 5 years | ||||
Operating lease existence of option to terminate | true | ||||
Operating lease not yet commenced description | no additional operating or finance leases that have not yet commenced | ||||
Finance lease not yet commenced description | no additional operating or finance leases that have not yet commenced | ||||
Lease expenses | $ 6,500 | $ 3,300 | $ 17,700 | $ 9,300 | |
Operating lease expire description | Our operating leases expire at various times through 2029. | ||||
Operating lease right-of-use assets obtained in exchange for operating lease obligations | 933 | 3,079 | $ 47,838 | 17,917 | |
ECO [Member] | |||||
Lessee Lease Description [Line Items] | |||||
Operating lease right-of-use asset | 26,800 | 26,800 | $ 26,815 | ||
CRi Acquisition | |||||
Lessee Lease Description [Line Items] | |||||
Operating lease right-of-use asset | 2,600 | 2,600 | |||
Cost of Sales [Member] | |||||
Lessee Lease Description [Line Items] | |||||
Lease expenses | $ 500 | $ 1,600 | $ 6,900 | $ 4,700 | |
Minimum [Member] | |||||
Lessee Lease Description [Line Items] | |||||
Operating lease term | 1 year | 1 year | |||
Maximum [Member] | |||||
Lessee Lease Description [Line Items] | |||||
Operating lease term | 9 years | 9 years | |||
Operating lease termination period | 1 year |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Leases [Abstract] | ||||
Operating lease cost | $ 4,213 | $ 2,364 | $ 10,990 | $ 6,775 |
Variable lease cost | 2,280 | 927 | 6,696 | 2,523 |
Total lease cost | $ 6,493 | $ 3,291 | $ 17,686 | $ 9,298 |
Leases - Other Information Rela
Leases - Other Information Relating to Leases (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||||
Operating cash flows relating to operating leases | $ (3,435) | $ (2,276) | $ (9,503) | $ (6,497) |
Right-of-use assets obtained in exchange for lease obligations: | ||||
Operating leases | $ 933 | $ 3,079 | $ 47,838 | $ 17,917 |
Weighted average remaining lease term in years | ||||
Operating leases | 6 years 4 months 20 days | 6 years 9 months 21 days | 6 years 4 months 20 days | 6 years 9 months 21 days |
Weighted average discount rate | ||||
Operating leases | 5.50% | 5.80% | 5.50% | 5.80% |
Leases - Future Maturities unde
Leases - Future Maturities under Operating Leases (Detail) - USD ($) $ in Thousands | Oct. 02, 2021 | Jan. 02, 2021 |
Leases [Abstract] | ||
Remainder of 2021 | $ 3,774 | |
2022 | 15,562 | |
2023 | 15,259 | |
2024 | 14,870 | |
2025 | 14,057 | |
Thereafter | 34,616 | |
Total future minimum lease payments | 98,138 | |
Less: Imputed interest | (15,815) | $ (8,641) |
Operating lease liability - total | 82,323 | 41,262 |
Current portion of operating lease liability | 11,227 | 6,132 |
Operating lease liability, less current portion | $ 71,096 | 35,130 |
Remainder of 2021 | 8,327 | |
2022 | 7,626 | |
2023 | 7,149 | |
2024 | 6,748 | |
2025 | 6,253 | |
Thereafter | 13,800 | |
Total future minimum lease payments | $ 49,903 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | Dec. 22, 2017 | Sep. 30, 2021 | Oct. 02, 2021 | Oct. 03, 2020 | Jul. 04, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | Apr. 03, 2021 | Feb. 01, 2021 | Jan. 02, 2021 |
Income Taxes [Line Items] | ||||||||||
Income tax expense (benefit) | $ (2,410,000) | $ 5,680,000 | $ 4,260,000 | $ 9,351,000 | ||||||
Effective tax rates | 24.70% | (31.90%) | 24.70% | 18.80% | 21.00% | |||||
Pre-tax earnings | $ (7,550,000) | $ 23,002,000 | $ 22,628,000 | $ 44,472,000 | ||||||
Excess tax benefits relating to exercises of stock options and lapses of restrictions on stock awards | $ 14,000 | $ 0 | 714,000 | 737,000 | ||||||
Refunds of tax cuts and Jobs Act, income taxes | $ 700,000 | |||||||||
Refunds of state income taxes | $ 553,000 | |||||||||
Effective tax rates, excluding discrete item | (30.80%) | 24.70% | 21.90% | 24.60% | ||||||
Effective tax rates, statutory federal and state rate | 24.20% | |||||||||
Payment of estimated income taxes | $ 4,000,000 | $ 0 | $ 12,400,000 | |||||||
Corporate income tax rate | 4.458% | 3.535% | ||||||||
Federal [Member] | ||||||||||
Income Taxes [Line Items] | ||||||||||
Payment of estimated income taxes | $ 8,300,000 | |||||||||
ECO [Member] | ||||||||||
Income Taxes [Line Items] | ||||||||||
Percentage of ownership stake | 75.00% | 75.00% | 75.00% | 75.00% | 75.00% | |||||
Pre-tax earnings | $ 449,000 | $ 1,200,000 |
Fair Value - Additional Informa
Fair Value - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | Jan. 02, 2021 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Fair value of assets, level 2 to level 3 transfers | $ 0 | $ 0 | $ 0 | $ 0 | |
Long-term debt | 575,000,000 | 575,000,000 | $ 419,000,000 | ||
2016 Credit Agreement [Member] | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Fair value of current long-term debt | 54,000,000 | ||||
Long-term debt | 0 | 0 | 54,000,000 | ||
2021 Senior Notes due 2029 [Member] | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Fair value of current long-term debt | 579,300,000 | 579,300,000 | |||
Long-term debt | $ 575,000,000 | $ 575,000,000 | |||
Second Additional Senior Notes [Member] | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Fair value of current long-term debt | 387,800,000 | ||||
Long-term debt | $ 365,000,000 |
Fair Value - Schedule of Fair V
Fair Value - Schedule of Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Oct. 02, 2021 | Jan. 02, 2021 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets (Liabilities) | $ 14,917 | $ 3,611 |
Aluminum Contracts [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets (Liabilities) | 8,151 | 3,190 |
MTP Contracts [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets (Liabilities) | 6,766 | 421 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets (Liabilities) | 14,917 | 3,611 |
Significant Other Observable Inputs (Level 2) [Member] | Aluminum Contracts [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets (Liabilities) | 8,151 | 3,190 |
Significant Other Observable Inputs (Level 2) [Member] | MTP Contracts [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets (Liabilities) | $ 6,766 | $ 421 |
Derivatives - Additional Inform
Derivatives - Additional Information (Detail) $ in Thousands, lb in Millions | 9 Months Ended | |
Oct. 02, 2021USD ($)Forwardcontractlb$ / lb | Jan. 02, 2021USD ($) | |
Derivative [Line Items] | ||
Derivative assets, net | $ 14,917 | $ 3,692 |
Fair Value of Derivative | $ 13,200 | |
MTP Contracts [Member] | ||
Derivative [Line Items] | ||
Typical order quantities payment terms net | 30 days | |
Derivative assets, net | $ 6,800 | |
Number of outstanding forward contracts | Forwardcontract | 18 | |
Derivative, amount of hedged item | lb | 35 | |
Derivative average price | $ / lb | 0.12 | |
Maturity period of contract, minimum | 1 month | |
Maturity period of contract, maximum | 15 months | |
Aluminum Contracts [Member] | ||
Derivative [Line Items] | ||
Derivative assets, net | $ 8,200 | |
Number of outstanding forward contracts | Forwardcontract | 22 | |
Derivative, amount of hedged item | lb | 27.2 | |
Derivative average price | $ / lb | 0.99 | |
Maturity period of contract, minimum | 1 month | |
Maturity period of contract, maximum | 15 months | |
Aluminum Contracts and MTP Contracts [Member] | ||
Derivative [Line Items] | ||
Accumulated other comprehensive income | $ 11,200 | $ 2,700 |
Derivatives - Summary of Fair V
Derivatives - Summary of Fair Values of Hedges and MTP Contracts (Detail) - USD ($) $ in Thousands | Oct. 02, 2021 | Jan. 02, 2021 |
Derivative Instruments And Hedging Activities [Line Items] | ||
Total derivative instruments Assets | $ 14,917 | $ 3,692 |
Total derivative instruments Liabilities | (81) | |
Aluminum Contracts [Member] | Other Current Assets [Member] | ||
Derivative Instruments And Hedging Activities [Line Items] | ||
Total derivative instruments Assets | 7,374 | 3,243 |
Aluminum Contracts [Member] | Other Assets [Member] | ||
Derivative Instruments And Hedging Activities [Line Items] | ||
Total derivative instruments Assets | 777 | |
Aluminum Contracts [Member] | Accrued Liabilities [Member] | ||
Derivative Instruments And Hedging Activities [Line Items] | ||
Total derivative instruments Liabilities | (28) | |
Aluminum Contracts [Member] | Other Liabilities [Member] | ||
Derivative Instruments And Hedging Activities [Line Items] | ||
Total derivative instruments Liabilities | (25) | |
MTP Contracts [Member] | Other Current Assets [Member] | ||
Derivative Instruments And Hedging Activities [Line Items] | ||
Total derivative instruments Assets | 5,875 | 423 |
MTP Contracts [Member] | Other Assets [Member] | ||
Derivative Instruments And Hedging Activities [Line Items] | ||
Total derivative instruments Assets | $ 891 | 26 |
MTP Contracts [Member] | Accrued Liabilities [Member] | ||
Derivative Instruments And Hedging Activities [Line Items] | ||
Total derivative instruments Liabilities | (24) | |
MTP Contracts [Member] | Other Liabilities [Member] | ||
Derivative Instruments And Hedging Activities [Line Items] | ||
Total derivative instruments Liabilities | $ (4) |
Derivatives - Gains (Losses) on
Derivatives - Gains (Losses) on Derivative Financial Instruments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Recognized in OCI(L) on Derivatives | $ 6,549 | $ 1,563 | $ 23,910 | $ (2,120) |
Aluminum Contracts [Member] | Inventory Classified as Cost of Sales [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Recognized in OCI(L) on Derivatives | 4,194 | 1,452 | 13,385 | (2,152) |
Derivatives in Cash Flow Hedging Relationships | 4,271 | (680) | 8,423 | (2,798) |
MTP Contracts [Member] | Inventory Classified as Cost of Sales [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Recognized in OCI(L) on Derivatives | 2,355 | 111 | 10,525 | 32 |
Derivatives in Cash Flow Hedging Relationships | $ 2,425 | $ 148 | $ 4,181 | $ 61 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Components of Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | $ 485,134 | |||
Change in fair value of derivatives | $ 6,549 | $ 1,563 | 23,910 | $ (2,120) |
Amounts reclassified from accumulated other comprehensive income (loss) | (6,696) | 532 | (12,604) | 2,737 |
Tax effect | 37 | (524) | (2,806) | (154) |
Other comprehensive income (loss), net of tax | (110) | 1,571 | 8,500 | 463 |
Ending Balance | 516,844 | 516,844 | ||
Accumulated Other Comprehensive Income (Loss) [Member] | ||||
Components of Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | 11,330 | (1,346) | 2,720 | (238) |
Other comprehensive income (loss), net of tax | (110) | 1,571 | 8,500 | 463 |
Ending Balance | 11,220 | 225 | 11,220 | 225 |
Aluminum Contracts [Member] | ||||
Components of Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Change in fair value of derivatives | 4,194 | 1,452 | 13,385 | (2,152) |
Amounts reclassified from accumulated other comprehensive income (loss) | (4,271) | 680 | (8,423) | 2,798 |
Tax effect | 20 | (533) | (1,231) | (161) |
Other comprehensive income (loss), net of tax | (57) | 1,599 | 3,731 | 485 |
Aluminum Contracts [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | ||||
Components of Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | 6,191 | (1,352) | 2,403 | (238) |
Ending Balance | 6,134 | 247 | 6,134 | 247 |
MTP Contracts [Member] | ||||
Components of Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Change in fair value of derivatives | 2,355 | 111 | 10,525 | 32 |
Amounts reclassified from accumulated other comprehensive income (loss) | (2,425) | (148) | (4,181) | (61) |
Tax effect | 17 | 9 | (1,575) | 7 |
Other comprehensive income (loss), net of tax | (53) | (28) | 4,769 | (22) |
MTP Contracts [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | ||||
Components of Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | 5,139 | 6 | 317 | |
Ending Balance | $ 5,086 | $ (22) | $ 5,086 | $ (22) |
Segments - Additional Informati
Segments - Additional Information (Detail) | 9 Months Ended |
Oct. 02, 2021Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Segments - Summary of Financial
Segments - Summary of Financial Data Attributable to Operating Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Net sales: | ||||
Total net sales | $ 300,431 | $ 238,033 | $ 857,023 | $ 661,020 |
Income from operations: | ||||
Total income from operations | 25,608 | 29,956 | 71,068 | 65,451 |
Impairment of trade name | (8,000) | |||
Restructuring costs and charges | (321) | (4,227) | ||
Interest expense, net | 7,686 | 6,954 | 22,968 | 20,979 |
Debt extinguishment costs | 25,472 | 25,472 | ||
Total income (loss) before income taxes | (7,550) | 23,002 | 22,628 | 44,472 |
Southeast Segment [Member] | ||||
Net sales: | ||||
Total net sales | 255,170 | 203,741 | 731,257 | 560,241 |
Income from operations: | ||||
Total income from operations | 20,713 | 25,739 | 54,977 | 70,277 |
Restructuring costs and charges | (321) | (4,227) | ||
Western Segment [Member] | ||||
Net sales: | ||||
Total net sales | 45,261 | 34,292 | 125,766 | 100,779 |
Income from operations: | ||||
Total income from operations | $ 4,895 | $ 4,538 | $ 16,091 | 7,401 |
Western Segment [Member] | Trade Name [Member] | ||||
Income from operations: | ||||
Impairment of trade name | $ (8,000) |
Segments - Summary of Financi_2
Segments - Summary of Financial Data Attributable to Operating Segments (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Oct. 03, 2020 | Oct. 03, 2020 | |
Segment Reporting Information [Line Items] | ||
Impairment of trade name | $ 8,000 | |
Restructuring costs and charges | $ 321 | 4,227 |
Western Segment [Member] | Trade Name [Member] | ||
Segment Reporting Information [Line Items] | ||
Impairment of trade name | 8,000 | |
Southeast Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Restructuring costs and charges | $ 321 | $ 4,227 |
Reedemable Non-Controlling In_3
Reedemable Non-Controlling Interest - Additional Information (Detail) - USD ($) $ in Thousands | Feb. 01, 2021 | Oct. 02, 2021 |
Redeemable Noncontrolling Interest [Line Items] | ||
Redeemable noncontrolling interest value | $ 57,500 | |
Accretion value of redeemable non-controlling interest | $ 34,648 | |
Eco Enterprises, LLC [Member] | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Noncontrolling interest, ownership percentage by parent | 75.00% | |
ECO [Member] | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Sellers equity interest call right exercise period | 1 year | |
Sellers equity interest put right exercise period following call right exercise period | 15 days | |
Sellers equity interest put or call right exercise purchase price description | Upon exercise of the put or call right, the purchase price is calculated based on a 10-multiple of the sum of Eco’s trailing twelve-month earnings before interest, taxes, depreciation and amortization (TTM EBITDA), and certain synergy-related TTM EBITDA which may result from our acquisition of Eco (both as more specifically defined in the operating agreement of Eco Enterprises). | |
ECO [Member] | Eco Enterprises, LLC [Member] | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Noncontrolling interest, ownership percentage by non controlling owners | 25.00% |
Reedemable Non-Controlling In_4
Reedemable Non-Controlling Interest - Summary of Changes in Redeemable Non-Controlling Interest (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2021 | Oct. 03, 2020 | Oct. 02, 2021 | Oct. 03, 2020 | |
Noncontrolling Interest [Abstract] | ||||
Redeemable non-controlling interest in Eco at initially estimated fair value | $ 28,464 | |||
Net income portion attributable to redeemable non-controlling interest | $ 677 | 1,656 | ||
Change in value of redeemable non-controlling interest | 965 | $ 0 | 4,528 | $ 0 |
Balance at end of period | $ 34,648 | $ 34,648 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) $ in Millions | Oct. 25, 2021USD ($)Installment | Sep. 27, 2021USD ($) | Jan. 25, 2021 | Jan. 24, 2020USD ($) | Aug. 10, 2018USD ($) | Oct. 02, 2021USD ($) |
2018 Senior Notes due 2026 [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Accrued Interest rate | 6.75% | 6.75% | 6.75% | |||
Aggregate principal amount | $ 50 | $ 315 | ||||
Repayment of senior notes | $ 425 | $ 425 | ||||
Subsequent Event [Member] | Anlin Windows & Doors [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Cash payment to acquire business | $ 113.5 | |||||
Maximum earnout payments subject to certain adjustments | $ 12.6 | |||||
Earnout payment description | payable in two installments on or prior to March 31 of 2022 and 2023, respectively | |||||
Number of earnout payment installments | Installment | 2 | |||||
Subsequent Event [Member] | Anlin Windows & Doors [Member] | 2016 Credit Agreement [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Call premium paid | $ 21.5 | |||||
Repayment of term loan and payments of other acquisition-related costs | 54 | |||||
Proceeds from term loan | $ 60 | |||||
Subsequent Event [Member] | 4.375% Senior Notes Due in 2029 [Member] | Anlin Windows & Doors [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Accrued Interest rate | 4.375% | |||||
Aggregate principal amount | $ 575 | |||||
Subsequent Event [Member] | 2018 Senior Notes due 2026 [Member] | Anlin Windows & Doors [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Accrued Interest rate | 6.75% | |||||
Repayment of senior notes | $ 425 |