Cover
Cover - shares | 6 Months Ended | |
Jun. 26, 2021 | Aug. 10, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q/A | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 26, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-40456 | |
Entity Registrant Name | JANUS INTERNATIONAL GROUP, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 86-1476200 | |
Entity Address, Address Line One | 135 Janus International Blvd. | |
Entity Address, City or Town | Temple | |
Entity Address, State or Province | GA | |
Entity Address, Postal Zip Code | 30179 | |
City Area Code | 866 | |
Local Phone Number | 562-2580 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 138,384,250 | |
Amendment Flag | true | |
Amendment Description | The amended 10-Q reflects the reclassification and presentation of certain transaction bonuses related to the Business Combination from a component of stockholders’ equity to a component of general and administrative expenses for the three and six months period ended June 26, 2021, upon the closing of the Business Combination in June 2021. In addition, the Company determined that certain other transaction bonuses related to the Business Combination should have been recorded in the Janus International segment instead of the Janus North American segment. The errors related to the transaction bonuses impacted the presentation of our segment reporting for the same periods. | |
Entity Central Index Key | 0001839839 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | FY | |
Current Fiscal Year End Date | --01-01 | |
Common Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | JBI | |
Security Exchange Name | NYSE | |
Warrant [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants, each to purchase one share of Common Stock | |
Trading Symbol | JBI WS | |
Security Exchange Name | NYSE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 26, 2021 | Mar. 27, 2021 | Dec. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 |
Current Assets | ||||||
Cash | $ 15,287,621 | $ 45,254,655 | ||||
Accounts receivable, less allowance for doubtful accounts; $3,819,000 and $4,485,000, at June 26, 2021 and December 26, 2020, respectively | 79,557,005 | 75,135,295 | ||||
Costs and estimated earnings in excess of billing on uncompleted contracts | 16,614,552 | 11,398,934 | ||||
Inventory, net | 36,289,253 | 25,281,521 | ||||
Prepaid expenses | 8,443,195 | 5,949,711 | ||||
Other current assets | 2,322,802 | 5,192,386 | ||||
Total current assets | 158,514,428 | 168,212,502 | ||||
Property and equipment, net | 31,682,826 | 30,970,507 | ||||
Other intangibles, net | 16,627,892 | 17,387,745 | ||||
Goodwill | 260,275,193 | 259,422,822 | ||||
Deferred tax asset | 78,435,843 | 0 | ||||
Other assets | 1,759,222 | 2,415,243 | ||||
Total assets | 930,677,988 | 873,478,745 | ||||
Current Liabilities | ||||||
Accounts payable | 45,316,067 | 29,889,057 | ||||
Billing in excess of costs and estimated earnings on uncompleted contracts | 21,612,809 | 21,525,319 | ||||
Current maturities of long-term debt | 6,346,071 | 6,523,417 | ||||
Other accrued expenses | 48,024,563 | 37,164,627 | ||||
Total current liabilities | 121,299,510 | 95,102,420 | ||||
Long-term debt, net | 557,574,245 | 617,604,254 | ||||
Deferred tax liability | 14,577,682 | 15,268,131 | ||||
Derivative warrant liability | 39,077,500 | 0 | ||||
Other long-term liabilities | 2,885,875 | 4,631,115 | ||||
Total liabilities | 735,414,812 | 732,605,920 | ||||
STOCKHOLDERS’ EQUITY | ||||||
Common Stock, 825,000,000 shares authorized, $.0001 par value, 138,384,250 and 66,145,633 shares issued and outstanding at June 26, 2021 and December 26, 2020, respectively | 13,838 | 6,615 | ||||
Additional paid in capital | 234,557,285 | 189,298,544 | ||||
Accumulated other comprehensive income (loss) | 46,526 | (227,160) | ||||
Accumulated deficit | (39,354,473) | (48,205,174) | ||||
Total stockholders’ equity | 195,263,176 | $ 155,858,407 | 140,872,825 | $ 147,823,360 | $ 137,287,998 | $ 130,894,245 |
Total liabilities and stockholders’ equity | 930,677,988 | 873,478,745 | ||||
Customer relationships, net | ||||||
Current Assets | ||||||
Customer relationships, net | 297,563,142 | 309,472,398 | ||||
Tradename and trademarks | ||||||
Current Assets | ||||||
Tradename and trademarks | $ 85,819,442 | $ 85,597,528 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 26, 2021 | Dec. 26, 2020 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, Allowance for doubtful accounts current | $ 3,819,000 | $ 4,485,000 |
Common stock, Shares outstanding | 138,384,250 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (loss) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Jun. 26, 2021 | Mar. 27, 2021 | Jun. 28, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Jun. 26, 2021 | Jun. 27, 2020 | |
REVENUE | |||||||
Total revenue | $ 174,182,389 | $ 122,229,623 | $ 327,006,657 | $ 260,043,418 | |||
Cost of Sales | 114,987,977 | 77,449,920 | 214,518,947 | 167,180,130 | |||
GROSS PROFIT | 59,194,412 | 44,779,703 | 112,487,710 | 92,863,288 | |||
OPERATING EXPENSE | |||||||
Selling and marketing | 10,382,169 | 7,717,283 | 19,840,296 | 17,977,566 | |||
General and administrative | 36,935,593 | 16,931,440 | 56,521,901 | 34,566,666 | |||
Change in fair value of contingent consideration | 686,700 | 0 | 686,700 | 0 | |||
Operating Expenses | 48,004,462 | 24,648,723 | 77,048,897 | 52,544,232 | |||
INCOME FROM OPERATIONS | 11,189,950 | 20,130,980 | 35,438,813 | 40,319,056 | |||
Interest expense | (7,475,727) | (8,737,328) | (15,601,797) | (18,678,476) | |||
Other income (expense) | (920,003) | 23,883 | (2,478,869) | 99,211 | |||
Change in fair value of derivative warrant liabilities | (1,928,500) | 0 | (1,928,500) | 0 | |||
Other Expense, Net | (10,324,230) | (8,713,445) | (20,009,166) | (18,579,265) | |||
INCOME BEFORE TAXES | 865,720 | 11,417,535 | 15,429,647 | 21,739,791 | |||
Provision for Income Taxes | 2,559,867 | 400,067 | 2,404,973 | 770,292 | |||
NET INCOME (LOSS) | (1,694,147) | $ 14,718,821 | $ 11,017,468 | 11,017,468 | $ 9,952,030 | 13,024,674 | 20,969,499 |
Other Comprehensive Income (Loss) | (37,082) | $ 310,768 | $ (226,575) | (226,575) | $ (3,531,485) | 273,686 | (3,758,060) |
COMPREHENSIVE INCOME (LOSS) | (1,731,229) | 10,790,893 | 13,298,360 | 17,211,439 | |||
Net income (loss) attributable to common stockholders | $ (1,694,147) | $ 11,017,468 | $ 13,024,674 | $ 20,969,499 | |||
Weighted-average shares outstanding, basic and diluted | |||||||
Basic | 81,009,261 | 65,819,588 | 73,577,447 | 66,876,683 | |||
Diluted | 81,624,496 | 65,819,588 | 73,879,851 | 66,876,683 | |||
Net income per share, basic and diluted | |||||||
Basic | $ (0.02) | $ 0.17 | $ 0.18 | $ 0.31 | |||
Diluted | $ (0.02) | $ 0.17 | $ 0.18 | $ 0.31 | |||
Sales of product | |||||||
REVENUE | |||||||
Total revenue | $ 140,556,306 | $ 95,425,815 | $ 262,252,532 | $ 203,536,725 | |||
Sales of services | |||||||
REVENUE | |||||||
Total revenue | $ 33,626,083 | $ 26,803,808 | $ 64,754,124 | $ 56,506,693 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Equity - USD ($) | Total | Revision of prior period, adjustment | Common Stock | Common StockRetroactive application of the recapitalization | Common StockRevision of prior period, adjustment | Common StockClass B Common | Common StockClass B CommonRetroactive application of the recapitalization | Preferred StockClass A Preferred Units | Preferred StockClass A Preferred UnitsRetroactive application of the recapitalization | Additional paid-in capital | Additional paid-in capitalRetroactive application of the recapitalization | Additional paid-in capitalRevision of prior period, adjustment | Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss)Revision of prior period, adjustment | Accumulated Deficit | Accumulated DeficitRevision of prior period, adjustment |
Balance (in shares) at Mar. 28, 2020 | 65,769,811 | |||||||||||||||
Balance at Dec. 28, 2019 | $ 130,894,245 | $ 130,894,245 | $ 6,568 | $ 6,568 | $ 91,278 | $ (91,278) | $ 189,043,734 | $ (189,043,734) | $ 189,128,444 | $ 189,128,444 | $ (2,152,685) | $ (2,152,685) | $ (56,088,082) | $ (56,088,082) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||
Vesting of Midco LLC class B units (in shares) | 93,054 | |||||||||||||||
Vesting of Midco LLC class B units | 27,692 | $ 9 | $ 27,683 | |||||||||||||
Distributions to Janus Midco LLC Class A unitholders | (54,484) | (54,484) | ||||||||||||||
Cumulative translation adjustment | (3,531,485) | (3,531,485) | ||||||||||||||
Net income | 9,952,030 | 9,952,030 | ||||||||||||||
Balance (in shares) at Dec. 28, 2019 | 65,676,757 | 65,676,757 | 2,599 | (2,599) | 189,044 | (189,044) | ||||||||||
Balance at Mar. 28, 2020 | 137,287,998 | $ 6,577 | 189,156,127 | (5,684,170) | (46,190,536) | |||||||||||
Balance (in shares) at Jun. 27, 2020 | 65,875,152 | |||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||
Cumulative translation adjustment | (226,575) | |||||||||||||||
Net income | 11,017,468 | |||||||||||||||
Balance (in shares) at Mar. 28, 2020 | 65,769,811 | |||||||||||||||
Balance at Jun. 27, 2020 | 147,823,360 | $ 6,588 | 189,186,083 | (5,910,745) | (35,458,566) | |||||||||||
Balance (in shares) at Mar. 27, 2021 | 66,257,528 | |||||||||||||||
Balance at Dec. 26, 2020 | 140,872,825 | 140,872,825 | $ 6,615 | $ 6,615 | $ 261,425 | $ (261,425) | $ 189,043,734 | $ (189,043,734) | 189,298,544 | 189,298,544 | (227,160) | (227,160) | (48,205,174) | (48,205,174) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||
Vesting of Midco LLC class B units (in shares) | 111,895 | |||||||||||||||
Vesting of Midco LLC class B units | 51,876 | $ 11 | 51,865 | |||||||||||||
Distributions to Janus Midco LLC Class A unitholders | (95,883) | (95,883) | ||||||||||||||
Cumulative translation adjustment | 310,768 | 310,768 | ||||||||||||||
Net income | 14,718,821 | 14,718,821 | ||||||||||||||
Balance (in shares) at Dec. 26, 2020 | 66,145,633 | 66,145,633 | 4,478 | (4,478) | 189,044 | (189,044) | ||||||||||
Balance at Mar. 27, 2021 | 155,858,407 | $ 6,626 | 189,350,409 | 83,608 | (33,582,236) | |||||||||||
Balance (in shares) at Jun. 26, 2021 | 138,384,250 | |||||||||||||||
Balance at Dec. 26, 2020 | 140,872,825 | $ 140,872,825 | $ 6,615 | $ 6,615 | $ 261,425 | $ (261,425) | $ 189,043,734 | $ (189,043,734) | $ 189,298,544 | $ 189,298,544 | (227,160) | $ (227,160) | (48,205,174) | $ (48,205,174) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||
Cumulative translation adjustment | 273,686 | |||||||||||||||
Net income | 13,024,674 | |||||||||||||||
Balance (in shares) at Dec. 26, 2020 | 66,145,633 | 66,145,633 | 4,478 | (4,478) | 189,044 | (189,044) | ||||||||||
Balance at Jun. 26, 2021 | 195,263,176 | $ 13,838 | 234,557,285 | 46,526 | (39,354,473) | |||||||||||
Balance (in shares) at Jun. 26, 2021 | 138,384,250 | |||||||||||||||
Balance at Mar. 27, 2021 | 155,858,407 | $ 6,626 | 189,350,409 | 83,608 | (33,582,236) | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||
Vesting of Midco LLC class B units (in shares) | 4,012,872 | |||||||||||||||
Vesting of Midco LLC class B units | 5,209,993 | $ 401 | 5,209,592 | |||||||||||||
Issuance of PIPE (in shares) | 25,000,000 | |||||||||||||||
Issuance of PIPE Shares | 250,000,000 | $ 2,500 | 249,997,500 | |||||||||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability (in shares) | 41,113,850 | |||||||||||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability | 226,943,534 | $ 4,111 | 226,939,423 | |||||||||||||
Issuance of earn out shares to common stockholders (in shares) | 2,000,000 | |||||||||||||||
Issuance of earn out shares to common stockholders | 26,480,000 | $ 200 | 26,479,800 | |||||||||||||
Distributions to Janus Midco, LLC unitholders | (541,710,278) | (541,710,278) | ||||||||||||||
Distributions to Class A preferred units | (4,078,090) | (4,078,090) | ||||||||||||||
Deferred Tax Asset | 78,290,839 | 78,290,839 | ||||||||||||||
Cumulative translation adjustment | (37,082) | (37,082) | ||||||||||||||
Net income | (1,694,147) | (1,694,147) | ||||||||||||||
Balance (in shares) at Mar. 27, 2021 | 66,257,528 | |||||||||||||||
Balance at Jun. 26, 2021 | $ 195,263,176 | $ 13,838 | $ 234,557,285 | $ 46,526 | $ (39,354,473) |
Consolidated statements of Cash
Consolidated statements of Cash Flows - USD ($) | 6 Months Ended | |
Jun. 26, 2021 | Jun. 27, 2020 | |
Cash Flows Provided By Operating Activities | ||
Net income | $ 13,024,674 | $ 20,969,499 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Depreciation | 2,979,336 | 2,832,701 |
Intangible amortization | 13,622,957 | 13,395,767 |
Deferred finance fee amortization | 1,486,634 | 1,609,125 |
Share based compensation | 5,261,869 | 57,659 |
Loss on extinguishment of debt | 2,414,854 | |
Change in fair value of contingent consideration | 686,700 | 0 |
Loss on sale of assets | 43,091 | 18,487 |
Change in fair value of derivative warrant liabilities | 1,928,500 | 0 |
Undistributed (earnings) losses of affiliate | (105,107) | 12,125 |
Deferred income taxes | (767,658) | |
Changes in operating assets and liabilities | ||
Accounts receivable | (4,421,710) | 2,114,772 |
Costs and estimated earnings in excess of billings and billings in excess of costs and estimated earnings on uncompleted contracts | (5,215,618) | 8,717,983 |
Prepaid expenses and other current assets | (2,945,823) | (2,498,675) |
Inventory | (11,007,730) | (655,990) |
Accounts payable | 15,393,047 | 441,237 |
Other accrued expenses | 13,783,097 | 2,076,616 |
Other assets and long-term liabilities | (1,338,231) | 1,442,694 |
Net Cash Provided By Operating Activities | 44,822,882 | 50,534,000 |
Cash Flows Used In Investing Activities | ||
Proceeds from sale of equipment | 79,409 | 6,083 |
Purchases of property and equipment | (3,992,533) | (3,801,552) |
Cash paid for acquisition, net of cash acquired | (1,564,957) | (4,592,779) |
Net Cash Used In Investing Activities | (5,478,081) | (8,388,248) |
Cash Flows Used In Financing Activities | ||
Distributions to Janus Midco LLC unitholders | (4,173,973) | (339,982) |
Principal payments on long-term debt | (63,238,000) | (4,205,693) |
Proceeds from merger | 334,873,727 | |
Proceeds from PIPE | 250,000,000 | |
Payments for transaction costs, net | (44,489,256) | |
Payments to Janus Midco, LLC unitholders at the business combination | (541,710,278) | |
Payments for deferred financing fees | (765,090) | |
Cash Used In Financing Activities | (69,502,870) | (4,545,675) |
Effect of exchange rate changes on cash and cash equivalents | 191,035 | (1,091,444) |
Net (Decrease) Increase in Cash and Cash Equivalents | (29,967,034) | 36,508,633 |
Cash and Cash Equivalents, Beginning of Fiscal Year | 45,254,655 | 19,905,598 |
Cash and Cash Equivalents as of June 26, 2021 and June 27, 2020 | 15,287,621 | 56,414,231 |
Supplemental Cash Flows Information | ||
Interest paid | 16,847,651 | 12,233,825 |
Income taxes paid | 773,608 | $ 537,810 |
Fair value of earnout | 686,700 | |
Fair value of warrants | $ 1,928,500 |
Nature of Operations
Nature of Operations | 6 Months Ended |
Jun. 26, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | Nature of Operations Janus International Group, Inc. (“Group” or “Janus”) is a holding company. Janus International Group, LLC (“Janus Core”) is a wholly-owned subsidiary of Janus Intermediate, LLC (“Intermediate”). Intermediate is a wholly-owned subsidiary of Janus Midco, LLC (“Midco”) and Midco is a wholly-owned subsidiary of Group. These entities are all incorporated in the state of Delaware. The Company is a global manufacturer and supplier of turn-key self-storage, commercial and industrial building solutions including: roll up and swing doors, hallway systems, relocatable storage units, and facility and door automation technologies with manufacturing operations in Georgia, Texas, Arizona, Indiana, North Carolina, United Kingdom, Australia, and Singapore. The Group’s wholly owned subsidiary, Janus International Europe Holdings Ltd. (UK) (“JIE”), owns 100% of the equity of Janus International Europe Ltd. (UK), a company incorporated in England and Wales, and its subsidiary Steel Storage France (s.a.r.l), a company incorporated in France. JIE owns 100% of the equity for Active Supply & Design (CDM) Ltd. (UK) (“AS&D”), a company incorporated in England and Wales and 100% of the equity for Steel Storage Australia & Asia (“Steel Storage”), companies incorporated in Australia and Singapore. The Group’s wholly owned subsidiary, Janus Cobb Holdings, LLC (“Cobb”), owns 100% of the equity of Asta Industries, Inc. (“ASTA”), a company incorporated in Georgia, and its subsidiary Atlanta Door Corporation, a company incorporated in Georgia. Cobb also owns 100% of the equity of Nokē, Inc. (“NOKE”), a company incorporated in Delaware, and Betco, Inc. (“BETCO”), a company also incorporated in Delaware. On January 2, 2020, JIE purchased 100% of the outstanding shares of Steel Storage. On January 18, 2021, the Group, through its wholly owned subsidiary Steel Storage acquired 100% of the net assets of G & M Stor-More Pty Ltd (“G&M”) as more fully described in Note 9 Business Combinations. The Group’s business is operated through two geographic regions that comprise our two reportable segments: Janus North America and Janus International. The Janus International segment is comprised of JIE, whose production and sales are largely in Europe and Australia. The Janus North America segment is comprised of all the other entities including Janus International Group, LLC (together with each of its operating subsidiaries, Janus Core, BETCO, NOKE, ASTA, Janus Door, LLC (“Janus Door”) and Steel Door Depot.com, LLC. On June 7, 2021, Janus Parent, Inc. (“Company”) consummated the business combination (the “Business Combination”) contemplated by the Business Combination Agreement, dated as of December 21, 2020 (as amended from time to time, the “Business Combination Agreement”), by and among Janus International Group, Inc. (f/k/a Janus Parent, Inc.), Juniper Industrial Holdings, Inc. (“Juniper” or “JIH”), a blank check company, JIH Merger Sub, Inc., a wholly-owned subsidiary of the Company (“JIH Merger Sub”), Jade Blocker Merger Sub 1, Inc., Jade Blocker Merger Sub 2, Inc., Jade Blocker Merger Sub 3, Inc., Jade Blocker Merger Sub 4, Inc., Jade Blocker Merger Sub 5, Inc. (collectively referred to as the “Blocker Merger Subs”), Clearlake Capital Partners IV (AIV-Jupiter) Blocker, Inc., Clearlake Capital Partners IV (Offshore) (AIV-Jupiter) Blocker, Inc., Clearlake Capital Partners V (AIV-Jupiter) Blocker, Inc., Clearlake Capital Partners V (USTE) (AIV-Jupiter) Blocker, Inc., Clearlake Capital Partners V (Offshore) (AIV-Jupiter) Blocker, Inc. (collectively referred to as the “Blockers”), Janus Midco, LLC (“Midco”), Jupiter Management Holdings, LLC, Jupiter Intermediate Holdco, LLC, J.B.I., LLC and Cascade GP, LLC, solely in its capacity as equityholder representative. Pursuant to the Business Combination Agreement, (i) JIH Merger Sub merged with and into Juniper with Juniper being the surviving corporation in the merger and a wholly-owned subsidiary of the Company, (ii) each of the Blocker Merger Subs merged with and into the corresponding Blockers with such Blocker being the surviving corporation in each such merger and a wholly-owned subsidiary of the Company, (iii) each other equityholder of Midco contributed or sold, as applicable, all of its equity interests in Midco to the Company or Juniper, as applicable, in exchange for cash, preferred units and/or shares of the Common Stock, as applicable, and (iv) the Company contributed all of the equity interests in Midco acquired pursuant to the foregoing transactions to Juniper, such that, as a result of the consummation of the Business Combination, Midco became an indirect wholly-owned subsidiary of Juniper. Refer to Note 9 for further discussion on the Business Combination. Immediately upon the completion of the Business Combination, Juniper and Midco became wholly-owned subsidiaries of Janus International Group, Inc. The Group’s common stock and warrants issued to the public shareholders are currently traded on the New York Stock Exchange (“NYSE”) under the symbols “JBI” and “JBI WS”, respectively. Assets held at foreign locations were approximately $56,116,000 and $53,424,000 as of June 26, 2021 and December 26, 2020, respectively. Revenues earned at foreign locations totaled approximately $18,345,000 and $7,255,000 for the three months ended June 26, 2021 and June 27, 2020 and $30,905,000 and $19,544,000 for the six months ended June 26, 2021 and June 27, 2020, respectively. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 26, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Unaudited Interim Financial Statements The accompanying consolidated balance sheet as of June 26, 2021, consolidated statements of operations and comprehensive income and consolidated statements of stockholders’ equity for the three and six months ended June 26, 2021 and June 27, 2020, respectively and consolidated statements of cash flows for the six months ended June 26, 2021 and June 27, 2020, are unaudited. These financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information. However, they do not include all of the financial information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of the Company’s management, the unaudited consolidated financial statements include all adjustments necessary for the fair presentation of the Company’s balance sheet as of June 26, 2021, and its results of operations, including its comprehensive income, stockholders’ equity for the three and six months ended June 26 , 2021 and June 27, 2020, and its cash flows for the six months ended June 26, 2021 and June 27, 2020. The results for the three and six months ended June 26, 2021 are not necessarily indicative of the results to be expected for any subsequent quarter or for the fiscal year ending January 1, 2022. These unaudited interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s S-1/A form filed with the Securities and Exchange Commission (the “SEC”) on July 19, 2021. Basis of Presentation The accompanying consolidated financial statements are presented in U.S. dollars and have been prepared in accordance with U.S. GAAP and pursuant to the accounting and disclosure rules and regulations of the SEC for interim financial information. The Business Combination was accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, JIH is treated as the acquired company and Midco is treated as the acquirer for financial statement reporting purposes (the “Combined Company”). Midco has been determined to be the accounting acquirer based on an evaluation of the following facts and circumstances: • Janus Midco equityholders have the majority ownership and voting rights. The relative voting rights is equivalent to equity ownership (each share of common stock is one vote). JIH shareholders (IPO investors, founders, PIPE investors) hold 48.6% voting interest compared to Janus Midco’s 51.4% voting interest. • The board of directors of the Combined Company is composed of nine directors, with Janus Midco equity holders having the ability to elect or appoint a majority of the board of directors in the Combined Company. • Janus Midco’s senior management are the senior management of the Combined Company. • The Combined Company has assumed the Janus name. Accordingly, for accounting purposes, the financial statements of the Combined Company represent a continuation of the financial statements of Midco with the acquisition being treated as the equivalent of Midco issuing stock for the net assets of JIH, accompanied by a recapitalization. The net assets of JIH will be stated at historical cost, with no goodwill or other intangible assets recorded. One-time direct and incremental transaction costs incurred by the Company were recorded based on the activities to which the costs relate and the structure of the transaction; cost relating to the issuance of equity is recorded as a reduction of the amount of equity raised, presented in additional paid in capital, while all costs related to the warrants and contingent consideration were estimated and charged to expense. In connection with the Business Combination, outstanding units of Midco were converted into common stock of the Company, par value $0.0001 per share, representing a recapitalization, and the net assets of Juniper were acquired at historical cost, with no goodwill or intangible assets recorded. Midco is deemed to be the predecessor of the Company, and the consolidated assets and liabilities and results of operations prior to the Closing Date (for the year ended December 26, 2020 and the quarter ended March 28, 2021 and June 27, 2020) are those of Midco. The shares and corresponding capital amounts and net income (loss) per share available to common stockholders, prior to the Business Combination, have been retroactively restated as shares reflecting the exchange ratio established in the Business Combination Agreement. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. The Company’s joint venture is accounted for under the equity method of accounting. All significant intercompany accounts and transactions have been eliminated in consolidation. Reclassification In the amended Form 10-Q/A, the Group reclassified the change in fair value of earnout recorded in June 2021 from general and administrative expense to contingent consideration and earnout fair value adjustments within operating expenses in the Consolidated Statements of Operations and Comprehensive Income (Loss). Reorganization On June 7, 2021 Midco transferred its wholly owned direct subsidiary Janus International Group, LLC to the Group, thereby transferring the business for which historical financial information is included in these results of operations, to be indirectly held by Midco. Use of Estimates in the Consolidated Financial Statements The preparation of consolidated financial statements in conformity with U.S 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 differ from those estimates. Significant items subject to such estimates and assumptions include, but are not limited to, the derivative warrant liability, the recognition of the valuations of unit-based compensation arrangements, the useful lives of property and equipment, revenue recognition, allowances for uncollectible receivable balances, fair values and impairment of intangible assets and goodwill and assumptions used in the recognition of contract assets. Coronavirus Outbreak COVID-19 outbreak will continue to have a negative impact on our operations, supply chain, transportation networks and customers. The impact on our business and the results of operations included temporary closure of our operating locations, or those of our customers or suppliers, among others. In addition, the ability of our employees and our suppliers’ and customers’ employees to work may be significantly impacted by individuals contracting or being exposed to COVID-19, which may significantly hamper our production throughout the supply chain and constrict sales channels. The extent of these factors are uncertain and cannot be predicted. Our consolidated financial statements reflect estimates and assumptions made by management as of June 26, 2021. Events and changes in circumstances arising after June 26, 2021, including those resulting from the impacts of COVID-19 pandemic, will be reflected in management’s estimates for future periods. Emerging Growth Company Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies are required to comply with the new or revised financial accounting standards. The Company qualifies as an “Emerging Growth Company” and has elected to use the extended transition period for complying with new or revised accounting standards under Section 102(b)(1) of the JOBS Act. This election allows the Company to adopt the new or revised standard at the same time periods as private companies. Shipping and Handling (Revenue & Cost of Sales) The Company records all amounts billed to customers in sales transactions related to shipping and handling as revenue earned for the goods provided. Shipping and handling costs are included in cost of sales. Shipping and handling costs were approximately $8,471,000 and $5,813,000 and $15,575,000 and $11,736,000 for the three and six months ended June 26, 2021 and June 27, 2020, respectively. Inventories Inventories are measured using the first-in, first-out (FIFO) method. Labor and overhead costs associated with inventory produced by the Company are capitalized. Inventories are stated at the lower of cost or net realizable value as of June 26, 2021 and December 26, 2020. The Company has recorded a reserve for inventory obsolescence as of June 26, 2021 and December 26, 2020, of approximately $1,478,000 and $1,964,000, respectively. Property and Equipment Property and equipment acquired in business combinations are recorded at fair value as of the acquisition date and are subsequently stated less accumulated depreciation. Property and equipment otherwise acquired are stated at cost less accumulated depreciation. Depreciation is charged to expense on the straight-line basis over the estimated useful life of each asset. Leasehold improvements are amortized over the shorter of the lease term or their respective useful lives. Maintenance and repairs are charged to expense as incurred. The estimated useful lives for each major depreciable classification of property and equipment are as follows Manufacturing machinery and equipment 3-7 years Office furniture and equipment 3-7 years Vehicles 3-10 years Leasehold improvements 3-20 years Other Current Assets Other current assets consist primarily of deferred transaction costs associated with the Business Combination with Juniper of $0 and $3,444,000 as of June 26, 2021 and December 26, 2020, respectively. Fair Value Measurement The Company uses valuation approaches that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. A three-tiered hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value. This hierarchy requires that the Company use observable market data, when available, and minimize the use of unobservable inputs when determining fair value: • Level 1, observable inputs such as quoted prices in active markets; • Level 2, inputs other than the quoted prices in active markets that are observable either directly or indirectly; • Level 3, unobservable inputs in which there is little or no market data, which requires that the Company develop its own assumptions. The fair value of cash, accounts receivable, less allowance for doubtful accounts and account payable approximate the carrying amounts due to the short-term maturities of these instruments which fall with Level 1 of the Fair Value hierarchy. The fair value of the Company’s debt approximates its carrying amount as of June 26, 2021 and December 26, 2020 due to its variable interest rate that is tied to the current London Interbank Offered Rate (“LIBOR”) rate plus an applicable margin and consistency in our credit rating. To estimate the fair value of the Company’s long term debt, the Company utilized fair value based risk measurements that are indirectly observable, such as credit risk that fall within Level 2 of the Fair Value hierarchy. The fair value of the warrants contain significant unobservable inputs including the expected term and the share exchange ratio in evaluating the fair value of underlying common stock , and exercise price, therefore, the warrant liabilities were evaluated to be a Level 3 fair value measurement. As of June 26, 2021, the fair value of the private and public warrants were valued at market price. Warrant Liability The Company classifies Private Placement Warrants (defined and discussed in Note 11 - Stockholders’ Equity) as liabilities. At the end of each reporting period, changes in fair value during the period are recognized as a components of other income (expense), net within the consolidated statements of operations and comprehensive income. The Company will continue to adjust the warrant liability for changes in fair value until the earlier of a) the exercise or expiration of the warrants or b) the redemption of the warrants, at which time the warrants will be reclassified to additional paid-in capital. Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-13, Financial Instruments--Credit Losses: Measurement of Credit Losses on Financial Instruments, which changes the impairment model for most financial assets. The new model uses a forward-looking expected loss method, which will generally result in earlier recognition of allowances for losses. ASU 2016-13, as subsequently amended for various technical issues, is effective for emerging growth companies following private company adoption dates for fiscal years beginning after December 15, 2022 and for interim periods within those fiscal years. The Company is currently evaluating the impact of this standard to the consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles--Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. This update removes Step 2 of the goodwill impairment test under current guidance, which requires a hypothetical purchase price allocation. The new guidance requires an impairment charge to be recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value. Upon adoption, the guidance is to be applied prospectively. ASU 2017-04 is effective for Emerging Growth Companies in fiscal years beginning after December 15, 2021, with early adoption permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company is currently evaluating the impact of the adoption of ASU 2017-04 on the consolidated financial statements and does not expect a significant impact of the standard on the consolidated financial statements. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848), Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This standard provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. The ASU is effective and may be applied beginning March 12, 2020, and will apply through December 31, 2022. Janus is currently evaluating the impact this adoption will have on Janus’s consolidated financial statements. In January 2021, the FASB issued Accounting Standards Update No. 2021-01, Reference Rate Reform (Topic 848) (“ASU 2021-01”). The amendments in ASU 2021-01 provide optional expedients and exceptions for applying GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, that reference the LIBOR or another reference rate expected to be discontinued because of the reference rate reform. The provisions must be applied at a Topic, Subtopic, or Industry Subtopic level for all transactions other than derivatives, which may be applied at a hedging relationship level. In June 2020, the FASB issued ASU 2020-05, which deferred the effective date for ASC 842, Leases, for one year. For private companies, the leasing standard will be effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption would continue to be allowed. The Company is evaluating the impact the standard will have on the consolidated financial statements; however, the standard is expected to have a material impact on the consolidated financial statements due to the recognition of additional assets and liabilities for operating leases. In August 2020, the FASB issued Accounting Standards Update 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain convertible instruments, amends guidance on derivative scope exceptions for contracts in an entity’s own equity, and modifies the guidance on diluted earnings per share (EPS) calculations as a result of these changes. The standard will be effective for Janus beginning February 7, 2022 and can be applied on either a fully retrospective or modified retrospective basis. Early adoption is permitted for fiscal years beginning after December 15, 2020. Janus is currently evaluating the impact of this standard on Janus’s consolidated financial statements. In May 2021, the FASB issued ASU No. 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. ASU 2021-04 addresses issuer’s accounting for certain modifications or exchanges of freestanding equity-classified written call options. ASU 2021-04 is effective for fiscal years beginning after December 15, 2021 and interim periods within those fiscal years, with early adoption permitted. The Group does not expect adoption of the new guidance to have a significant impact on our financial statements. Although there are several other new accounting pronouncements issued or proposed by the FASB, which have been adopted or will be adopted as applicable, management does not believe any of these accounting pronouncements has had or will have a material impact on the Group’s consolidated financial position or results of operations. Restatement of Previously Reported Financial Statements During the preparation of the 2021 Annual Report on Form 10-K, the Company determined that certain transaction bonuses related to the Business Combination should have been recorded as a component of general and administrative expense instead of a component of stockholders’ equity for the three and six months period ended June 26, 2021. In addition, the Company determined that certain other transaction bonuses related to the Business Combination in the amount of $4.0 million should have been recorded in the Janus International segment instead of the Janus North American segment. The errors related to the transaction bonuses impacted the presentation of our segment reporting for the same periods. In accordance with SEC Staff Accounting Bulletin No. 99, “Materiality,” and SEC Staff Accounting Bulletin No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements,” the Company determined that the unaudited consolidated financial statements for the three and six months period ended and June 26, 2021 were materially misstated and should be restated. The amounts and disclosures included in this Form 10-Q/A have been revised to reflect the corrected presentation. Impact of the Restatement The table below present the effects of the restatement on the Company's unaudited consolidated balance sheet as of June 26, 2021: June 26, 2021 As Previously Adjustments As Restated ASSETS Current Assets Cash $ 15,287,621 $ — $ 15,287,621 Accounts receivable, less allowance for doubtful accounts; $3,819,000 and $4,485,000, at June 26, 2021 and December 26, 2020, respectively 79,557,005 — 79,557,005 Costs and estimated earnings in excess of billing on uncompleted contracts 16,614,552 — 16,614,552 Inventory, net 36,289,253 — 36,289,253 Prepaid expenses 8,443,195 — 8,443,195 Other current assets 2,322,802 — 2,322,802 Total current assets $ 158,514,428 $ — $ 158,514,428 Property and equipment, net 31,682,826 — 31,682,826 Customer relationships, net 297,563,142 — 297,563,142 Tradename and trademarks 85,819,442 — 85,819,442 Other intangibles, net 16,627,892 — 16,627,892 Goodwill 260,275,193 — 260,275,193 Deferred tax asset 78,435,843 — 78,435,843 Other assets 1,759,222 — 1,759,222 Total assets $ 930,677,988 $ — $ 930,677,988 LIABILITIES AND STOCKHOLDERS’ EQUITY Current Liabilities Accounts payable $ 45,316,067 $ — $ 45,316,067 Billing in excess of costs and estimated earnings on uncompleted contracts 21,612,809 — 21,612,809 Current maturities of long-term debt 6,346,071 — 6,346,071 Other accrued expenses 48,357,979 (333,416) 48,024,563 Total current liabilities $ 121,632,926 $ (333,416) $ 121,299,510 Long-term debt, net 557,574,245 — 557,574,245 Deferred tax liability 14,577,682 — 14,577,682 Derivative warrant liability 39,077,500 — 39,077,500 Other long-term liabilities 2,885,875 — 2,885,875 Total liabilities $ 735,748,228 $ (333,416) $ 735,414,812 STOCKHOLDERS’ EQUITY Common Stock, 825,000,000 shares authorized, $.0001 par value, 138,384,250 and 66,145,633 shares issued and outstanding at June 26, 2021 and December 26, 2020, respectively 13,838 — 13,838 Additional paid in capital 231,406,515 3,150,770 234,557,285 Accumulated other comprehensive income (loss) 46,526 — 46,526 Accumulated deficit (36,537,119) (2,817,354) (39,354,473) Total stockholders’ equity $ 194,929,760 $ 333,416 $ 195,263,176 Total liabilities and stockholders’ equity $ 930,677,988 $ — $ 930,677,988 The tables below present the effects of the restatement on the unaudited consolidated statements of operations and comprehensive income (loss) for the three and six months ended June 26, 2021: Three Months Ended June 26, 2021 As Previously Adjustments As Restated REVENUE Sales of product $ 140,556,306 $ — $ 140,556,306 Sales of services 33,626,083 — 33,626,083 Total revenue 174,182,389 — 174,182,389 Cost of Sales 114,987,977 — 114,987,977 GROSS PROFIT 59,194,412 — 59,194,412 OPERATING EXPENSE Selling and marketing 10,382,169 — 10,382,169 General and administrative 33,784,823 3,150,770 36,935,593 Contingent consideration and earnout fair value adjustments 686,700 — 686,700 Operating Expenses 44,853,692 3,150,770 48,004,462 INCOME (LOSS) FROM OPERATIONS 14,340,720 (3,150,770) 11,189,950 Interest expense (7,475,727) — (7,475,727) Other income (expense) (920,003) — (920,003) Change in fair value of derivative warrant liabilities (1,928,500) — (1,928,500) Other Expense, Net (10,324,230) — (10,324,230) INCOME (LOSS) BEFORE TAXES 4,016,490 (3,150,770) 865,720 Provision (benefit) for Income Taxes 2,893,283 (333,416) 2,559,867 NET INCOME (LOSS) $ 1,123,207 $ (2,817,354) $ (1,694,147) Other Comprehensive Income (Loss) (37,082) — (37,082) COMPREHENSIVE INCOME (LOSS) $ 1,086,125 $ (2,817,354) $ (1,731,229) Net income attributable to common stockholders $ 1,123,207 $ (2,817,354) $ (1,694,147) Weighted-average shares outstanding, basic and diluted (Note 15) Basic 81,009,261 — 81,009,261 Diluted 81,624,496 — 81,624,496 Net Income (loss) per share, basic and diluted (Note 15) Basic $ 0.01 $ (0.03) $ (0.02) Diluted $ 0.01 $ (0.03) $ (0.02) Six Months Ended June 26, 2021 As Previously Adjustments As Restated REVENUE Sales of product $ 262,252,532 $ — $ 262,252,532 Sales of services 64,754,124 — 64,754,124 Total revenue 327,006,657 — 327,006,657 Cost of Sales 214,518,947 — 214,518,947 GROSS PROFIT 112,487,710 — 112,487,710 OPERATING EXPENSE Selling and marketing 19,840,296 — 19,840,296 General and administrative 53,371,131 3,150,770 56,521,901 Contingent consideration and earnout fair value adjustments 686,700 — 686,700 Operating Expenses 73,898,127 3,150,770 77,048,897 INCOME (LOSS) FROM OPERATIONS 38,589,583 (3,150,770) 35,438,813 Interest expense (15,601,797) — (15,601,797) Other income (expense) (2,478,869) — (2,478,869) Change in fair value of derivative warrant liabilities (1,928,500) — (1,928,500) Other Expense, Net (20,009,166) — (20,009,166) INCOME (LOSS) BEFORE TAXES 18,580,417 (3,150,770) 15,429,647 Provision (benefit) for Income Taxes 2,738,389 (333,416) 2,404,973 NET INCOME (LOSS) $ 15,842,028 $ (2,817,354) $ 13,024,674 Other Comprehensive Income (Loss) 273,686 — 273,686 COMPREHENSIVE INCOME (LOSS) $ 16,115,714 $ (2,817,354) $ 13,298,360 Net income attributable to common stockholders $ 15,842,028 $ (2,817,354) $ 13,024,674 Weighted-average shares outstanding, basic and diluted (Note 15) Basic 73,577,447 — 73,577,447 Diluted 73,879,851 — 73,879,851 Net Income (loss) per share, basic and diluted (Note 15) Basic $ 0.22 $ (0.04) $ 0.18 Diluted $ 0.21 $ (0.03) $ 0.18 The tables below present the effects of the restatement on the segment income from operations for the three and six months ended June 26, 2021: Three Months Ended June 26, 2021 As Previously Adjustments As Restated Income From Operations Janus North America $ 12,587,297 $ 3,993,943 $ 16,581,240 Janus International 1,755,572 (7,144,713) (5,389,141) Eliminations (2,149) — (2,149) Total Segment Operating Income (Loss) $ 14,340,720 $ (3,150,770) $ 11,189,950 Six Months Ended June 26, 2021 As Previously Adjustments As Restated Income From Operations Janus North America $ 36,502,605 $ 3,993,943 $ 40,496,548 Janus International 2,062,243 (7,144,713) (5,082,470) Eliminations 24,735 — 24,735 Total Segment Operating Income (Loss) $ 38,589,583 $ (3,150,770) $ 35,438,813 The tables below present the effects of the restatement on the consolidated statements of changes in stockholders’ equity: As Reported Class B Common Units Class A Common Stock Additional paid-in capital Accumulated Other Comprehensive Income (Loss) Accumulated Total Unit Amount Unit Amount Shares Amount Balance as of December 26, 2020 4,478 $ 261,425 189,044 $ 189,043,734 — $ — $ — $ (227,160) $ (48,205,174) $ 140,872,825 Balance as of Retroactive application of the recapitalization (4,478) (261,425) (189,044) (189,043,734) 66,145,633 6,615 189,298,544 — — — Balance as of December 26, 2020, as adjusted — $ — — $ — 66,145,633 $ 6,615 $ 189,298,544 $ (227,160) $ (48,205,174) $ 140,872,825 Vesting of Midco LLC class B units — — — — 111,895 11 51,865 — — 51,876 Distributions to Class A preferred units — — — — — — — — (95,883) (95,883) Cumulative translation adjustment — — — — — — — 310,768 — 310,768 Net income — — — — — — — — 14,718,821 14,718,821 Balance as of March 27, 2021, as adjusted — $ — — $ — 66,257,528 $ 6,626 $ 189,350,409 $ 83,608 $ (33,582,236) $ 155,858,407 Vesting of Midco LLC class B units — — — — 4,012,872 401 2,058,822 — — 2,059,223 Issuance of PIPE Shares — — — — 25,000,000 2,500 249,997,500 — — 250,000,000 Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability — — — — 41,113,850 4,111 226,939,423 — — 226,943,534 Issuance of earn out shares to common stockholders — — — — 2,000,000 200 26,479,800 — — 26,480,000 Distributions to Janus Midco, LLC unitholders — — — — — — (541,710,278) — — (541,710,278) Distributions to Class A preferred units — — — — — — — — (4,078,090) (4,078,090) Deferred Tax Asset — — — — — — 78,290,839 — — 78,290,839 Cumulative translation adjustment — — — — — — — (37,082) — (37,082) Net income — — — — — — — — 1,123,207 1,123,207 Balance as of June 26, 2021 — $ — — $ — 138,384,250 $ 13,838 $ 231,406,515 $ 46,526 $ (36,537,119) $ 194,929,760 Adjustments Class B Common Units Class A Common Stock Additional paid-in capital Accumulated Other Comprehensive Income (Loss) Accumulated Total Unit Amount Unit Amount Shares Amount Balance as of December 26, 2020 — $ — — $ — — $ — $ — $ — $ — $ — Balance as of Retroactive application of the recapitalization — — — — — — — — — — Balance as of December 26, 2020, as adjusted — $ — — $ — — $ — $ — $ — $ — $ — Vesting of Midco LLC class B units — — — — — — — — — — Distributions to Class A preferred units — — — — — — — — — — Cumulative translation adjustment — — — — — — — — — — Net income — — — — — — — — — — Balance as of March 27, 2021, as adjusted — $ — — $ — — $ — $ — $ — $ — $ — Vesting of Midco LLC class B units — — — — — — 3,150,770 — — 3,150,770 Issuance of PIPE Shares — — — — — — — — — — Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability — — — — — — — — — — Issuance of earn out shares to common stockholders — — — — — — — — — — Distributions to Janus Midco, LLC unitholders — — — — — — — — — — Distributions to Class A preferred units — — — — — — — — — — Deferred Tax Asset — — — — — — — — — — Cumulative translation adjustment — — — — — — — — — — Net income — — — — — — — — (2,817,354) (2,817,354) Balance as of June 26, 2021 — $ — — $ — — $ — $ 3,150,770 $ — $ (2,817,354) $ 333,416 As Restated Class B Common Units Class A Common Stock Additional paid-in capital (Restated) Accumulated Other Comprehensive Income (Loss) Accumulated Total (Restated) Unit Amount Unit Amount Shares Amount Balance as of December 26, 2020 4,478 $ 261,425 189,044 $ 189,043,734 — $ — $ — $ (227,160) $ (48,205,174) $ 140,872,825 Balance as of Retroactive application of the recapitalization (4,478) (261,425) (189,044) (189,043,734) 66,145,633 6,615 189,298,544 — — — Balance as of December 26, 2020, as adjusted — $ — — $ — 66,145,633 $ 6,615 $ 189,298,544 $ (227,160) $ (48,205,174) $ 140,872,825 Vesting of Midco LLC class B units — — — — 111,895 11 51,865 — — 51,876 Distributions to Class A preferred units — — — — — — — — (95,883) (95,883) Cumulative translation adjustment — — — — — — — 310,768 — 310,768 Net income — — — — — — — — 14,718,821 14,718,821 Balance as of March 27, 2021, as adjusted — $ — — $ — 66,257,528 $ 6,626 $ 189,350,409 $ 83,608 $ (33,582,236) $ 155,858,407 Vesting of Midco LLC class B units — — — — 4,012,872 401 5,209,592 — — 5,209,993 Issuance of PIPE Shares — — — — 25,000,000 2,500 249,997,500 — — 250,000,000 Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability — — — — 41,113,850 4,111 226,939,423 — — 226,943,534 Issuance of earn out shares to common stockholders — — — — 2,000,000 200 26,479,800 — — 26,480,000 Distributions to Janus Midco, LLC unitholders — — — — — — (541,710,278) — — (541,710,278) Distributions to Class A preferred units — — — — — — — — (4,078,090) (4,078,090) Deferred Tax Asset — — — — — — 78,290,839 — — 78,290,839 Cumulative translation adjustment — — — — — — — (37,082) — (37,082) Net income — — — — — — — — (1,694,147) (1,694,147) Balance as of June 26, 2021 — $ — — $ — 138,384,250 $ 13,838 $ 234,557,285 $ 46,526 $ (39,354,473) $ 195,263,176 The table below present the effects of the restatement on the consolidated statements of cash flows for the six months ended June 26, 2021: Six Months Ended June 26, 2021 As Previously Adjustments As Restated Cash Flows Provided By Operating Activities Net income (loss) $ 15,842,028 $ (2,817,354) $ 13,024,674 Adjustments to reconcile net income (loss) to net cash provided by operating activities Depreciation 2,979,336 — 2,979,336 Intangible amortization 13,622,957 — 13,622,957 Deferred finance fee amortization 1,486,634 — 1,486,634 Share based compensation 2,111,099 3,150,770 5,261,869 Loss on extinguishment of debt 2,414,854 — 2,414,854 Change in fair value of contingent consideration 686,700 — 686,700 Loss on sale of assets 43,091 — 43,091 Change in fair value of derivative warrant liabilities 1,928,500 — 1,928,500 Undistributed (earnings) losses of affiliate (105,107) — (105,107) Deferred income taxes (767,658) — (767,658) Changes in operating assets and liabilities — Accounts receivable (4,421,710) — (4,421,710) Costs and estimated earnings in excess of billings and billings in excess of costs and estimated earnings on uncompleted contracts (5,215,618) — (5,215,618) Prepaid expenses and other current assets (2,945,823) — (2,945,823) Inventory (11,007,730) — (11,007,730) Accounts payable 15,393,047 — 15,393,047 Other accrued expenses 14,116,513 (333,416) 13,783,097 Other assets and long-term liabilities (1,338,231) — (1,338,231) Net Cash Provided By Operating Activities 44,822,882 — 44,822,882 Cash Flows Used In Investing Activities Proceeds from sale of equipment 79,409 — 79,409 Purchases of property and equipment (3,992,533) — (3,992,533) Cash paid for acquisition, net of cash acquired (1,564,957) — (1,564,957) Net Cash Used In Investing Activities (5,478,081) — (5,478,081) Cash Flows Used In Financing Activities Distributions to Janus Midco LLC unitholders (4,173,973) — (4,173,973) Principal payments on long-term debt (63,238,000) — (63,238,000) Proceeds from merger 334,873,727 — 334,873,727 Proceeds from PIPE 250,000,000 — 250,000,000 Payments for transaction costs, net (44,489,256) — (44,489,256) Payments to Janus Midco |
Inventories
Inventories | 6 Months Ended |
Jun. 26, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The major components of inventories at : June 26, December 26, 2021 2020 Raw materials $ 26,360,134 $ 17,431,731 Work-in-process 552,000 637,109 Finished goods 9,377,119 7,212,681 $ 36,289,253 $ 25,281,521 |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 26, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property, equipment, and other fixed assets as of June 26, 2021 and December 26, 2020 are as follows: June 26, December 26, 2021 2020 Land $ 3,361,295 $ 3,361,295 Manufacturing machinery and equipment 28,718,274 26,446,933 Leasehold improvements 4,882,855 5,127,065 Construction in progress 1,666,709 2,170,193 Other 9,576,318 8,084,391 $ 48,205,451 $ 45,189,877 Less accumulated depreciation (16,522,625) (14,219,370) $ 31,682,826 $ 30,970,507 |
Acquired Intangible Assets and
Acquired Intangible Assets and Goodwill | 6 Months Ended |
Jun. 26, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Acquired Intangible Assets and Goodwill | Acquired Intangible Assets and Goodwill Intangible assets acquired in a business combination are recognized at fair value and amortized over their estimated useful lives. The carrying basis and accumulated amortization of recognized intangible assets at June 26, 2021 and December 26, 2020, are as follows: June 26, December 26, 2021 2020 Gross Carrying Amount Accumulated Amortization Average Remaining Life in Years Gross Carrying Amount Accumulated Amortization Intangible Assets Customer relationships $ 381,758,525 $ 84,195,383 12 $ 380,862,639 $ 71,390,241 Noncompete agreements 417,471 192,736 6 412,949 151,028 Tradenames and trademarks 85,819,442 — Indefinite 85,597,528 — Other intangibles 58,455,001 42,051,844 7 58,404,905 41,279,081 $ 526,450,439 $ 126,439,963 $ 525,278,021 $ 112,820,350 Changes to gross carrying amount of recognized intangible assets due to translation adjustments include an approximate $361,000 gain and $997,000 loss for the period ended June 26, 2021 and December 26, 2020, respectively. Amortization expense was approximately $6,791,000 and $6,686,000 and $13,623,000 and $13,396,000 for the three and six months ended June 26, 2021 and June 27, 2020, respectively. The changes in the carrying amounts of goodwill for the period ended June 26, 2021 were as follows: Balance as of December 26, 2020 $ 259,422,822 Goodwill acquired during the period 929,276 Changes due to foreign currency fluctuations (76,905) Balance as of June 26, 2021 $ 260,275,193 |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 26, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses are summarized as follows: June 26, December 26, 2021 2020 (Restated) Sales tax payable $ 1,660,907 $ 1,324,696 Interest payable 2,100,101 4,832,590 Contingent consideration payable--short term 4,000,000 4,000,000 Other accrued liabilities 1,991,116 5,294,414 Employee compensation 6,409,603 6,090,304 Customer deposits and allowances 22,145,120 10,780,783 Other 9,717,716 4,841,840 Total $ 48,024,563 $ 37,164,627 Other accrued liabilities consist primarily of deferred transaction costs of $— and $3,337,000 as of June 26, 2021 and December 26, 2020, respectively. Other consists primarily of property tax, freight accrual, Federal and State income taxes, legal, accounting and other professional fees. |
Line of Credit
Line of Credit | 6 Months Ended |
Jun. 26, 2021 | |
Line of Credit Facility [Abstract] | |
Line of Credit | Line of CreditOn February 12, 2018, the Company, through Intermediate and Janus Core, entered into a revolving line of credit facility with a financial institution. The line of credit facility is for $50,000,000 with interest payments due in arrears. The interest rate on the facility is based on a base rate, unless a LIBOR Rate option is chosen by the Company. If the LIBOR Rate is elected, the interest computation is equal to the LIBOR Rate plus the LIBOR Rate Margin. If the Base Rate is elected, the interest computation is equal to the Base Rate plus the Base Rate Margin. At the beginning of each quarter the applicable margin is set and determined by the administrative agent based on the average net availability on the line of credit for the previous quarter. As of June 26, 2021 and December 26, 2020, the interest rate in effect for the facility was 3.5%. The line of credit is collateralized by accounts receivable and inventories. The Company incurred deferred loan costs in the amount of $1,058,000 which are being amortized over the term of the facility that expires on February 12, 2023, using the effective interest method. The amortization of the deferred loan costs is included in interest expense on the consolidated statements of operations and comprehensive income. The unamortized portion of the fees as of June 26, 2021 and December 26, 2020 was approximately $342,000 and $448,000, respectively. There was no outstanding balance on the line of credit as of June 26, 2021 and December 26, 2020. |
Long Term Debt
Long Term Debt | 6 Months Ended |
Jun. 26, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consists of the following: June 26, December 26, 2021 2020 Note payable--First Lien $ — $ 562,363,000 Note payable--First Lien B2 — 73,875,000 Note payable--Amendment No. 3 First Lien 573,000,000 — 573,000,000 636,238,000 Less unamortized deferred finance fees 9,079,684 12,110,329 Less current maturities 6,346,071 6,523,417 Total long-term debt $ 557,574,245 $ 617,604,254 Notes Payable – First Lien and First Lien B2 – The First Lien notes payable was comprised of a syndicate of lenders that originated on February 12, 2018, in the amount of $470,000,000 with interest payable in arrears. The Company subsequently entered into the first amendment of the First Lien notes payable on March 1, 2019, to issue an additional tranche of the notes payable in the amount of $75,000,000 (First Lien B2), and the second amendment of the First Lien notes payable on August 9, 2019, to increase the first tranche of the notes payable by $106,000,000. Both tranches bore interest, as chosen by the Company, at a floating rate per annum consisting of LIBOR plus an applicable margin percent, and were secured by substantially all business assets. On July 21, 2020, the Company repurchased $1,989,000 principal amount of the First Lien (the “Open Market Purchase”) at an approximate $258,000 discount, resulting in a gain on the extinguishment of debt of approximately $258,000. Following the repurchase of the First Lien in the Open Market Purchase, approximately $573,000,000 principal amount of the 1st Lien remained outstanding. The total interest rate for the First Lien was 4.75% as of December 26, 2020. Unamortized debt issuance costs were approximately $10,304,000 at December 26, 2020. The First Lien B2 was comprised of a syndicate of lenders that originated on March 1, 2019, in the amount of $75,000,000 with interest payable in arrears. The outstanding loan balance was to be repaid on a quarterly basis of 0.25% of the original balance beginning the last day of June 2019 with the remaining principal due on the maturity date of February 12, 2025. As chosen by the Company, the First Lien B2 notes payable bore interest at a floating rate per annum consisting of LIBOR plus an applicable margin percent (total rate of 5.50% as of December 26, 2020.) The debt was secured by substantially all business assets. Unamortized debt issuance costs were approximately $1,806,000 as of December 26, 2020. Notes Payable - Amendment No. 3 First Lien - On February 5, 2021, the Company completed a repricing of its First Lien and First Lien B2 Term Loans, in which the principal terms of the amendment was a reduction in the overall interest rate based upon the loan type chosen and a consolidation of the prior two outstanding tranches into a single tranche of debt with the syndicate. The Amendment No.3 First Lien is comprised of a syndicate of lenders originating on February 5, 2021 in the amount of $634,607,000 with interest payable in arrears. The outstanding loan balance is to be repaid on a quarterly basis of 0.25% of the original balance beginning the last day of June 26, 2021 with the remaining principal due on the maturity date of February 12, 2025. As chosen by the Company, the amended loan bears interest at a floating rate per annum consisting of LIBOR, plus an applicable margin percent (total rate of 4.25% as of June 26, 2021). The debt is secured by substantially all business assets. Unamortized debt issuance costs are approximately $9,080,000 at June 26, 2021. As a result of the repricing transaction, the Company recognized a loss on extinguishment of approximately $1,421,000. The loss is included in Other income (expense) on the Consolidated Statements of Operations and Comprehensive Income. On June 7, 2021, as a result of the Business Combination, the Company repaid approximately $61,600,000 of debt and recognized a loss on extinguishment of approximately $994,000. The loss is included in Other income (expense) on the Consolidated Statements of Operations and Comprehensive Income. As of June 26, 2021, and December 26, 2020, the Company maintained one letter of credit totaling approximately $295,000, on which there were no balances due. In connection with the Company entering into the debt agreements discussed above, deferred finance fees were capitalized. These costs are being amortized over the terms of the associated debt under the effective interest rate method. Amortization of approximately $640,000 and $634,000 and $1,487,000 and $1,609,000 was recognized for the three and six months ended June 26, 2021 and June 27, 2020, respectively, as a component of interest expense, including those amounts amortized in relation to the deferred finance fees associated with the outstanding line of credit. Aggregate annual maturities of long-term debt at June 26, 2021, are: 2021 $ 4,759,554 2022 6,346,071 2023 6,346,071 2024 6,346,071 2025 549,202,233 Total $ 573,000,000 |
Business Combination
Business Combination | 6 Months Ended |
Jun. 26, 2021 | |
Business Combinations [Abstract] | |
Business Combination Disclosure | Business Combination Business Combination with Juniper Industrial Holdings, Inc. On June 7, 2021, Juniper consummated a business combination with Midco pursuant to the Business Combination Agreement. Pursuant to ASC 805, for financial accounting and reporting purposes, Midco was deemed the accounting acquirer and Juniper was treated as the accounting acquiree, and the Business Combination was accounted for as a reverse recapitalization. Accordingly, the Business Combination was treated as the equivalent of Midco issuing equity for the net assets of Juniper, accompanied by a recapitalization. Under this method of accounting, the consolidated financial statements of Midco are the historical financial statements of Janus International Group, Inc. The net assets of Juniper were stated at historical costs, with no goodwill or other intangible assets recorded in accordance with U.S. GAAP, and are consolidated with Midco’s financial statements on the Closing Date. The shares and net income (loss) per share available to holders of the Company’s common stock, prior to the Business Combination, have been retroactively restated to reflect the exchange ratio established in the Business Combination Agreement. As a result of the Business Combination, Midco’s unitholders received aggregate consideration of approximately $1.2 billion, which consisted of (i) $541.7 million in cash at the closing of the Business Combination and (ii) 70,270,400 shares of common stock valued at $10.00 per share, totaling $702.7 million. In connection with the closing of the Business Combination, the Juniper Industrial Sponsor, LLC (the “Sponsor”) received 2,000,000 shares of our Common Stock (pro rata among the Sponsor shares and shares held by certain affiliates) (the “Earnout Shares”) contingent upon achieving certain market share price milestone as outlined in the Business Combination Agreement. The vesting of the Earnout Shares occurred automatically as of the close of the trading on June 21, 2021 in accordance with the terms of the Earnout Agreement, entered into by and between the Company and the Sponsor at the closing of the Transaction. All contingent consideration shares were issued or released during the six months ended June 26, 2021. Concurrently with the execution and delivery of the Business Combination Agreement, certain institutional accredited investors (the “PIPE Investors”), entered into subscription agreements (the “PIPE Subscription Agreements”) pursuant to which the PIPE Investors purchased an aggregate of 25,000,000 shares of Common Stock (the “PIPE Shares”) at a purchase price per share of $10.00 (the “PIPE Investment”). One of the Company’s directors also purchased an aggregate of 1,000,000 of the PIPE Shares as part of the PIPE Investment. The PIPE Investment closed on June 7, 2021 and the issuance of an aggregate of 25,000,000 shares of Common Stock occurred concurrently with the consummation of the Business Combination. In connection with the Business Combination, the Company incurred direct and incremental costs of approximately $44.5 million related to the equity issuance, consisting primarily of investment banking, legal, accounting and other professional fees, which were recorded to additional paid-in capital as a reduction of proceeds. In addition, the Company incurred $4,468,000 in transaction bonuses paid to key employees and $5,210,000 in non-cash share-based compensation expense due to the accelerated vesting of Midco’s legacy share-based compensation plan. The transaction bonuses and share-based compensation are included in general and administrative expense on our consolidated statement of operations and comprehensive income for six months ended June 26, 2021. See Note 10 Equity Incentive Plan for additional information. G & M Stor-More Pty Ltd Acquisition On January 19, 2021, the Company, through its wholly owned subsidiary Steel Storage Australia Pty Ltd. acquired 100% of the net assets of G & M Stor-More Pty Ltd. for total cash consideration of approximately $1,739,000. In aggregate, $814,000 was attributed to intangible assets, $929,000 was attributable to goodwill, and $(4,000) was attributable to net liabilities assumed. The goodwill arising from the acquisition consists largely of the synergies and economies of scale expected from combining the operations of the Company and Steel Storage. All of the goodwill was assigned to the Janus International segment of the business and is not deductible for income tax purposes. The weighted-average amortization of acquired intangibles is 11.6 years. During 2021, the Company incurred approximately $105,000 of third-party acquisition costs. These expenses are included in general and administrative expense of the Company’s Consolidated Statement of Operations and Comprehensive Income for the six months ended June 26, 2021. Pro forma results of operations for this acquisition have not been presented because the acquisition occurred at the beginning of this reporting period and the historic results of operations for G & M Stor-More Pty Ltd. are not material to the consolidated results of operations in the prior year. |
Equity Incentive Plan and Unit
Equity Incentive Plan and Unit Option Plan | 6 Months Ended |
Jun. 26, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Payment Arrangement | Equity Incentive Plan and Unit Option Plan 2021 Equity Incentive Plan Effective June 7, 2021, Group implemented an equity incentive program designed to enhance the profitability and value of its investment for the benefit of its shareholders by enabling Group to offer eligible directors, officers and employees equity-based incentives in order to attract, retain and reward such individuals and strengthen the mutuality of interest between such individuals and the Group’s shareholders. As of June 26, 2021, no awards were granted to any individuals under the Plan. Midco--Common B Unit Incentive Plan |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 26, 2021 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity On June 7, 2021, Group’s common stock began trading on the NYSE under the symbol “JBI”. Pursuant to the terms of the Amended and Restated Certificate of Incorporation, the Company is authorized and has available 825,000,000 shares of common stock with a par value of $0.0001 per share. Immediately following the Business Combination, there were 138,384,250 shares of common stock with a par value of $0.0001 outstanding. As discussed in Note 9 Business Combination, the Company has retroactively adjusted the shares issued and outstanding prior to June 7, 2021 to give effect to the exchange ratio established in the Business Combination Agreement to determine the number of shares of common stock into which they were converted. Rollover Equity At the closing date of the business combination, each outstanding unit of Midco’s Class A Preferred and Class B Common converted into our common stock at the then-effective conversion rate. Each unit of Midco Class A Preferred was converted into approximately 343.983 shares of our common stock of the Group, and each unit of Midco Class B Common was converted into approximately 249.585 shares of our common stock based on the determined exchange ratio. There are 70,270,400 shares held by Midco equityholders. PIPE Investment Concurrently with the execution and delivery of the Business Combination Agreement, the PIPE Investors entered into the PIPE Subscription Agreements pursuant to which the PIPE Investors purchased an aggregate of 25,000,000 PIPE Shares at a purchase price per share of $10.00. One of the Company’s directors purchased an aggregate of 1,000,000 of the PIPE Shares as part of the PIPE Investment. The PIPE Investment closed on June 7, 2021 and the issuance of an aggregate of 25,000,000 shares of Common Stock occurred concurrently with the consummation of the Business Combination. The sale and issuance was made to accredited investors in reliance on Rule 506 of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”). Founder Shares In August 2019, the Sponsor purchased 8,625,000 shares of Class B common stock (the “founder shares”) of Juniper Industrial Holdings, Inc. (“JIH”) for an aggregate purchase price of $25,000 in cash, or approximately $0.003 per founder share. By virtue of the consummation of the Business Combination, the Sponsor’s Class A common stock was converted into the right to receive an equivalent number of shares of Common Stock, 2,000,000 of which (pro rata among the Sponsor shares and shares held by certain affiliates) was subject to the terms of the Earnout Agreement. The vesting of the Earnout Shares occurred automatically as of the close of the trading on June 21, 2021 in accordance with the terms of the Earnout Agreement. The table below represents the approximate common stock holdings of Group immediately following the Business Combination. Shares % Janus Midco, LLC unitholders $ 70,270,400 50.8 % Public stockholders 43,113,850 31.2 % PIPE Investors 25,000,000 18.0 % Total $ 138,384,250 100.0 % Warrants |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 26, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Jupiter Intermediate Holdco, LLC, on behalf of the Janus Core, has entered into a Management and Monitoring Services Agreement (MMSA) with the Class A Preferred Unit holders group. Janus Core paid management fees to the Class A Preferred Unit holders group for the three and six months ended June 26, 2021 and June 27, 2020 of approximately $1,124,000 and $1,763,000 and $3,739,000 and $3,692,000, respectively. Approximately $869,000 of the Class A Preferred Unit holders group management fees were accrued and unpaid as of December 26, 2020 and no fees were accrued and unpaid as of June 26, 2021. As a result of the Business Combination the MMSA was terminated effective June 7, 2021. As of June 27, 2020, there were related party sales of approximately $1,000 from the Company to its Mexican Joint Venture and no related party sales as of June 26, 2021. For the three months ended June 26, 2021 and June 27, 2020 there were no related party sales to the Mexican Joint Venture. Janus Core leases a manufacturing facility in Butler, Indiana, from Janus Butler, LLC, an entity wholly owned by a member of the board of directors of Group. Rent payments paid to Janus Butler, LLC for the three and six months ended June 26, 2021 and June 27, 2020, were approximately $37,000 and $36,000 and $86,000 and $73,000, respectively. The lease extends through July 31, 2021, with monthly payments of approximately $12,000 with an annual escalation of 1.5%. Janus Core is a party to a lease agreement with 134 Janus International, LLC, an entity majority owned by a member of the board of directors of Group. Rent payments paid to 134 Janus International, LLC in the three and six months ended June 26, 2021 and June 27, 2020, were approximately $114,000 and $112,000 and $229,000 and $223,000, respectively. The lease extends through September 30, 2021, with monthly payments of approximately $38,000 per month with an annual escalation of 2.5%. The Group leases a distribution center in Fayetteville, Georgia from French Real Estate Investments, LLC, an entity partially owned by a shareholder of the Group. Rent payments paid to French Real Estate Investments, LLC for the three and six months ended June 26, 2021 and June 27, 2020, were approximately $26,000 and $26,000 and $53,000 and $53,000, respectively. The lease extends through July 31, 2022, with monthly payments of approximately $9,000 per month. The Group additionally acquired a lease agreement with ASTA Investment, LLC, for a manufacturing facility in Cartersville, Georgia an entity partially owned by a shareholder of the Company. The original lease term began on April 1, 2018 and extended through March 31, 2028 and was amended in June 2020 to extend the term until March 1, 2030, with monthly lease payments of $66,000 per month with an annual escalation of 2.0%. Rent payments to ASTA Investment, LLC for the three and six months ended June 26, 2021 and June 27, 2020, were approximately $199,000 and $197,000 and $397,000 and $346,000, respectively. |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 26, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The Company accounts for a contract with a customer when both parties have approved the contract and are committed to perform their respective obligations, each party’s rights and payment terms can be identified, the contract has commercial substance, and it is probable that the Company will collect substantially all of the consideration to which it is entitled. Revenue is recognized when, or as, performance obligations are satisfied by transferring control of a promised good or service to a customer. Contract Balances Contract assets are the rights to consideration in exchange for goods or services that the Company has transferred to a customer when that right is conditional on something other than the passage of time. Contract assets primarily result from contracts that include installation which are billed via payment requests that are submitted in the month following the period during which revenue was recognized. Contract liabilities are recorded for any services billed to customers and not yet recognizable if the contract period has commenced or for the amount collected from customers in advance of the contract period commencing. Contract assets are disclosed as costs and estimated earnings in excess of billings on uncompleted contracts, and contract liabilities are disclosed as billings in excess of costs and estimated earnings on uncompleted contracts in the consolidated balance sheet. Contract balances for the six months ended June 26, 2021 were as follows: June 26, 2021 Contract assets, beginning of the period $ 11,398,934 Contract assets, end of the period $ 16,614,552 Contract liabilities, beginning of the period $ 21,525,319 Contract liabilities, end of the period $ 21,612,809 During the three and six months ended June 26, 2021, the Company recognized revenue of approximately $2,816,000 and $16,932,000, respectively, related to contract liabilities at December 26, 2020. This reduction was offset by new billings of approximately $17,019,000 for product and services for which there were unsatisfied performance obligations to customers and revenue had not yet been recognized as of June 26, 2021. Disaggregation of Revenue The principal categories we use to disaggregate revenues are by timing and sales channel of revenue recognition. The following disaggregation of revenues depict the Company’s reportable segment revenues by timing and sales channel of revenue recognition for the three and six months ended June 26, 2021 and June 27, 2020: Revenue by Timing of Revenue Recognition Three Months Ended Six Months Ended Reportable Segments by Sales Channel Revenue Recognition June 26, 2021 June 27, 2020 June 26, 2021 June 27, 2020 Janus North America Goods transferred at a point in time $ 139,188,949 $ 95,751,111 $ 260,082,109 $ 200,276,584 Services transferred over time 25,056,299 23,167,477 50,697,555 47,073,167 164,245,248 118,918,588 310,779,664 247,349,751 Janus International Goods transferred at a point in time 9,775,323 3,618,698 16,848,388 10,110,767 Services transferred over time 8,569,784 3,636,331 14,056,570 9,433,526 18,345,107 7,255,029 30,904,958 19,544,293 Eliminations (8,407,966) (3,943,994) (14,677,965) (6,850,626) Total Revenue $ 174,182,389 $ 122,229,623 $ 327,006,657 $ 260,043,418 Revenue by Sale Channel Revenue Recognition Six Months Ended Six Months Ended Reportable Segments by Sales Channel Revenue Recognition June 26, 2021 June 27, 2020 June 26, 2021 June 27, 2020 Janus North America Self Storage-New Construction $ 55,600,871 $ 55,763,077 $ 104,301,403 $ 117,223,246 Self Storage-R3 52,182,213 30,411,543 91,513,670 67,981,662 Commercial and Others 56,462,164 32,743,968 114,964,591 62,144,843 164,245,248 118,918,588 310,779,664 247,349,751 Janus International Self Storage-New Construction $ 9,775,323 $ 3,618,698 23,778,978 11,771,203 Self Storage-R3 8,569,784 3,636,331 7,125,980 7,773,090 18,345,107 7,255,029 30,904,958 19,544,293 Eliminations (8,407,966) (3,943,994) (14,677,965) (6,850,626) Total Revenue $ 174,182,389 $ 122,229,623 $ 327,006,657 $ 260,043,418 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 26, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure | Income Taxes (Restated) Prior to June 7, 2021, the Company was a limited liability company taxed as a partnership for U.S. federal income tax purposes. The Company was generally not directly subject to income taxes under the provisions of the Internal Revenue Code and most applicable state laws. Therefore, taxable income or loss was reported to the members for inclusion in their respective tax returns. After June 7, 2021, the Group is taxed as a Corporation for U.S. income tax purposes and similar sections of the state income tax laws . The Group’s effective tax rate is based on pre-tax earnings, enacted U.S. statutory tax rates, non-deductible expenses, and certain tax rate differences between U.S. and foreign jurisdictions. The foreign subsidiaries file income tax returns in the United Kingdom, France, Australia, and Singapore as necessary. For tax reporting purposes, the taxable income or loss with respect to the 45% ownership in the joint venture operating in Mexico will be reflected in the income tax returns filed under that country’s jurisdiction. The Group’s provision for income taxes consists of provisions for federal, state, and foreign income taxes. The provision for income taxes for the three and six months ended June 26, 2021 and June 27, 2020 includes amounts related to entities within the group taxed as corporations in the United States, United Kingdom, France, Australia, and Singapore. The Company determines its provision for income taxes for interim periods using an estimate of its annual effective tax rate on year to date ordinary income and records any changes affecting the estimated annual effective tax rate in the interim period in which the change occurs. Additionally, the income tax effects of significant unusual or infrequently occurring items are recognized entirely within the interim period in which the event occurs. |
Net Income Per Share
Net Income Per Share | 6 Months Ended |
Jun. 26, 2021 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share Prior to the Business Combination, and prior to effecting the reverse recapitalization, the Company’s pre-merger LLC membership structure included two classes of units: Class A preferred units and Class B common units. The Class A preferred units were entitled to receive distributions prior and in preference on Class A preferred unit unpaid cumulative dividends (“Unpaid Preferred Yield”) followed by Class A preferred unit capital contributions that have not been paid back to the holders (the “Unreturned Capital”). Vested Class B common units participate in the remaining distribution on a pro-rata basis with Class A preferred units if they have met the respective Participation Threshold and, if applicable, the Target Value defined in the respective Unit Grant Agreement. The Class A preferred and Class B common units fully vested at the Business Combination date. Pursuant to the Restated and Amended Certificate of Incorporation and as a result of the reverse recapitalization, the Company has retrospectively adjusted the weighted average shares outstanding prior to June 7, 2021 to give effect to the exchange ratio used to determine the number of shares of common stock into which they were converted. Basic net income per share is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted net income per share is computed based on the weighted average number of common shares outstanding plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method. Dilutive potential common shares include stock purchase warrants and contingently issuable shares attributable to the contingency consideration and earn-out consideration. The following table sets forth the computation of basic and diluted EPS attributable to common stockholders for the three and six months ended June 26, 2021 and June 27, 2020: Three Months Ended Six Months Ended June 26, 2021 June 27, 2020 June 26, 2021 June 27, 2020 (Restated) (Restated) Numerator: Net income attributable to common stockholders $ (1,694,147) $ 11,017,468 $ 13,024,674 $ 20,969,499 Denominator: Weighted average number of shares: Basic 81,009,261 65,819,588 73,577,447 66,876,683 Adjustment for Warrants - Treasury stock method 615,235 — 302,404 — Diluted 81,624,496 65,819,588 73,879,851 66,876,683 Basic net income (loss) per share attributable to common stockholders $ (0.02) $ 0.17 $ 0.18 $ 0.31 Diluted net income (loss) per share attributable to common stockholders $ (0.02) $ 0.17 $ 0.18 $ 0.31 |
Segments Information
Segments Information | 6 Months Ended |
Jun. 26, 2021 | |
Segment Reporting [Abstract] | |
Segments Information | Segments Information The Company operates its business and reports its results through two reportable segments: Janus North America and Janus International, in accordance with ASC Topic 280, Segment Reporting. The Janus International segment is comprised of JIE with its production and sales located largely in Europe. The Janus North America segment is comprised of all the other entities including Janus Core, BETCO, NOKE, ASTA, Janus Door and Steel Door Depot. Summarized financial information for the Company’s segments is shown in the following tables: Three Months Ended Six Months Ended June 26, June 27, June 26, June 27, 2021 2020 2021 2020 (Restated) (Restated) Revenue Janus North America $ 164,245,248 $ 118,918,588 $ 310,779,664 $ 247,349,751 Janus International 18,345,107 7,255,029 30,904,958 19,544,293 Intersegment (8,407,966) (3,943,994) (14,677,965) (6,850,626) Consolidated Revenue $ 174,182,389 $ 122,229,623 $ 327,006,657 $ 260,043,418 Income From Operations Janus North America $ 16,581,240 $ 20,206,505 $ 40,496,548 $ 39,646,405 Janus International (5,389,141) (88,387) (5,082,470) 617,920 Eliminations (2,149) 12,862 24,735 54,731 Total Segment Operating Income $ 11,189,950 $ 20,130,980 $ 35,438,813 $ 40,319,056 Depreciation Expense Janus North America $ 1,400,320 $ 1,332,135 $ 2,766,910 $ 2,631,321 Janus International 106,017 70,644 212,426 201,380 Consolidated Depreciation Expense $ 1,506,337 $ 1,402,779 $ 2,979,336 $ 2,832,701 Amortization of Intangible Assets Janus North America $ 6,402,457 $ 4,948,830 $ 12,816,108 $ 12,829,147 Janus International 388,355 271,269 806,849 566,620 Consolidated Amortization Expense $ 6,790,812 $ 5,220,099 $ 13,622,957 $ 13,395,767 June 26, December 26 2021 2020 Identifiable Assets Janus North America $ 874,872,427 $ 820,259,539 Janus International 55,805,561 53,219,206 Consolidated Assets $ 930,677,988 $ 873,478,745 |
Significant Estimates and Conce
Significant Estimates and Concentrations | 6 Months Ended |
Jun. 26, 2021 | |
Significant Estimates And Concentrations [Abstract] | |
Significant Estimates and Concentrations | Significant Estimates and Concentrations Accounting principles generally accepted in the United States of America require disclosure of certain significant estimates and current vulnerabilities due to certain concentrations. Those matters include the following: General Litigation The Company is subject to claims and lawsuits that arise primarily in the ordinary course of business. It is the opinion of management that the disposition or ultimate resolution of such claims and lawsuits will not have a material adverse effect on the consolidated financial position, results of operations and cash flows of the Company. Self-Insurance Under the Company’s workers’ compensation insurance program, coverage is obtained for catastrophic exposures under which the Company retains a portion of certain expected losses. The Company has stop loss workers’ compensation insurance for claims in excess of $200,000 as of June 26, 2021 and December 26, 2020, respectively. Provision for losses expected under this program is recorded based upon the Company’s estimates of the aggregate liability for claims incurred and totaled approximately $389,000 and $391,000 as of June 26, 2021, and December 26, 2020, respectively. The amount of actual losses incurred could differ materially from the estimates reflected in these consolidated financial statements. Under the Company’s health insurance program, coverage is obtained for catastrophic exposures under which the Company retains a portion of certain expected losses. The Company has stop loss insurance for claims in excess of $250,000 and $250,000 as of June 26, 2021 and December 26, 2020, respectively. Provision for losses expected under this program is recorded based upon the Company’s estimates of the aggregate liability for claims incurred and totaled approximately $680,000 and $916,000 as of June 26, 2021 and December 26, 2020, respectively. The amount of actual losses incurred could differ materially from the estimates reflected in these consolidated financial statements. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 26, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events For the interim consolidated financial statements as of June 26, 2021, the Company has evaluated subsequent events through the financial statements issuance date. On July 27, 2021, the Company announced that it has signed a definitive agreement to acquire DBCI, a manufacturer of steel roll-up doors and building products for both the commercial and self-storage industries and a part of Cornerstone Building Brands (NYSE: CNR). The acquisition broadens Janus’s customer set by gaining direct access to DBCI’s core general contractor and distributor base and provides an opportunity to deliver more comprehensive, value-added solutions for DBCI’s customers from Janus. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 26, 2021 | |
Accounting Policies [Abstract] | |
Unaudited Interim Financial Statements | Unaudited Interim Financial Statements The accompanying consolidated balance sheet as of June 26, 2021, consolidated statements of operations and comprehensive income and consolidated statements of stockholders’ equity for the three and six months ended June 26, 2021 and June 27, 2020, respectively and consolidated statements of cash flows for the six months ended June 26, 2021 and June 27, 2020, are unaudited. These financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information. However, they do not include all of the financial information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of the Company’s management, the unaudited consolidated financial statements include all adjustments necessary for the fair presentation of the Company’s balance sheet as of June 26, 2021, and its results of operations, including its comprehensive income, stockholders’ equity for the three and six months ended June 26 , 2021 and June 27, 2020, and its cash flows for the six months ended June 26, 2021 and June 27, 2020. The results for the three and six months ended June 26, 2021 are not necessarily indicative of the results to be expected for any subsequent quarter or for the fiscal year ending January 1, 2022. These unaudited interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s S-1/A form filed with the Securities and Exchange Commission (the “SEC”) on July 19, 2021. |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements are presented in U.S. dollars and have been prepared in accordance with U.S. GAAP and pursuant to the accounting and disclosure rules and regulations of the SEC for interim financial information. The Business Combination was accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, JIH is treated as the acquired company and Midco is treated as the acquirer for financial statement reporting purposes (the “Combined Company”). Midco has been determined to be the accounting acquirer based on an evaluation of the following facts and circumstances: • Janus Midco equityholders have the majority ownership and voting rights. The relative voting rights is equivalent to equity ownership (each share of common stock is one vote). JIH shareholders (IPO investors, founders, PIPE investors) hold 48.6% voting interest compared to Janus Midco’s 51.4% voting interest. • The board of directors of the Combined Company is composed of nine directors, with Janus Midco equity holders having the ability to elect or appoint a majority of the board of directors in the Combined Company. • Janus Midco’s senior management are the senior management of the Combined Company. • The Combined Company has assumed the Janus name. Accordingly, for accounting purposes, the financial statements of the Combined Company represent a continuation of the financial statements of Midco with the acquisition being treated as the equivalent of Midco issuing stock for the net assets of JIH, accompanied by a recapitalization. The net assets of JIH will be stated at historical cost, with no goodwill or other intangible assets recorded. One-time direct and incremental transaction costs incurred by the Company were recorded based on the activities to which the costs relate and the structure of the transaction; cost relating to the issuance of equity is recorded as a reduction of the amount of equity raised, presented in additional paid in capital, while all costs related to the warrants and contingent consideration were estimated and charged to expense. |
Principles of Consolidation | Principles of ConsolidationThe consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. The Company’s joint venture is accounted for under the equity method of accounting. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Reclassification | ReclassificationIn the amended Form 10-Q/A, the Group reclassified the change in fair value of earnout recorded in June 2021 from general and administrative expense to contingent consideration and earnout fair value adjustments within operating expenses in the Consolidated Statements of Operations and Comprehensive Income (Loss). |
Reorganization | Reorganization On June 7, 2021 Midco transferred its wholly owned direct subsidiary Janus International Group, LLC to the Group, thereby transferring the business for which historical financial information is included in these results of operations, to be indirectly held by Midco. |
Use of Estimates in the Consolidated Financial Statements | Use of Estimates in the Consolidated Financial Statements The preparation of consolidated financial statements in conformity with U.S 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 differ from those estimates. Significant items subject to such estimates and assumptions include, but are not limited to, the derivative warrant liability, the recognition of the valuations of unit-based compensation arrangements, the useful lives of property and equipment, revenue recognition, allowances for uncollectible receivable balances, fair values and impairment of intangible assets and goodwill and assumptions used in the recognition of contract assets. |
Coronavirus Outbreak | Coronavirus Outbreak COVID-19 outbreak will continue to have a negative impact on our operations, supply chain, transportation networks and customers. The impact on our business and the results of operations included temporary closure of our operating locations, or those of our customers or suppliers, among others. In addition, the ability of our employees and our suppliers’ and customers’ employees to work may be significantly impacted by individuals contracting or being exposed to COVID-19, which may significantly hamper our production throughout the supply chain and constrict sales channels. The extent of these factors are uncertain and cannot be predicted. Our consolidated financial statements reflect estimates and assumptions made by management as of June 26, 2021. Events and changes in circumstances arising after June 26, 2021, including those resulting from the impacts of COVID-19 pandemic, will be reflected in management’s estimates for future periods. |
Emerging Growth Company | Emerging Growth Company Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies are required to comply with the new or revised financial accounting standards. The Company qualifies as an “Emerging Growth Company” and has elected to use the extended transition period for complying with new or revised accounting standards under Section 102(b)(1) of the JOBS Act. This election allows the Company to adopt the new or revised standard at the same time periods as private companies. |
Shipping and Handling (Revenue & Cost of Sales) | Shipping and Handling (Revenue & Cost of Sales) The Company records all amounts billed to customers in sales transactions related to shipping and handling as revenue earned for the goods provided. Shipping and handling costs are included in cost of sales. Shipping and handling costs were approximately $8,471,000 and $5,813,000 and $15,575,000 and $11,736,000 for the three and six months ended June 26, 2021 and June 27, 2020, respectively. |
Inventories | Inventories Inventories are measured using the first-in, first-out (FIFO) method. Labor and overhead costs associated with inventory produced by the Company are capitalized. Inventories are stated at the lower of cost or net realizable value as of June 26, 2021 and December 26, 2020. The Company has recorded a reserve for inventory obsolescence as of June 26, 2021 and December 26, 2020, of approximately $1,478,000 and $1,964,000, respectively. |
Property and Equipment | Property and Equipment Property and equipment acquired in business combinations are recorded at fair value as of the acquisition date and are subsequently stated less accumulated depreciation. Property and equipment otherwise acquired are stated at cost less accumulated depreciation. Depreciation is charged to expense on the straight-line basis over the estimated useful life of each asset. Leasehold improvements are amortized over the shorter of the lease term or their respective useful lives. Maintenance and repairs are charged to expense as incurred. The estimated useful lives for each major depreciable classification of property and equipment are as follows Manufacturing machinery and equipment 3-7 years Office furniture and equipment 3-7 years Vehicles 3-10 years Leasehold improvements 3-20 years |
Other Current Assets | Other Current Assets Other current assets consist primarily of deferred transaction costs associated with the Business Combination with Juniper of $0 and $3,444,000 as of June 26, 2021 and December 26, 2020, respectively. |
Fair Value Measurement | Fair Value Measurement The Company uses valuation approaches that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. A three-tiered hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value. This hierarchy requires that the Company use observable market data, when available, and minimize the use of unobservable inputs when determining fair value: • Level 1, observable inputs such as quoted prices in active markets; • Level 2, inputs other than the quoted prices in active markets that are observable either directly or indirectly; • Level 3, unobservable inputs in which there is little or no market data, which requires that the Company develop its own assumptions. The fair value of cash, accounts receivable, less allowance for doubtful accounts and account payable approximate the carrying amounts due to the short-term maturities of these instruments which fall with Level 1 of the Fair Value hierarchy. The fair value of the Company’s debt approximates its carrying amount as of June 26, 2021 and December 26, 2020 due to its variable interest rate that is tied to the current London Interbank Offered Rate (“LIBOR”) rate plus an applicable margin and consistency in our credit rating. To estimate the fair value of the Company’s long term debt, the Company utilized fair value based risk measurements that are indirectly observable, such as credit risk that fall within Level 2 of the Fair Value hierarchy. The fair value of the warrants contain significant unobservable inputs including the expected term and the share exchange ratio in evaluating the fair value of underlying common stock , and exercise price, therefore, the warrant liabilities were evaluated to be a Level 3 fair value measurement. As of June 26, 2021, the fair value of the private and public warrants were valued at market price. |
Warrant Liability | Warrant Liability The Company classifies Private Placement Warrants (defined and discussed in Note 11 - Stockholders’ Equity) as liabilities. At the end of each reporting period, changes in fair value during the period are recognized as a components of other income (expense), net within the consolidated statements of operations and comprehensive income. The Company will continue to adjust the warrant liability for changes in fair value until the earlier of a) the exercise or expiration of the warrants or b) the redemption of the warrants, at which time the warrants will be reclassified to additional paid-in capital. |
Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-13, Financial Instruments--Credit Losses: Measurement of Credit Losses on Financial Instruments, which changes the impairment model for most financial assets. The new model uses a forward-looking expected loss method, which will generally result in earlier recognition of allowances for losses. ASU 2016-13, as subsequently amended for various technical issues, is effective for emerging growth companies following private company adoption dates for fiscal years beginning after December 15, 2022 and for interim periods within those fiscal years. The Company is currently evaluating the impact of this standard to the consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles--Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. This update removes Step 2 of the goodwill impairment test under current guidance, which requires a hypothetical purchase price allocation. The new guidance requires an impairment charge to be recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value. Upon adoption, the guidance is to be applied prospectively. ASU 2017-04 is effective for Emerging Growth Companies in fiscal years beginning after December 15, 2021, with early adoption permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company is currently evaluating the impact of the adoption of ASU 2017-04 on the consolidated financial statements and does not expect a significant impact of the standard on the consolidated financial statements. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848), Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This standard provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. The ASU is effective and may be applied beginning March 12, 2020, and will apply through December 31, 2022. Janus is currently evaluating the impact this adoption will have on Janus’s consolidated financial statements. In January 2021, the FASB issued Accounting Standards Update No. 2021-01, Reference Rate Reform (Topic 848) (“ASU 2021-01”). The amendments in ASU 2021-01 provide optional expedients and exceptions for applying GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, that reference the LIBOR or another reference rate expected to be discontinued because of the reference rate reform. The provisions must be applied at a Topic, Subtopic, or Industry Subtopic level for all transactions other than derivatives, which may be applied at a hedging relationship level. In June 2020, the FASB issued ASU 2020-05, which deferred the effective date for ASC 842, Leases, for one year. For private companies, the leasing standard will be effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption would continue to be allowed. The Company is evaluating the impact the standard will have on the consolidated financial statements; however, the standard is expected to have a material impact on the consolidated financial statements due to the recognition of additional assets and liabilities for operating leases. In August 2020, the FASB issued Accounting Standards Update 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain convertible instruments, amends guidance on derivative scope exceptions for contracts in an entity’s own equity, and modifies the guidance on diluted earnings per share (EPS) calculations as a result of these changes. The standard will be effective for Janus beginning February 7, 2022 and can be applied on either a fully retrospective or modified retrospective basis. Early adoption is permitted for fiscal years beginning after December 15, 2020. Janus is currently evaluating the impact of this standard on Janus’s consolidated financial statements. In May 2021, the FASB issued ASU No. 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. ASU 2021-04 addresses issuer’s accounting for certain modifications or exchanges of freestanding equity-classified written call options. ASU 2021-04 is effective for fiscal years beginning after December 15, 2021 and interim periods within those fiscal years, with early adoption permitted. The Group does not expect adoption of the new guidance to have a significant impact on our financial statements. Although there are several other new accounting pronouncements issued or proposed by the FASB, which have been adopted or will be adopted as applicable, management does not believe any of these accounting pronouncements has had or will have a material impact on the Group’s consolidated financial position or results of operations. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 26, 2021 | |
Accounting Policies [Abstract] | |
Summary of estimated useful lives of property Plant And equipment | The estimated useful lives for each major depreciable classification of property and equipment are as follows Manufacturing machinery and equipment 3-7 years Office furniture and equipment 3-7 years Vehicles 3-10 years Leasehold improvements 3-20 years |
Schedule of Error Corrections and Prior Period Adjustments | The table below present the effects of the restatement on the Company's unaudited consolidated balance sheet as of June 26, 2021: June 26, 2021 As Previously Adjustments As Restated ASSETS Current Assets Cash $ 15,287,621 $ — $ 15,287,621 Accounts receivable, less allowance for doubtful accounts; $3,819,000 and $4,485,000, at June 26, 2021 and December 26, 2020, respectively 79,557,005 — 79,557,005 Costs and estimated earnings in excess of billing on uncompleted contracts 16,614,552 — 16,614,552 Inventory, net 36,289,253 — 36,289,253 Prepaid expenses 8,443,195 — 8,443,195 Other current assets 2,322,802 — 2,322,802 Total current assets $ 158,514,428 $ — $ 158,514,428 Property and equipment, net 31,682,826 — 31,682,826 Customer relationships, net 297,563,142 — 297,563,142 Tradename and trademarks 85,819,442 — 85,819,442 Other intangibles, net 16,627,892 — 16,627,892 Goodwill 260,275,193 — 260,275,193 Deferred tax asset 78,435,843 — 78,435,843 Other assets 1,759,222 — 1,759,222 Total assets $ 930,677,988 $ — $ 930,677,988 LIABILITIES AND STOCKHOLDERS’ EQUITY Current Liabilities Accounts payable $ 45,316,067 $ — $ 45,316,067 Billing in excess of costs and estimated earnings on uncompleted contracts 21,612,809 — 21,612,809 Current maturities of long-term debt 6,346,071 — 6,346,071 Other accrued expenses 48,357,979 (333,416) 48,024,563 Total current liabilities $ 121,632,926 $ (333,416) $ 121,299,510 Long-term debt, net 557,574,245 — 557,574,245 Deferred tax liability 14,577,682 — 14,577,682 Derivative warrant liability 39,077,500 — 39,077,500 Other long-term liabilities 2,885,875 — 2,885,875 Total liabilities $ 735,748,228 $ (333,416) $ 735,414,812 STOCKHOLDERS’ EQUITY Common Stock, 825,000,000 shares authorized, $.0001 par value, 138,384,250 and 66,145,633 shares issued and outstanding at June 26, 2021 and December 26, 2020, respectively 13,838 — 13,838 Additional paid in capital 231,406,515 3,150,770 234,557,285 Accumulated other comprehensive income (loss) 46,526 — 46,526 Accumulated deficit (36,537,119) (2,817,354) (39,354,473) Total stockholders’ equity $ 194,929,760 $ 333,416 $ 195,263,176 Total liabilities and stockholders’ equity $ 930,677,988 $ — $ 930,677,988 The tables below present the effects of the restatement on the unaudited consolidated statements of operations and comprehensive income (loss) for the three and six months ended June 26, 2021: Three Months Ended June 26, 2021 As Previously Adjustments As Restated REVENUE Sales of product $ 140,556,306 $ — $ 140,556,306 Sales of services 33,626,083 — 33,626,083 Total revenue 174,182,389 — 174,182,389 Cost of Sales 114,987,977 — 114,987,977 GROSS PROFIT 59,194,412 — 59,194,412 OPERATING EXPENSE Selling and marketing 10,382,169 — 10,382,169 General and administrative 33,784,823 3,150,770 36,935,593 Contingent consideration and earnout fair value adjustments 686,700 — 686,700 Operating Expenses 44,853,692 3,150,770 48,004,462 INCOME (LOSS) FROM OPERATIONS 14,340,720 (3,150,770) 11,189,950 Interest expense (7,475,727) — (7,475,727) Other income (expense) (920,003) — (920,003) Change in fair value of derivative warrant liabilities (1,928,500) — (1,928,500) Other Expense, Net (10,324,230) — (10,324,230) INCOME (LOSS) BEFORE TAXES 4,016,490 (3,150,770) 865,720 Provision (benefit) for Income Taxes 2,893,283 (333,416) 2,559,867 NET INCOME (LOSS) $ 1,123,207 $ (2,817,354) $ (1,694,147) Other Comprehensive Income (Loss) (37,082) — (37,082) COMPREHENSIVE INCOME (LOSS) $ 1,086,125 $ (2,817,354) $ (1,731,229) Net income attributable to common stockholders $ 1,123,207 $ (2,817,354) $ (1,694,147) Weighted-average shares outstanding, basic and diluted (Note 15) Basic 81,009,261 — 81,009,261 Diluted 81,624,496 — 81,624,496 Net Income (loss) per share, basic and diluted (Note 15) Basic $ 0.01 $ (0.03) $ (0.02) Diluted $ 0.01 $ (0.03) $ (0.02) Six Months Ended June 26, 2021 As Previously Adjustments As Restated REVENUE Sales of product $ 262,252,532 $ — $ 262,252,532 Sales of services 64,754,124 — 64,754,124 Total revenue 327,006,657 — 327,006,657 Cost of Sales 214,518,947 — 214,518,947 GROSS PROFIT 112,487,710 — 112,487,710 OPERATING EXPENSE Selling and marketing 19,840,296 — 19,840,296 General and administrative 53,371,131 3,150,770 56,521,901 Contingent consideration and earnout fair value adjustments 686,700 — 686,700 Operating Expenses 73,898,127 3,150,770 77,048,897 INCOME (LOSS) FROM OPERATIONS 38,589,583 (3,150,770) 35,438,813 Interest expense (15,601,797) — (15,601,797) Other income (expense) (2,478,869) — (2,478,869) Change in fair value of derivative warrant liabilities (1,928,500) — (1,928,500) Other Expense, Net (20,009,166) — (20,009,166) INCOME (LOSS) BEFORE TAXES 18,580,417 (3,150,770) 15,429,647 Provision (benefit) for Income Taxes 2,738,389 (333,416) 2,404,973 NET INCOME (LOSS) $ 15,842,028 $ (2,817,354) $ 13,024,674 Other Comprehensive Income (Loss) 273,686 — 273,686 COMPREHENSIVE INCOME (LOSS) $ 16,115,714 $ (2,817,354) $ 13,298,360 Net income attributable to common stockholders $ 15,842,028 $ (2,817,354) $ 13,024,674 Weighted-average shares outstanding, basic and diluted (Note 15) Basic 73,577,447 — 73,577,447 Diluted 73,879,851 — 73,879,851 Net Income (loss) per share, basic and diluted (Note 15) Basic $ 0.22 $ (0.04) $ 0.18 Diluted $ 0.21 $ (0.03) $ 0.18 The tables below present the effects of the restatement on the segment income from operations for the three and six months ended June 26, 2021: Three Months Ended June 26, 2021 As Previously Adjustments As Restated Income From Operations Janus North America $ 12,587,297 $ 3,993,943 $ 16,581,240 Janus International 1,755,572 (7,144,713) (5,389,141) Eliminations (2,149) — (2,149) Total Segment Operating Income (Loss) $ 14,340,720 $ (3,150,770) $ 11,189,950 Six Months Ended June 26, 2021 As Previously Adjustments As Restated Income From Operations Janus North America $ 36,502,605 $ 3,993,943 $ 40,496,548 Janus International 2,062,243 (7,144,713) (5,082,470) Eliminations 24,735 — 24,735 Total Segment Operating Income (Loss) $ 38,589,583 $ (3,150,770) $ 35,438,813 The tables below present the effects of the restatement on the consolidated statements of changes in stockholders’ equity: As Reported Class B Common Units Class A Common Stock Additional paid-in capital Accumulated Other Comprehensive Income (Loss) Accumulated Total Unit Amount Unit Amount Shares Amount Balance as of December 26, 2020 4,478 $ 261,425 189,044 $ 189,043,734 — $ — $ — $ (227,160) $ (48,205,174) $ 140,872,825 Balance as of Retroactive application of the recapitalization (4,478) (261,425) (189,044) (189,043,734) 66,145,633 6,615 189,298,544 — — — Balance as of December 26, 2020, as adjusted — $ — — $ — 66,145,633 $ 6,615 $ 189,298,544 $ (227,160) $ (48,205,174) $ 140,872,825 Vesting of Midco LLC class B units — — — — 111,895 11 51,865 — — 51,876 Distributions to Class A preferred units — — — — — — — — (95,883) (95,883) Cumulative translation adjustment — — — — — — — 310,768 — 310,768 Net income — — — — — — — — 14,718,821 14,718,821 Balance as of March 27, 2021, as adjusted — $ — — $ — 66,257,528 $ 6,626 $ 189,350,409 $ 83,608 $ (33,582,236) $ 155,858,407 Vesting of Midco LLC class B units — — — — 4,012,872 401 2,058,822 — — 2,059,223 Issuance of PIPE Shares — — — — 25,000,000 2,500 249,997,500 — — 250,000,000 Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability — — — — 41,113,850 4,111 226,939,423 — — 226,943,534 Issuance of earn out shares to common stockholders — — — — 2,000,000 200 26,479,800 — — 26,480,000 Distributions to Janus Midco, LLC unitholders — — — — — — (541,710,278) — — (541,710,278) Distributions to Class A preferred units — — — — — — — — (4,078,090) (4,078,090) Deferred Tax Asset — — — — — — 78,290,839 — — 78,290,839 Cumulative translation adjustment — — — — — — — (37,082) — (37,082) Net income — — — — — — — — 1,123,207 1,123,207 Balance as of June 26, 2021 — $ — — $ — 138,384,250 $ 13,838 $ 231,406,515 $ 46,526 $ (36,537,119) $ 194,929,760 Adjustments Class B Common Units Class A Common Stock Additional paid-in capital Accumulated Other Comprehensive Income (Loss) Accumulated Total Unit Amount Unit Amount Shares Amount Balance as of December 26, 2020 — $ — — $ — — $ — $ — $ — $ — $ — Balance as of Retroactive application of the recapitalization — — — — — — — — — — Balance as of December 26, 2020, as adjusted — $ — — $ — — $ — $ — $ — $ — $ — Vesting of Midco LLC class B units — — — — — — — — — — Distributions to Class A preferred units — — — — — — — — — — Cumulative translation adjustment — — — — — — — — — — Net income — — — — — — — — — — Balance as of March 27, 2021, as adjusted — $ — — $ — — $ — $ — $ — $ — $ — Vesting of Midco LLC class B units — — — — — — 3,150,770 — — 3,150,770 Issuance of PIPE Shares — — — — — — — — — — Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability — — — — — — — — — — Issuance of earn out shares to common stockholders — — — — — — — — — — Distributions to Janus Midco, LLC unitholders — — — — — — — — — — Distributions to Class A preferred units — — — — — — — — — — Deferred Tax Asset — — — — — — — — — — Cumulative translation adjustment — — — — — — — — — — Net income — — — — — — — — (2,817,354) (2,817,354) Balance as of June 26, 2021 — $ — — $ — — $ — $ 3,150,770 $ — $ (2,817,354) $ 333,416 As Restated Class B Common Units Class A Common Stock Additional paid-in capital (Restated) Accumulated Other Comprehensive Income (Loss) Accumulated Total (Restated) Unit Amount Unit Amount Shares Amount Balance as of December 26, 2020 4,478 $ 261,425 189,044 $ 189,043,734 — $ — $ — $ (227,160) $ (48,205,174) $ 140,872,825 Balance as of Retroactive application of the recapitalization (4,478) (261,425) (189,044) (189,043,734) 66,145,633 6,615 189,298,544 — — — Balance as of December 26, 2020, as adjusted — $ — — $ — 66,145,633 $ 6,615 $ 189,298,544 $ (227,160) $ (48,205,174) $ 140,872,825 Vesting of Midco LLC class B units — — — — 111,895 11 51,865 — — 51,876 Distributions to Class A preferred units — — — — — — — — (95,883) (95,883) Cumulative translation adjustment — — — — — — — 310,768 — 310,768 Net income — — — — — — — — 14,718,821 14,718,821 Balance as of March 27, 2021, as adjusted — $ — — $ — 66,257,528 $ 6,626 $ 189,350,409 $ 83,608 $ (33,582,236) $ 155,858,407 Vesting of Midco LLC class B units — — — — 4,012,872 401 5,209,592 — — 5,209,993 Issuance of PIPE Shares — — — — 25,000,000 2,500 249,997,500 — — 250,000,000 Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability — — — — 41,113,850 4,111 226,939,423 — — 226,943,534 Issuance of earn out shares to common stockholders — — — — 2,000,000 200 26,479,800 — — 26,480,000 Distributions to Janus Midco, LLC unitholders — — — — — — (541,710,278) — — (541,710,278) Distributions to Class A preferred units — — — — — — — — (4,078,090) (4,078,090) Deferred Tax Asset — — — — — — 78,290,839 — — 78,290,839 Cumulative translation adjustment — — — — — — — (37,082) — (37,082) Net income — — — — — — — — (1,694,147) (1,694,147) Balance as of June 26, 2021 — $ — — $ — 138,384,250 $ 13,838 $ 234,557,285 $ 46,526 $ (39,354,473) $ 195,263,176 The table below present the effects of the restatement on the consolidated statements of cash flows for the six months ended June 26, 2021: Six Months Ended June 26, 2021 As Previously Adjustments As Restated Cash Flows Provided By Operating Activities Net income (loss) $ 15,842,028 $ (2,817,354) $ 13,024,674 Adjustments to reconcile net income (loss) to net cash provided by operating activities Depreciation 2,979,336 — 2,979,336 Intangible amortization 13,622,957 — 13,622,957 Deferred finance fee amortization 1,486,634 — 1,486,634 Share based compensation 2,111,099 3,150,770 5,261,869 Loss on extinguishment of debt 2,414,854 — 2,414,854 Change in fair value of contingent consideration 686,700 — 686,700 Loss on sale of assets 43,091 — 43,091 Change in fair value of derivative warrant liabilities 1,928,500 — 1,928,500 Undistributed (earnings) losses of affiliate (105,107) — (105,107) Deferred income taxes (767,658) — (767,658) Changes in operating assets and liabilities — Accounts receivable (4,421,710) — (4,421,710) Costs and estimated earnings in excess of billings and billings in excess of costs and estimated earnings on uncompleted contracts (5,215,618) — (5,215,618) Prepaid expenses and other current assets (2,945,823) — (2,945,823) Inventory (11,007,730) — (11,007,730) Accounts payable 15,393,047 — 15,393,047 Other accrued expenses 14,116,513 (333,416) 13,783,097 Other assets and long-term liabilities (1,338,231) — (1,338,231) Net Cash Provided By Operating Activities 44,822,882 — 44,822,882 Cash Flows Used In Investing Activities Proceeds from sale of equipment 79,409 — 79,409 Purchases of property and equipment (3,992,533) — (3,992,533) Cash paid for acquisition, net of cash acquired (1,564,957) — (1,564,957) Net Cash Used In Investing Activities (5,478,081) — (5,478,081) Cash Flows Used In Financing Activities Distributions to Janus Midco LLC unitholders (4,173,973) — (4,173,973) Principal payments on long-term debt (63,238,000) — (63,238,000) Proceeds from merger 334,873,727 — 334,873,727 Proceeds from PIPE 250,000,000 — 250,000,000 Payments for transaction costs, net (44,489,256) — (44,489,256) Payments to Janus Midco, LLC unitholders at the business combination (541,710,278) — (541,710,278) Payments for deferred financing fees (765,090) — (765,090) Cash Used In Financing Activities $ (69,502,870) $ — $ (69,502,870) Effect of exchange rate changes on cash and cash equivalents 191,035 — 191,035 Net (Decrease) Increase in Cash and Cash Equivalents $ (29,967,034) $ — $ (29,967,034) Cash and Cash Equivalents, Beginning of Fiscal Year $ 45,254,655 $ — $ 45,254,655 Cash and Cash Equivalents as of June 26, 2021 $ 15,287,621 $ — $ 15,287,621 Supplemental Cash Flows Information Interest paid $ 16,847,651 $ — $ 16,847,651 Income taxes paid $ 773,608 $ — $ 773,608 Fair value of earnout $ 686,700 $ — $ 686,700 Fair value of warrants $ 1,928,500 $ — $ 1,928,500 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 26, 2021 | |
Inventory Disclosure [Abstract] | |
Summary Of Major Components of Inventories | The major components of inventories at : June 26, December 26, 2021 2020 Raw materials $ 26,360,134 $ 17,431,731 Work-in-process 552,000 637,109 Finished goods 9,377,119 7,212,681 $ 36,289,253 $ 25,281,521 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 26, 2021 | |
Property, Plant and Equipment [Abstract] | |
Summary of property and equipment, and other fixed assets | Property, equipment, and other fixed assets as of June 26, 2021 and December 26, 2020 are as follows: June 26, December 26, 2021 2020 Land $ 3,361,295 $ 3,361,295 Manufacturing machinery and equipment 28,718,274 26,446,933 Leasehold improvements 4,882,855 5,127,065 Construction in progress 1,666,709 2,170,193 Other 9,576,318 8,084,391 $ 48,205,451 $ 45,189,877 Less accumulated depreciation (16,522,625) (14,219,370) $ 31,682,826 $ 30,970,507 |
Acquired Intangible Assets an_2
Acquired Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Jun. 26, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary Of Intangible assets net | The carrying basis and accumulated amortization of recognized intangible assets at June 26, 2021 and December 26, 2020, are as follows: June 26, December 26, 2021 2020 Gross Carrying Amount Accumulated Amortization Average Remaining Life in Years Gross Carrying Amount Accumulated Amortization Intangible Assets Customer relationships $ 381,758,525 $ 84,195,383 12 $ 380,862,639 $ 71,390,241 Noncompete agreements 417,471 192,736 6 412,949 151,028 Tradenames and trademarks 85,819,442 — Indefinite 85,597,528 — Other intangibles 58,455,001 42,051,844 7 58,404,905 41,279,081 $ 526,450,439 $ 126,439,963 $ 525,278,021 $ 112,820,350 |
Summary Of changes in the carrying amounts of goodwill | The changes in the carrying amounts of goodwill for the period ended June 26, 2021 were as follows: Balance as of December 26, 2020 $ 259,422,822 Goodwill acquired during the period 929,276 Changes due to foreign currency fluctuations (76,905) Balance as of June 26, 2021 $ 260,275,193 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 26, 2021 | |
Payables and Accruals [Abstract] | |
Summary Of accrued expenses | Accrued expenses are summarized as follows: June 26, December 26, 2021 2020 (Restated) Sales tax payable $ 1,660,907 $ 1,324,696 Interest payable 2,100,101 4,832,590 Contingent consideration payable--short term 4,000,000 4,000,000 Other accrued liabilities 1,991,116 5,294,414 Employee compensation 6,409,603 6,090,304 Customer deposits and allowances 22,145,120 10,780,783 Other 9,717,716 4,841,840 Total $ 48,024,563 $ 37,164,627 |
Long Term Debt (Tables)
Long Term Debt (Tables) | 6 Months Ended |
Jun. 26, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Long-term Debt Instruments | Long-term debt consists of the following: June 26, December 26, 2021 2020 Note payable--First Lien $ — $ 562,363,000 Note payable--First Lien B2 — 73,875,000 Note payable--Amendment No. 3 First Lien 573,000,000 — 573,000,000 636,238,000 Less unamortized deferred finance fees 9,079,684 12,110,329 Less current maturities 6,346,071 6,523,417 Total long-term debt $ 557,574,245 $ 617,604,254 |
Summary of Maturities of Long-term Debt | Aggregate annual maturities of long-term debt at June 26, 2021, are: 2021 $ 4,759,554 2022 6,346,071 2023 6,346,071 2024 6,346,071 2025 549,202,233 Total $ 573,000,000 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 26, 2021 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stock by Class | The table below represents the approximate common stock holdings of Group immediately following the Business Combination. Shares % Janus Midco, LLC unitholders $ 70,270,400 50.8 % Public stockholders 43,113,850 31.2 % PIPE Investors 25,000,000 18.0 % Total $ 138,384,250 100.0 % |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 26, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Contract balances | Contract balances for the six months ended June 26, 2021 were as follows: June 26, 2021 Contract assets, beginning of the period $ 11,398,934 Contract assets, end of the period $ 16,614,552 Contract liabilities, beginning of the period $ 21,525,319 Contract liabilities, end of the period $ 21,612,809 |
Summary of Disaggregation of Revenue | Revenue by Timing of Revenue Recognition Three Months Ended Six Months Ended Reportable Segments by Sales Channel Revenue Recognition June 26, 2021 June 27, 2020 June 26, 2021 June 27, 2020 Janus North America Goods transferred at a point in time $ 139,188,949 $ 95,751,111 $ 260,082,109 $ 200,276,584 Services transferred over time 25,056,299 23,167,477 50,697,555 47,073,167 164,245,248 118,918,588 310,779,664 247,349,751 Janus International Goods transferred at a point in time 9,775,323 3,618,698 16,848,388 10,110,767 Services transferred over time 8,569,784 3,636,331 14,056,570 9,433,526 18,345,107 7,255,029 30,904,958 19,544,293 Eliminations (8,407,966) (3,943,994) (14,677,965) (6,850,626) Total Revenue $ 174,182,389 $ 122,229,623 $ 327,006,657 $ 260,043,418 Revenue by Sale Channel Revenue Recognition Six Months Ended Six Months Ended Reportable Segments by Sales Channel Revenue Recognition June 26, 2021 June 27, 2020 June 26, 2021 June 27, 2020 Janus North America Self Storage-New Construction $ 55,600,871 $ 55,763,077 $ 104,301,403 $ 117,223,246 Self Storage-R3 52,182,213 30,411,543 91,513,670 67,981,662 Commercial and Others 56,462,164 32,743,968 114,964,591 62,144,843 164,245,248 118,918,588 310,779,664 247,349,751 Janus International Self Storage-New Construction $ 9,775,323 $ 3,618,698 23,778,978 11,771,203 Self Storage-R3 8,569,784 3,636,331 7,125,980 7,773,090 18,345,107 7,255,029 30,904,958 19,544,293 Eliminations (8,407,966) (3,943,994) (14,677,965) (6,850,626) Total Revenue $ 174,182,389 $ 122,229,623 $ 327,006,657 $ 260,043,418 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 6 Months Ended |
Jun. 26, 2021 | |
Earnings Per Share [Abstract] | |
Summary Of Earnings per Shares, basic and diluted | The following table sets forth the computation of basic and diluted EPS attributable to common stockholders for the three and six months ended June 26, 2021 and June 27, 2020: Three Months Ended Six Months Ended June 26, 2021 June 27, 2020 June 26, 2021 June 27, 2020 (Restated) (Restated) Numerator: Net income attributable to common stockholders $ (1,694,147) $ 11,017,468 $ 13,024,674 $ 20,969,499 Denominator: Weighted average number of shares: Basic 81,009,261 65,819,588 73,577,447 66,876,683 Adjustment for Warrants - Treasury stock method 615,235 — 302,404 — Diluted 81,624,496 65,819,588 73,879,851 66,876,683 Basic net income (loss) per share attributable to common stockholders $ (0.02) $ 0.17 $ 0.18 $ 0.31 Diluted net income (loss) per share attributable to common stockholders $ (0.02) $ 0.17 $ 0.18 $ 0.31 |
Segments Information (Tables)
Segments Information (Tables) | 6 Months Ended |
Jun. 26, 2021 | |
Segment Reporting [Abstract] | |
Summary of Financial Information for the Company's Segments | Three Months Ended Six Months Ended June 26, June 27, June 26, June 27, 2021 2020 2021 2020 (Restated) (Restated) Revenue Janus North America $ 164,245,248 $ 118,918,588 $ 310,779,664 $ 247,349,751 Janus International 18,345,107 7,255,029 30,904,958 19,544,293 Intersegment (8,407,966) (3,943,994) (14,677,965) (6,850,626) Consolidated Revenue $ 174,182,389 $ 122,229,623 $ 327,006,657 $ 260,043,418 Income From Operations Janus North America $ 16,581,240 $ 20,206,505 $ 40,496,548 $ 39,646,405 Janus International (5,389,141) (88,387) (5,082,470) 617,920 Eliminations (2,149) 12,862 24,735 54,731 Total Segment Operating Income $ 11,189,950 $ 20,130,980 $ 35,438,813 $ 40,319,056 Depreciation Expense Janus North America $ 1,400,320 $ 1,332,135 $ 2,766,910 $ 2,631,321 Janus International 106,017 70,644 212,426 201,380 Consolidated Depreciation Expense $ 1,506,337 $ 1,402,779 $ 2,979,336 $ 2,832,701 Amortization of Intangible Assets Janus North America $ 6,402,457 $ 4,948,830 $ 12,816,108 $ 12,829,147 Janus International 388,355 271,269 806,849 566,620 Consolidated Amortization Expense $ 6,790,812 $ 5,220,099 $ 13,622,957 $ 13,395,767 June 26, December 26 2021 2020 Identifiable Assets Janus North America $ 874,872,427 $ 820,259,539 Janus International 55,805,561 53,219,206 Consolidated Assets $ 930,677,988 $ 873,478,745 |
Nature of Operations - Addition
Nature of Operations - Additional Information (Detail) | Jun. 26, 2021USD ($) | Jun. 26, 2021USD ($) | Jun. 27, 2020USD ($) | Jun. 26, 2021USD ($)Segments | Jun. 27, 2020USD ($) | Jan. 18, 2021 | Dec. 26, 2020USD ($) | Jan. 02, 2020 |
Schedule of Equity Method Investments [Line Items] | ||||||||
Business Combination Percentage of Net Assets Acquired | 100.00% | |||||||
Number of reportable segments | 2 | 2 | ||||||
Assets | $ 930,677,988 | $ 930,677,988 | $ 930,677,988 | $ 873,478,745 | ||||
Total revenue | 174,182,389 | $ 122,229,623 | 327,006,657 | $ 260,043,418 | ||||
Foreign Locations | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Assets | $ 56,116,000 | 56,116,000 | 56,116,000 | $ 53,424,000 | ||||
Total revenue | $ 18,345,000 | $ 7,255,000 | $ 30,905,000 | $ 19,544,000 | ||||
Janus International Europe Holdings Ltd UK JIE | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity Method Investment, Ownership Percentage | 100.00% | 100.00% | 100.00% | |||||
Janus International Europe Holdings Ltd UK JIE | Active Supply Design CDM Ltd UKASD | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity Method Investment, Ownership Percentage | 100.00% | 100.00% | 100.00% | |||||
Janus International Europe Holdings Ltd UK JIE | Steel Storage Australia Asia Steel Storage | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity Method Investment, Ownership Percentage | 100.00% | 100.00% | 100.00% | |||||
Percentage Of Outstanding Shares Purchased | 100.00% | |||||||
Janus Cob bHoldings LLC Cobb | Asta Industries Inc ASTA | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity Method Investment, Ownership Percentage | 100.00% | 100.00% | 100.00% | |||||
Janus Cob bHoldings LLC Cobb | Nok Inc NOKE | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity Method Investment, Ownership Percentage | 100.00% | 100.00% | 100.00% | |||||
Janus Cob bHoldings LLC Cobb | Betco Inc BETCO | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity Method Investment, Ownership Percentage | 100.00% | 100.00% | 100.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 26, 2021 | Jun. 27, 2020 | Jun. 26, 2021 | Jun. 27, 2020 | Jun. 07, 2021 | Dec. 26, 2020 | |
Common stock, Par value | $ 0.0001 | |||||
Cost of Sales | $ 114,987,977 | $ 77,449,920 | $ 214,518,947 | $ 167,180,130 | ||
Other current assets | 2,322,802 | 2,322,802 | $ 5,192,386 | |||
Bonus compensation | 4,000,000 | |||||
Juniper [Member] | ||||||
Other current assets | 0 | 0 | 3,444,000 | |||
Inventory Valuation and Obsolescence [Member] | ||||||
Inventory valuation reserves | 1,478,000 | 1,478,000 | $ 1,964,000 | |||
Shipping and Handling [Member] | ||||||
Cost of Sales | $ 8,471,000 | $ 5,813,000 | $ 15,575,000 | $ 11,736,000 | ||
Common Stock | ||||||
Common stock, Par value | $ 0.0001 | $ 0.0001 | ||||
JIH Shareholders [Member] | ||||||
Equity method investment ownership percentage | 48.60% | 48.60% | ||||
Janus Midco [Member] | ||||||
Equity method investment ownership percentage | 51.40% | 51.40% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of the estimated useful lives for each major depreciable classification of property and equipment (Detail) | 6 Months Ended |
Jun. 26, 2021 | |
Manufacturing machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 3 years |
Manufacturing machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 7 years |
Office furniture and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 3 years |
Office furniture and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 7 years |
Vehicles | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 3 years |
Vehicles | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 10 years |
Leasehold improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 3 years |
Leasehold improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 20 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Restatement Balance Sheet (Detail) - USD ($) | Jun. 26, 2021 | Mar. 27, 2021 | Dec. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 |
Current Assets | ||||||
Cash | $ 15,287,621 | $ 45,254,655 | ||||
Accounts receivable, less allowance for doubtful accounts; $3,819,000 and $4,485,000, at June 26, 2021 and December 26, 2020, respectively | 79,557,005 | 75,135,295 | ||||
Costs and estimated earnings in excess of billing on uncompleted contracts | 16,614,552 | 11,398,934 | ||||
Inventory, net | 36,289,253 | 25,281,521 | ||||
Prepaid expenses | 8,443,195 | 5,949,711 | ||||
Other current assets | 2,322,802 | 5,192,386 | ||||
Total current assets | 158,514,428 | 168,212,502 | ||||
Property and equipment, net | 31,682,826 | 30,970,507 | ||||
Other intangibles, net | 16,627,892 | 17,387,745 | ||||
Goodwill | 260,275,193 | 259,422,822 | ||||
Deferred tax asset | 78,435,843 | 0 | ||||
Other assets | 1,759,222 | 2,415,243 | ||||
Total assets | 930,677,988 | 873,478,745 | ||||
Current Liabilities | ||||||
Accounts payable | 45,316,067 | 29,889,057 | ||||
Billing in excess of costs and estimated earnings on uncompleted contracts | 21,612,809 | 21,525,319 | ||||
Current maturities of long-term debt | 6,346,071 | 6,523,417 | ||||
Other accrued expenses | 48,024,563 | 37,164,627 | ||||
Total current liabilities | 121,299,510 | 95,102,420 | ||||
Long-term debt, net | 557,574,245 | 617,604,254 | ||||
Deferred tax liability | 14,577,682 | 15,268,131 | ||||
Derivative warrant liability | 39,077,500 | 0 | ||||
Other long-term liabilities | 2,885,875 | 4,631,115 | ||||
Total liabilities | 735,414,812 | 732,605,920 | ||||
STOCKHOLDERS’ EQUITY | ||||||
Common Stock, 825,000,000 shares authorized, $.0001 par value, 138,384,250 and 66,145,633 shares issued and outstanding at June 26, 2021 and December 26, 2020, respectively | 13,838 | 6,615 | ||||
Additional paid in capital | 234,557,285 | 189,298,544 | ||||
Accumulated other comprehensive income (loss) | 46,526 | (227,160) | ||||
Accumulated deficit | (39,354,473) | (48,205,174) | ||||
Total stockholders’ equity | 195,263,176 | $ 155,858,407 | 140,872,825 | $ 147,823,360 | $ 137,287,998 | $ 130,894,245 |
Total liabilities and stockholders’ equity | 930,677,988 | 873,478,745 | ||||
Transaction Bonus Related To Business Combination | ||||||
Current Assets | ||||||
Cash | 15,287,621 | |||||
Accounts receivable, less allowance for doubtful accounts; $3,819,000 and $4,485,000, at June 26, 2021 and December 26, 2020, respectively | 79,557,005 | |||||
Costs and estimated earnings in excess of billing on uncompleted contracts | 16,614,552 | |||||
Inventory, net | 36,289,253 | |||||
Prepaid expenses | 8,443,195 | |||||
Other current assets | 2,322,802 | |||||
Total current assets | 158,514,428 | |||||
Property and equipment, net | 31,682,826 | |||||
Other intangibles, net | 16,627,892 | |||||
Goodwill | 260,275,193 | |||||
Deferred tax asset | 78,435,843 | |||||
Other assets | 1,759,222 | |||||
Total assets | 930,677,988 | |||||
Current Liabilities | ||||||
Accounts payable | 45,316,067 | |||||
Billing in excess of costs and estimated earnings on uncompleted contracts | 21,612,809 | |||||
Current maturities of long-term debt | 6,346,071 | |||||
Other accrued expenses | 48,024,563 | |||||
Total current liabilities | 121,299,510 | |||||
Long-term debt, net | 557,574,245 | |||||
Deferred tax liability | 14,577,682 | |||||
Derivative warrant liability | 39,077,500 | |||||
Other long-term liabilities | 2,885,875 | |||||
Total liabilities | 735,414,812 | |||||
STOCKHOLDERS’ EQUITY | ||||||
Common Stock, 825,000,000 shares authorized, $.0001 par value, 138,384,250 and 66,145,633 shares issued and outstanding at June 26, 2021 and December 26, 2020, respectively | 13,838 | |||||
Additional paid in capital | 234,557,285 | |||||
Accumulated other comprehensive income (loss) | 46,526 | |||||
Accumulated deficit | (39,354,473) | |||||
Total stockholders’ equity | 195,263,176 | 155,858,407 | 140,872,825 | |||
Total liabilities and stockholders’ equity | 930,677,988 | |||||
Customer relationships, net | ||||||
Current Assets | ||||||
Customer relationships, net | 297,563,142 | 309,472,398 | ||||
Customer relationships, net | Transaction Bonus Related To Business Combination | ||||||
Current Assets | ||||||
Customer relationships, net | 297,563,142 | |||||
Tradename and trademarks | ||||||
Current Assets | ||||||
Tradename and trademarks | 85,819,442 | 85,597,528 | ||||
Tradename and trademarks | Transaction Bonus Related To Business Combination | ||||||
Current Assets | ||||||
Tradename and trademarks | 85,819,442 | |||||
Previously Reported | Transaction Bonus Related To Business Combination | ||||||
Current Assets | ||||||
Cash | 15,287,621 | |||||
Accounts receivable, less allowance for doubtful accounts; $3,819,000 and $4,485,000, at June 26, 2021 and December 26, 2020, respectively | 79,557,005 | |||||
Costs and estimated earnings in excess of billing on uncompleted contracts | 16,614,552 | |||||
Inventory, net | 36,289,253 | |||||
Prepaid expenses | 8,443,195 | |||||
Other current assets | 2,322,802 | |||||
Total current assets | 158,514,428 | |||||
Property and equipment, net | 31,682,826 | |||||
Other intangibles, net | 16,627,892 | |||||
Goodwill | 260,275,193 | |||||
Deferred tax asset | 78,435,843 | |||||
Other assets | 1,759,222 | |||||
Total assets | 930,677,988 | |||||
Current Liabilities | ||||||
Accounts payable | 45,316,067 | |||||
Billing in excess of costs and estimated earnings on uncompleted contracts | 21,612,809 | |||||
Current maturities of long-term debt | 6,346,071 | |||||
Other accrued expenses | 48,357,979 | |||||
Total current liabilities | 121,632,926 | |||||
Long-term debt, net | 557,574,245 | |||||
Deferred tax liability | 14,577,682 | |||||
Derivative warrant liability | 39,077,500 | |||||
Other long-term liabilities | 2,885,875 | |||||
Total liabilities | 735,748,228 | |||||
STOCKHOLDERS’ EQUITY | ||||||
Common Stock, 825,000,000 shares authorized, $.0001 par value, 138,384,250 and 66,145,633 shares issued and outstanding at June 26, 2021 and December 26, 2020, respectively | 13,838 | |||||
Additional paid in capital | 231,406,515 | |||||
Accumulated other comprehensive income (loss) | 46,526 | |||||
Accumulated deficit | (36,537,119) | |||||
Total stockholders’ equity | 194,929,760 | $ 155,858,407 | 140,872,825 | |||
Total liabilities and stockholders’ equity | 930,677,988 | |||||
Previously Reported | Customer relationships, net | Transaction Bonus Related To Business Combination | ||||||
Current Assets | ||||||
Customer relationships, net | 297,563,142 | |||||
Previously Reported | Tradename and trademarks | Transaction Bonus Related To Business Combination | ||||||
Current Assets | ||||||
Tradename and trademarks | 85,819,442 | |||||
Revision of prior period, adjustment | ||||||
STOCKHOLDERS’ EQUITY | ||||||
Total stockholders’ equity | 140,872,825 | $ 130,894,245 | ||||
Revision of prior period, adjustment | Transaction Bonus Related To Business Combination | ||||||
Current Liabilities | ||||||
Other accrued expenses | (333,416) | |||||
Total current liabilities | (333,416) | |||||
Total liabilities | (333,416) | |||||
STOCKHOLDERS’ EQUITY | ||||||
Additional paid in capital | 3,150,770 | |||||
Accumulated deficit | (2,817,354) | |||||
Total stockholders’ equity | $ 333,416 | $ 140,872,825 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Income Statement (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Jun. 26, 2021 | Mar. 27, 2021 | Jun. 28, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Jun. 26, 2021 | Jun. 27, 2020 | |
REVENUE | |||||||
Total revenue | $ 174,182,389 | $ 122,229,623 | $ 327,006,657 | $ 260,043,418 | |||
Cost of Sales | 114,987,977 | 77,449,920 | 214,518,947 | 167,180,130 | |||
GROSS PROFIT | 59,194,412 | 44,779,703 | 112,487,710 | 92,863,288 | |||
OPERATING EXPENSE | |||||||
Selling and marketing | 10,382,169 | 7,717,283 | 19,840,296 | 17,977,566 | |||
General and administrative | 36,935,593 | 16,931,440 | 56,521,901 | 34,566,666 | |||
Change in fair value of contingent consideration | 686,700 | 0 | 686,700 | 0 | |||
Operating Expenses | 48,004,462 | 24,648,723 | 77,048,897 | 52,544,232 | |||
INCOME FROM OPERATIONS | 11,189,950 | 20,130,980 | 35,438,813 | 40,319,056 | |||
Interest expense | (7,475,727) | (8,737,328) | (15,601,797) | (18,678,476) | |||
Other income (expense) | (920,003) | 23,883 | (2,478,869) | 99,211 | |||
Change in fair value of derivative warrant liabilities | (1,928,500) | 0 | (1,928,500) | 0 | |||
Other Expense, Net | (10,324,230) | (8,713,445) | (20,009,166) | (18,579,265) | |||
INCOME BEFORE TAXES | 865,720 | 11,417,535 | 15,429,647 | 21,739,791 | |||
Provision for Income Taxes | 2,559,867 | 400,067 | 2,404,973 | 770,292 | |||
NET INCOME (LOSS) | (1,694,147) | $ 14,718,821 | $ 11,017,468 | 11,017,468 | $ 9,952,030 | 13,024,674 | 20,969,499 |
Other Comprehensive Income (Loss) | (37,082) | 310,768 | $ (226,575) | (226,575) | $ (3,531,485) | 273,686 | (3,758,060) |
COMPREHENSIVE INCOME (LOSS) | (1,731,229) | 10,790,893 | 13,298,360 | 17,211,439 | |||
Net income (loss) attributable to common stockholders | $ (1,694,147) | $ 11,017,468 | $ 13,024,674 | $ 20,969,499 | |||
Weighted-average shares outstanding, basic and diluted | |||||||
Basic | 81,009,261 | 65,819,588 | 73,577,447 | 66,876,683 | |||
Diluted | 81,624,496 | 65,819,588 | 73,879,851 | 66,876,683 | |||
Net income per share, basic and diluted | |||||||
Basic | $ (0.02) | $ 0.17 | $ 0.18 | $ 0.31 | |||
Diluted | $ (0.02) | $ 0.17 | $ 0.18 | $ 0.31 | |||
Transaction Bonus Related To Business Combination | |||||||
REVENUE | |||||||
Total revenue | $ 174,182,389 | $ 327,006,657 | |||||
Cost of Sales | 114,987,977 | 214,518,947 | |||||
GROSS PROFIT | 59,194,412 | 112,487,710 | |||||
OPERATING EXPENSE | |||||||
Selling and marketing | 10,382,169 | 19,840,296 | |||||
General and administrative | 36,935,593 | 56,521,901 | |||||
Change in fair value of contingent consideration | 686,700 | 686,700 | |||||
Operating Expenses | 48,004,462 | 77,048,897 | |||||
INCOME FROM OPERATIONS | 11,189,950 | 35,438,813 | |||||
Interest expense | (7,475,727) | (15,601,797) | |||||
Other income (expense) | (920,003) | (2,478,869) | |||||
Change in fair value of derivative warrant liabilities | (1,928,500) | (1,928,500) | |||||
Other Expense, Net | (10,324,230) | (20,009,166) | |||||
INCOME BEFORE TAXES | 865,720 | 15,429,647 | |||||
Provision for Income Taxes | 2,559,867 | 2,404,973 | |||||
NET INCOME (LOSS) | (1,694,147) | 14,718,821 | 13,024,674 | ||||
Other Comprehensive Income (Loss) | (37,082) | 310,768 | 273,686 | ||||
COMPREHENSIVE INCOME (LOSS) | (1,731,229) | 13,298,360 | |||||
Net income (loss) attributable to common stockholders | $ (1,694,147) | $ 13,024,674 | |||||
Weighted-average shares outstanding, basic and diluted | |||||||
Basic | 81,009,261 | 73,577,447 | |||||
Diluted | 81,624,496 | 73,879,851 | |||||
Net income per share, basic and diluted | |||||||
Basic | $ (0.02) | $ 0.18 | |||||
Diluted | $ (0.02) | $ 0.18 | |||||
Previously Reported | Transaction Bonus Related To Business Combination | |||||||
REVENUE | |||||||
Total revenue | $ 174,182,389 | $ 327,006,657 | |||||
Cost of Sales | 114,987,977 | 214,518,947 | |||||
GROSS PROFIT | 59,194,412 | 112,487,710 | |||||
OPERATING EXPENSE | |||||||
Selling and marketing | 10,382,169 | 19,840,296 | |||||
General and administrative | 33,784,823 | 53,371,131 | |||||
Change in fair value of contingent consideration | 686,700 | 686,700 | |||||
Operating Expenses | 44,853,692 | 73,898,127 | |||||
INCOME FROM OPERATIONS | 14,340,720 | 38,589,583 | |||||
Interest expense | (7,475,727) | (15,601,797) | |||||
Other income (expense) | (920,003) | (2,478,869) | |||||
Change in fair value of derivative warrant liabilities | (1,928,500) | (1,928,500) | |||||
Other Expense, Net | (10,324,230) | (20,009,166) | |||||
INCOME BEFORE TAXES | 4,016,490 | 18,580,417 | |||||
Provision for Income Taxes | 2,893,283 | 2,738,389 | |||||
NET INCOME (LOSS) | 1,123,207 | 14,718,821 | 15,842,028 | ||||
Other Comprehensive Income (Loss) | (37,082) | $ 310,768 | 273,686 | ||||
COMPREHENSIVE INCOME (LOSS) | 1,086,125 | 16,115,714 | |||||
Net income (loss) attributable to common stockholders | $ 1,123,207 | $ 15,842,028 | |||||
Weighted-average shares outstanding, basic and diluted | |||||||
Basic | 81,009,261 | 73,577,447 | |||||
Diluted | 81,624,496 | 73,879,851 | |||||
Net income per share, basic and diluted | |||||||
Basic | $ 0.01 | $ 0.22 | |||||
Diluted | $ 0.01 | $ 0.21 | |||||
Revision of prior period, adjustment | Transaction Bonus Related To Business Combination | |||||||
OPERATING EXPENSE | |||||||
General and administrative | $ 3,150,770 | $ 3,150,770 | |||||
Operating Expenses | 3,150,770 | 3,150,770 | |||||
INCOME FROM OPERATIONS | (3,150,770) | (3,150,770) | |||||
INCOME BEFORE TAXES | (3,150,770) | (3,150,770) | |||||
Provision for Income Taxes | (333,416) | (333,416) | |||||
NET INCOME (LOSS) | (2,817,354) | (2,817,354) | |||||
Other Comprehensive Income (Loss) | 0 | 0 | |||||
COMPREHENSIVE INCOME (LOSS) | (2,817,354) | (2,817,354) | |||||
Net income (loss) attributable to common stockholders | $ (2,817,354) | $ (2,817,354) | |||||
Net income per share, basic and diluted | |||||||
Basic | $ (0.03) | $ (0.04) | |||||
Diluted | $ (0.03) | $ (0.03) | |||||
Sales of product | |||||||
REVENUE | |||||||
Total revenue | $ 140,556,306 | $ 95,425,815 | $ 262,252,532 | $ 203,536,725 | |||
Sales of product | Transaction Bonus Related To Business Combination | |||||||
REVENUE | |||||||
Total revenue | 140,556,306 | 262,252,532 | |||||
Sales of product | Previously Reported | Transaction Bonus Related To Business Combination | |||||||
REVENUE | |||||||
Total revenue | 140,556,306 | 262,252,532 | |||||
Sales of services | |||||||
REVENUE | |||||||
Total revenue | 33,626,083 | $ 26,803,808 | 64,754,124 | $ 56,506,693 | |||
Sales of services | Transaction Bonus Related To Business Combination | |||||||
REVENUE | |||||||
Total revenue | 33,626,083 | 64,754,124 | |||||
Sales of services | Previously Reported | Transaction Bonus Related To Business Combination | |||||||
REVENUE | |||||||
Total revenue | $ 33,626,083 | $ 64,754,124 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Segment Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 26, 2021 | Jun. 27, 2020 | Jun. 26, 2021 | Jun. 27, 2020 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | $ 11,189,950 | $ 20,130,980 | $ 35,438,813 | $ 40,319,056 |
Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | 11,189,950 | 35,438,813 | ||
Previously Reported | Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | 14,340,720 | 38,589,583 | ||
Revision of prior period, adjustment | Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | (3,150,770) | (3,150,770) | ||
Reportable geographical components | Janus North America | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | 16,581,240 | 20,206,505 | 40,496,548 | 39,646,405 |
Reportable geographical components | Janus North America | Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | 16,581,240 | 40,496,548 | ||
Reportable geographical components | Janus North America | Previously Reported | Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | 12,587,297 | 36,502,605 | ||
Reportable geographical components | Janus North America | Revision of prior period, adjustment | Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | 3,993,943 | 3,993,943 | ||
Reportable geographical components | Janus International | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | (5,389,141) | (88,387) | (5,082,470) | 617,920 |
Reportable geographical components | Janus International | Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | (5,389,141) | (5,082,470) | ||
Reportable geographical components | Janus International | Previously Reported | Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | 1,755,572 | 2,062,243 | ||
Reportable geographical components | Janus International | Revision of prior period, adjustment | Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | (7,144,713) | (7,144,713) | ||
Intersegment | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | (2,149) | $ 12,862 | 24,735 | $ 54,731 |
Intersegment | Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | (2,149) | 24,735 | ||
Intersegment | Previously Reported | Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | (2,149) | 24,735 | ||
Operating Segments | Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | 11,189,950 | 35,438,813 | ||
Operating Segments | Previously Reported | Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | 14,340,720 | 38,589,583 | ||
Operating Segments | Revision of prior period, adjustment | Transaction Bonus Related To Business Combination | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total Segment Operating Income | $ (3,150,770) | $ (3,150,770) |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Stockhdolders Equity (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Jun. 26, 2021 | Mar. 27, 2021 | Jun. 28, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Jun. 26, 2021 | Jun. 27, 2020 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ 155,858,407 | $ 140,872,825 | $ 137,287,998 | $ 137,287,998 | $ 130,894,245 | $ 140,872,825 | |
Vesting of Midco LLC class B units | 5,209,993 | 51,876 | 29,967 | 27,692 | |||
Distributions to Janus Midco LLC Class A unitholders | (95,883) | (285,498) | (54,484) | ||||
Issuance of PIPE Shares | 250,000,000 | ||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability | 226,943,534 | ||||||
Issuance of earn out shares to common stockholders | 26,480,000 | ||||||
Distributions to Janus Midco, LLC unitholders | 541,710,278 | ||||||
Distributions to Class A preferred units | 4,078,090 | ||||||
Deferred Tax Asset | 78,290,839 | ||||||
Cumulative translation adjustment | (37,082) | 310,768 | (226,575) | (226,575) | (3,531,485) | 273,686 | $ (3,758,060) |
Net income | (1,694,147) | 14,718,821 | 11,017,468 | 11,017,468 | 9,952,030 | 13,024,674 | 20,969,499 |
Balance | 195,263,176 | 155,858,407 | $ 147,823,360 | 137,287,998 | 195,263,176 | $ 147,823,360 | |
Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | 155,858,407 | 140,872,825 | 140,872,825 | ||||
Vesting of Midco LLC class B units | 5,209,993 | 51,876 | |||||
Distributions to Janus Midco LLC Class A unitholders | (95,883) | ||||||
Issuance of PIPE Shares | 250,000,000 | ||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability | 226,943,534 | ||||||
Issuance of earn out shares to common stockholders | 26,480,000 | ||||||
Distributions to Janus Midco, LLC unitholders | (541,710,278) | ||||||
Distributions to Class A preferred units | (4,078,090) | ||||||
Deferred Tax Asset | 78,290,839 | ||||||
Cumulative translation adjustment | (37,082) | 310,768 | 273,686 | ||||
Net income | (1,694,147) | 14,718,821 | 13,024,674 | ||||
Balance | 195,263,176 | 155,858,407 | 195,263,176 | ||||
Previously Reported | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | 155,858,407 | 140,872,825 | 140,872,825 | ||||
Vesting of Midco LLC class B units | 2,059,223 | 51,876 | |||||
Distributions to Janus Midco LLC Class A unitholders | (95,883) | ||||||
Issuance of PIPE Shares | 250,000,000 | ||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability | 226,943,534 | ||||||
Issuance of earn out shares to common stockholders | 26,480,000 | ||||||
Distributions to Janus Midco, LLC unitholders | (541,710,278) | ||||||
Distributions to Class A preferred units | (4,078,090) | ||||||
Deferred Tax Asset | 78,290,839 | ||||||
Cumulative translation adjustment | (37,082) | 310,768 | 273,686 | ||||
Net income | 1,123,207 | 14,718,821 | 15,842,028 | ||||
Balance | 194,929,760 | 155,858,407 | 194,929,760 | ||||
Revision of prior period, adjustment | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | 140,872,825 | $ 130,894,245 | 140,872,825 | ||||
Revision of prior period, adjustment | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ 140,872,825 | 140,872,825 | |||||
Vesting of Midco LLC class B units | 3,150,770 | ||||||
Cumulative translation adjustment | 0 | 0 | |||||
Net income | (2,817,354) | (2,817,354) | |||||
Balance | $ 333,416 | $ 333,416 | |||||
Common Stock | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance (in shares) | 138,384,250 | 66,257,528 | 65,875,152 | 65,769,811 | 138,384,250 | 65,875,152 | |
Balance | $ 6,626 | $ 6,577 | $ 6,577 | ||||
Vesting of Midco LLC class B units (in shares) | 4,012,872 | 111,895 | 105,341 | 93,054 | |||
Vesting of Midco LLC class B units | $ 401 | $ 11 | $ 11 | $ 9 | |||
Issuance of PIPE (in shares) | 25,000,000 | ||||||
Issuance of PIPE Shares | $ 2,500 | ||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability (in shares) | 41,113,850 | ||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability | $ 4,111 | ||||||
Issuance of earn out shares to common stockholders (in shares) | 2,000,000 | ||||||
Issuance of earn out shares to common stockholders | $ 200 | ||||||
Balance (in shares) | 66,257,528 | 65,769,811 | 65,769,811 | ||||
Balance | $ 13,838 | $ 6,626 | $ 6,588 | 6,577 | $ 13,838 | $ 6,588 | |
Common Stock | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance (in shares) | 138,384,250 | 66,257,528 | 138,384,250 | ||||
Balance | $ 6,626 | ||||||
Vesting of Midco LLC class B units (in shares) | 4,012,872 | 111,895 | |||||
Vesting of Midco LLC class B units | $ 401 | $ 11 | |||||
Issuance of PIPE (in shares) | 25,000,000 | ||||||
Issuance of PIPE Shares | $ 2,500 | ||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability (in shares) | 41,113,850 | ||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability | $ 4,111 | ||||||
Issuance of earn out shares to common stockholders (in shares) | 2,000,000 | ||||||
Issuance of earn out shares to common stockholders | $ 200 | ||||||
Balance (in shares) | 66,257,528 | ||||||
Balance | $ 13,838 | $ 6,626 | $ 13,838 | ||||
Common Stock | Previously Reported | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance (in shares) | 138,384,250 | 66,257,528 | 138,384,250 | ||||
Balance | $ 6,626 | ||||||
Vesting of Midco LLC class B units (in shares) | 4,012,872 | 111,895 | |||||
Vesting of Midco LLC class B units | $ 401 | $ 11 | |||||
Issuance of PIPE (in shares) | 25,000,000 | ||||||
Issuance of PIPE Shares | $ 2,500 | ||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability (in shares) | 41,113,850 | ||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability | $ 4,111 | ||||||
Issuance of earn out shares to common stockholders (in shares) | 2,000,000 | ||||||
Issuance of earn out shares to common stockholders | $ 200 | ||||||
Balance (in shares) | 66,257,528 | ||||||
Balance | $ 13,838 | 6,626 | $ 13,838 | ||||
Common Stock | Retroactive application of the recapitalization | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ 6,615 | $ 6,568 | $ 6,615 | ||||
Balance (in shares) | 66,145,633 | 65,676,757 | 66,145,633 | ||||
Common Stock | Retroactive application of the recapitalization | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ 6,615 | $ 6,615 | |||||
Balance (in shares) | 66,145,633 | 66,145,633 | |||||
Common Stock | Revision of prior period, adjustment | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ 6,615 | $ 6,568 | $ 6,615 | ||||
Balance (in shares) | 66,145,633 | 65,676,757 | 66,145,633 | ||||
Common Stock | Revision of prior period, adjustment | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ 6,615 | $ 6,615 | |||||
Balance (in shares) | 66,145,633 | 66,145,633 | |||||
Common Stock | Class B Common | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ 261,425 | $ 91,278 | $ 261,425 | ||||
Balance (in shares) | 4,478 | 2,599 | 4,478 | ||||
Common Stock | Class B Common | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ 261,425 | $ 261,425 | |||||
Balance (in shares) | 4,478 | 4,478 | |||||
Common Stock | Class B Common | Previously Reported | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ 261,425 | $ 261,425 | |||||
Balance (in shares) | 4,478 | 4,478 | |||||
Common Stock | Class B Common | Retroactive application of the recapitalization | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ (261,425) | $ (91,278) | $ (261,425) | ||||
Balance (in shares) | (4,478) | (2,599) | (4,478) | ||||
Common Stock | Class B Common | Retroactive application of the recapitalization | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ (261,425) | $ (261,425) | |||||
Balance (in shares) | (4,478) | (4,478) | |||||
Preferred Stock | Class A Preferred Units | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ 189,043,734 | $ 189,043,734 | $ 189,043,734 | ||||
Balance (in shares) | 189,044 | 189,044 | 189,044 | ||||
Preferred Stock | Class A Preferred Units | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ 189,043,734 | $ 189,043,734 | |||||
Balance (in shares) | 189,044 | 189,044 | |||||
Preferred Stock | Class A Preferred Units | Previously Reported | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ 189,043,734 | $ 189,043,734 | |||||
Balance (in shares) | 189,044 | 189,044 | |||||
Preferred Stock | Class A Preferred Units | Retroactive application of the recapitalization | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ (189,043,734) | $ (189,043,734) | $ (189,043,734) | ||||
Balance (in shares) | (189,044) | (189,044) | (189,044) | ||||
Preferred Stock | Class A Preferred Units | Retroactive application of the recapitalization | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ (189,043,734) | $ (189,043,734) | |||||
Balance (in shares) | (189,044) | (189,044) | |||||
Additional paid-in capital | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | 189,350,409 | $ 189,156,127 | 189,156,127 | ||||
Vesting of Midco LLC class B units | 5,209,592 | $ 51,865 | 29,956 | $ 27,683 | |||
Issuance of PIPE Shares | 249,997,500 | ||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability | 226,939,423 | ||||||
Issuance of earn out shares to common stockholders | 26,479,800 | ||||||
Distributions to Janus Midco, LLC unitholders | 541,710,278 | ||||||
Deferred Tax Asset | 78,290,839 | ||||||
Balance | 234,557,285 | 189,350,409 | 189,186,083 | 189,156,127 | $ 234,557,285 | 189,186,083 | |
Additional paid-in capital | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | 189,350,409 | ||||||
Vesting of Midco LLC class B units | 5,209,592 | 51,865 | |||||
Issuance of PIPE Shares | 249,997,500 | ||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability | 226,939,423 | ||||||
Issuance of earn out shares to common stockholders | 26,479,800 | ||||||
Distributions to Janus Midco, LLC unitholders | (541,710,278) | ||||||
Deferred Tax Asset | 78,290,839 | ||||||
Balance | 234,557,285 | 189,350,409 | 234,557,285 | ||||
Additional paid-in capital | Previously Reported | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | 189,350,409 | ||||||
Vesting of Midco LLC class B units | 2,058,822 | 51,865 | |||||
Issuance of PIPE Shares | 249,997,500 | ||||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability | 226,939,423 | ||||||
Issuance of earn out shares to common stockholders | 26,479,800 | ||||||
Distributions to Janus Midco, LLC unitholders | (541,710,278) | ||||||
Deferred Tax Asset | 78,290,839 | ||||||
Balance | 231,406,515 | 189,350,409 | 231,406,515 | ||||
Additional paid-in capital | Retroactive application of the recapitalization | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | 189,298,544 | 189,128,444 | 189,298,544 | ||||
Additional paid-in capital | Retroactive application of the recapitalization | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | 189,298,544 | 189,298,544 | |||||
Additional paid-in capital | Revision of prior period, adjustment | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | 189,298,544 | 189,128,444 | 189,298,544 | ||||
Additional paid-in capital | Revision of prior period, adjustment | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | 189,298,544 | 189,298,544 | |||||
Vesting of Midco LLC class B units | 3,150,770 | ||||||
Balance | 3,150,770 | 3,150,770 | |||||
Accumulated Other Comprehensive Income (Loss) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | 83,608 | (227,160) | (5,684,170) | (5,684,170) | (2,152,685) | (227,160) | |
Cumulative translation adjustment | (37,082) | 310,768 | (226,575) | (3,531,485) | |||
Balance | 46,526 | 83,608 | (5,910,745) | (5,684,170) | 46,526 | (5,910,745) | |
Accumulated Other Comprehensive Income (Loss) | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | 83,608 | (227,160) | (227,160) | ||||
Cumulative translation adjustment | (37,082) | 310,768 | |||||
Balance | 46,526 | 83,608 | 46,526 | ||||
Accumulated Other Comprehensive Income (Loss) | Previously Reported | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | 83,608 | (227,160) | (227,160) | ||||
Cumulative translation adjustment | (37,082) | 310,768 | |||||
Balance | 46,526 | 83,608 | 46,526 | ||||
Accumulated Other Comprehensive Income (Loss) | Revision of prior period, adjustment | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | (227,160) | (2,152,685) | (227,160) | ||||
Accumulated Other Comprehensive Income (Loss) | Revision of prior period, adjustment | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | (227,160) | (227,160) | |||||
Accumulated Deficit | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | (33,582,236) | (48,205,174) | (46,190,536) | (46,190,536) | (56,088,082) | (48,205,174) | |
Distributions to Janus Midco LLC Class A unitholders | (95,883) | (285,498) | (54,484) | ||||
Distributions to Class A preferred units | 4,078,090 | ||||||
Net income | (1,694,147) | 14,718,821 | $ 11,017,468 | 9,952,030 | |||
Balance | (39,354,473) | (33,582,236) | $ (35,458,566) | (46,190,536) | (39,354,473) | $ (35,458,566) | |
Accumulated Deficit | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | (33,582,236) | (48,205,174) | (48,205,174) | ||||
Distributions to Janus Midco LLC Class A unitholders | (95,883) | ||||||
Distributions to Class A preferred units | (4,078,090) | ||||||
Net income | (1,694,147) | 14,718,821 | |||||
Balance | (39,354,473) | (33,582,236) | (39,354,473) | ||||
Accumulated Deficit | Previously Reported | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | (33,582,236) | (48,205,174) | (48,205,174) | ||||
Distributions to Janus Midco LLC Class A unitholders | (95,883) | ||||||
Distributions to Class A preferred units | (4,078,090) | ||||||
Net income | 1,123,207 | 14,718,821 | |||||
Balance | (36,537,119) | (33,582,236) | (36,537,119) | ||||
Accumulated Deficit | Revision of prior period, adjustment | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | (48,205,174) | $ (56,088,082) | (48,205,174) | ||||
Accumulated Deficit | Revision of prior period, adjustment | Transaction Bonus Related To Business Combination | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Balance | $ (48,205,174) | (48,205,174) | |||||
Net income | (2,817,354) | ||||||
Balance | $ (2,817,354) | $ (2,817,354) |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Cash Flows (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 26, 2021 | Jun. 27, 2020 | Jun. 26, 2021 | Jun. 27, 2020 | |
Cash Flows Provided By Operating Activities | ||||
Net income | $ 13,024,674 | $ 20,969,499 | ||
Adjustments to reconcile net income to net cash provided by operating activities | ||||
Depreciation | $ 1,506,337 | $ 1,402,779 | 2,979,336 | 2,832,701 |
Intangible amortization | 6,790,812 | 5,220,099 | 13,622,957 | 13,395,767 |
Deferred finance fee amortization | 1,486,634 | 1,609,125 | ||
Share based compensation | 5,261,869 | 57,659 | ||
Loss on extinguishment of debt | 2,414,854 | |||
Change in fair value of contingent consideration | 686,700 | 0 | 686,700 | 0 |
Loss on sale of assets | 43,091 | 18,487 | ||
Change in fair value of derivative warrant liabilities | 1,928,500 | 0 | 1,928,500 | 0 |
Undistributed (earnings) losses of affiliate | (105,107) | 12,125 | ||
Deferred income taxes | (767,658) | |||
Changes in operating assets and liabilities | ||||
Accounts receivable | (4,421,710) | 2,114,772 | ||
Costs and estimated earnings in excess of billings and billings in excess of costs and estimated earnings on uncompleted contracts | (5,215,618) | 8,717,983 | ||
Prepaid expenses and other current assets | (2,945,823) | (2,498,675) | ||
Inventory | (11,007,730) | (655,990) | ||
Accounts payable | 15,393,047 | 441,237 | ||
Other accrued expenses | 13,783,097 | 2,076,616 | ||
Other assets and long-term liabilities | (1,338,231) | 1,442,694 | ||
Net Cash Provided By Operating Activities | 44,822,882 | 50,534,000 | ||
Cash Flows Used In Investing Activities | ||||
Proceeds from sale of equipment | 79,409 | 6,083 | ||
Purchases of property and equipment | (3,992,533) | (3,801,552) | ||
Cash paid for acquisition, net of cash acquired | (1,564,957) | (4,592,779) | ||
Net Cash Used In Investing Activities | (5,478,081) | (8,388,248) | ||
Cash Flows Used In Financing Activities | ||||
Distributions to Janus Midco LLC unitholders | (4,173,973) | (339,982) | ||
Principal payments on long-term debt | (63,238,000) | (4,205,693) | ||
Proceeds from merger | 334,873,727 | |||
Proceeds from PIPE | 250,000,000 | |||
Payments for transaction costs, net | (44,489,256) | |||
Payments to Janus Midco, LLC unitholders at the business combination | (541,710,278) | |||
Payments for deferred financing fees | (765,090) | |||
Cash Used In Financing Activities | (69,502,870) | (4,545,675) | ||
Effect of exchange rate changes on cash and cash equivalents | 191,035 | (1,091,444) | ||
Net (Decrease) Increase in Cash and Cash Equivalents | (29,967,034) | 36,508,633 | ||
Cash and Cash Equivalents, Beginning of Fiscal Year | 45,254,655 | 19,905,598 | ||
Cash and Cash Equivalents as of June 26, 2021 and June 27, 2020 | 15,287,621 | $ 56,414,231 | 15,287,621 | 56,414,231 |
Supplemental Cash Flows Information | ||||
Income taxes paid | 773,608 | $ 537,810 | ||
Fair value of earnout | 686,700 | |||
Fair value of warrants | 1,928,500 | |||
Transaction Bonus Related To Business Combination | ||||
Cash Flows Provided By Operating Activities | ||||
Net income | 13,024,674 | |||
Adjustments to reconcile net income to net cash provided by operating activities | ||||
Depreciation | 2,979,336 | |||
Intangible amortization | 13,622,957 | |||
Deferred finance fee amortization | 1,486,634 | |||
Share based compensation | 5,261,869 | |||
Loss on extinguishment of debt | 2,414,854 | |||
Change in fair value of contingent consideration | 686,700 | 686,700 | ||
Loss on sale of assets | 43,091 | |||
Change in fair value of derivative warrant liabilities | 1,928,500 | 1,928,500 | ||
Undistributed (earnings) losses of affiliate | (105,107) | |||
Deferred income taxes | (767,658) | |||
Changes in operating assets and liabilities | ||||
Accounts receivable | (4,421,710) | |||
Costs and estimated earnings in excess of billings and billings in excess of costs and estimated earnings on uncompleted contracts | (5,215,618) | |||
Prepaid expenses and other current assets | (2,945,823) | |||
Inventory | (11,007,730) | |||
Accounts payable | 15,393,047 | |||
Other accrued expenses | 13,783,097 | |||
Other assets and long-term liabilities | (1,338,231) | |||
Net Cash Provided By Operating Activities | 44,822,882 | |||
Cash Flows Used In Investing Activities | ||||
Proceeds from sale of equipment | 79,409 | |||
Purchases of property and equipment | (3,992,533) | |||
Cash paid for acquisition, net of cash acquired | (1,564,957) | |||
Net Cash Used In Investing Activities | (5,478,081) | |||
Cash Flows Used In Financing Activities | ||||
Distributions to Janus Midco LLC unitholders | (4,173,973) | |||
Principal payments on long-term debt | (63,238,000) | |||
Proceeds from merger | 334,873,727 | |||
Proceeds from PIPE | 250,000,000 | |||
Payments for transaction costs, net | (44,489,256) | |||
Payments to Janus Midco, LLC unitholders at the business combination | (541,710,278) | |||
Payments for deferred financing fees | (765,090) | |||
Cash Used In Financing Activities | (69,502,870) | |||
Effect of exchange rate changes on cash and cash equivalents | 191,035 | |||
Net (Decrease) Increase in Cash and Cash Equivalents | (29,967,034) | |||
Cash and Cash Equivalents, Beginning of Fiscal Year | 45,254,655 | |||
Cash and Cash Equivalents as of June 26, 2021 and June 27, 2020 | 15,287,621 | 15,287,621 | ||
Supplemental Cash Flows Information | ||||
Interest paid | 16,847,651 | |||
Income taxes paid | 773,608 | |||
Fair value of earnout | 686,700 | |||
Fair value of warrants | 1,928,500 | |||
Previously Reported | Transaction Bonus Related To Business Combination | ||||
Cash Flows Provided By Operating Activities | ||||
Net income | 15,842,028 | |||
Adjustments to reconcile net income to net cash provided by operating activities | ||||
Depreciation | 2,979,336 | |||
Intangible amortization | 13,622,957 | |||
Deferred finance fee amortization | 1,486,634 | |||
Share based compensation | 2,111,099 | |||
Loss on extinguishment of debt | 2,414,854 | |||
Change in fair value of contingent consideration | 686,700 | 686,700 | ||
Loss on sale of assets | 43,091 | |||
Change in fair value of derivative warrant liabilities | 1,928,500 | 1,928,500 | ||
Undistributed (earnings) losses of affiliate | (105,107) | |||
Deferred income taxes | (767,658) | |||
Changes in operating assets and liabilities | ||||
Accounts receivable | (4,421,710) | |||
Costs and estimated earnings in excess of billings and billings in excess of costs and estimated earnings on uncompleted contracts | (5,215,618) | |||
Prepaid expenses and other current assets | (2,945,823) | |||
Inventory | (11,007,730) | |||
Accounts payable | 15,393,047 | |||
Other accrued expenses | 14,116,513 | |||
Other assets and long-term liabilities | (1,338,231) | |||
Net Cash Provided By Operating Activities | 44,822,882 | |||
Cash Flows Used In Investing Activities | ||||
Proceeds from sale of equipment | 79,409 | |||
Purchases of property and equipment | (3,992,533) | |||
Cash paid for acquisition, net of cash acquired | (1,564,957) | |||
Net Cash Used In Investing Activities | (5,478,081) | |||
Cash Flows Used In Financing Activities | ||||
Distributions to Janus Midco LLC unitholders | (4,173,973) | |||
Principal payments on long-term debt | (63,238,000) | |||
Proceeds from merger | 334,873,727 | |||
Proceeds from PIPE | 250,000,000 | |||
Payments for transaction costs, net | (44,489,256) | |||
Payments to Janus Midco, LLC unitholders at the business combination | (541,710,278) | |||
Payments for deferred financing fees | (765,090) | |||
Cash Used In Financing Activities | (69,502,870) | |||
Effect of exchange rate changes on cash and cash equivalents | 191,035 | |||
Net (Decrease) Increase in Cash and Cash Equivalents | (29,967,034) | |||
Cash and Cash Equivalents, Beginning of Fiscal Year | 45,254,655 | |||
Cash and Cash Equivalents as of June 26, 2021 and June 27, 2020 | $ 15,287,621 | 15,287,621 | ||
Supplemental Cash Flows Information | ||||
Interest paid | 16,847,651 | |||
Income taxes paid | 773,608 | |||
Fair value of earnout | 686,700 | |||
Fair value of warrants | 1,928,500 | |||
Revision of prior period, adjustment | Transaction Bonus Related To Business Combination | ||||
Cash Flows Provided By Operating Activities | ||||
Net income | (2,817,354) | |||
Adjustments to reconcile net income to net cash provided by operating activities | ||||
Share based compensation | 3,150,770 | |||
Changes in operating assets and liabilities | ||||
Other accrued expenses | $ (333,416) |
Inventories - Summary Of Major
Inventories - Summary Of Major Components Of Inventories (Detail) - USD ($) | Jun. 26, 2021 | Dec. 26, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 26,360,134 | $ 17,431,731 |
Work-in-process | 552,000 | 637,109 |
Finished goods | 9,377,119 | 7,212,681 |
Inventory, Net | $ 36,289,253 | $ 25,281,521 |
Property and Equipment - Summar
Property and Equipment - Summary Of Property, Equipment, and Other Fixed Assets (Detail) - USD ($) | Jun. 26, 2021 | Dec. 26, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 48,205,451 | $ 45,189,877 |
Less accumulated depreciation | (16,522,625) | (14,219,370) |
Property, plant and equipment, net | 31,682,826 | 30,970,507 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 3,361,295 | 3,361,295 |
Manufacturing machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 28,718,274 | 26,446,933 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 4,882,855 | 5,127,065 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,666,709 | 2,170,193 |
Other | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 9,576,318 | $ 8,084,391 |
Acquired Intangible Assets an_3
Acquired Intangible Assets and Goodwill - Summary Of Intangible Assets Net (Detail) - USD ($) | 6 Months Ended | |
Jun. 26, 2021 | Dec. 26, 2020 | |
Intangible Assets | ||
Total Gross Carrying Amount | $ 526,450,439 | $ 525,278,021 |
Accumulated Amortization | 126,439,963 | 112,820,350 |
Customer relationships | ||
Intangible Assets | ||
Gross Carrying Amount | 381,758,525 | 380,862,639 |
Accumulated Amortization | $ 84,195,383 | 71,390,241 |
Average Remaining Life in Years | 12 years | |
Noncompete agreements | ||
Intangible Assets | ||
Gross Carrying Amount | $ 417,471 | 412,949 |
Accumulated Amortization | $ 192,736 | 151,028 |
Average Remaining Life in Years | 6 years | |
Tradenames and trademarks | ||
Intangible Assets | ||
Tradename and trademarks | $ 85,819,442 | 85,597,528 |
Other intangibles | ||
Intangible Assets | ||
Gross Carrying Amount | 58,455,001 | 58,404,905 |
Accumulated Amortization | $ 42,051,844 | $ 41,279,081 |
Average Remaining Life in Years | 7 years |
Acquired Intangible Assets an_4
Acquired Intangible Assets and Goodwill - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 26, 2021 | Jun. 27, 2020 | Jun. 26, 2021 | Jun. 27, 2020 | Dec. 26, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Intangible assets gross, foreign currency translation gain loss | $ 361,000 | $ 997,000 | |||
Intangible Amortization | $ 6,791,000 | $ 6,686,000 | $ 13,623,000 | $ 13,396,000 |
Acquired Intangible Assets an_5
Acquired Intangible Assets and Goodwill - Summary Of Changes In The Carrying Amounts Of Goodwill (Detail) | 6 Months Ended |
Jun. 26, 2021USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Beginning balances | $ 259,422,822 |
Goodwill acquired during the period | 929,276 |
Changes due to foreign currency fluctuations | (76,905) |
Ending balance | $ 260,275,193 |
Accrued Expenses - Summary Of A
Accrued Expenses - Summary Of Accrued Expenses (Detail) - USD ($) | Jun. 26, 2021 | Dec. 26, 2020 |
Accrued Liabilities, Current [Abstract] | ||
Sales tax payable | $ 1,660,907 | $ 1,324,696 |
Interest payable | 2,100,101 | 4,832,590 |
Contingent consideration payable--short term | 4,000,000 | 4,000,000 |
Other accrued liabilities | 1,991,116 | 5,294,414 |
Employee compensation | 6,409,603 | 6,090,304 |
Customer deposits and allowances | 22,145,120 | 10,780,783 |
Other | 9,717,716 | 4,841,840 |
Total | $ 48,024,563 | $ 37,164,627 |
Accrued Expenses - Additional I
Accrued Expenses - Additional Information (Detail) - USD ($) | Jun. 26, 2021 | Dec. 26, 2020 |
Accrued Liabilities Current [Member] | ||
Deferred transaction costs | $ 0 | $ 3,337,000 |
Line of Credit - Additional Inf
Line of Credit - Additional Information (Detail) - Revolving Credit Facility [Member] - USD ($) | Feb. 12, 2018 | Jun. 26, 2021 | Dec. 26, 2020 |
Line of Credit Facility [Line Items] | |||
Line of credit facility, Maximum borrowing capacity | $ 50,000,000 | ||
Line of credit facility, Interest rate description | The interest rate on the facility is based on a base rate, unless a LIBOR Rate option is chosen by the Company. If the LIBOR Rate is elected, the interest computation is equal to the LIBOR Rate plus the LIBOR Rate Margin. If the Base Rate is elected, the interest computation is equal to the Base Rate plus the Base Rate Margin. | ||
Line of credit facility, Interest rate during period | 3.50% | 3.50% | |
Deferred loan costs | $ 1,058,000 | ||
Line of credit facility, Expiration date | Feb. 12, 2023 | ||
Unamortized portion of deferred loan costs | $ 342,000 | $ 448,000 | |
Line of credit facility, Outstanding amount | $ 0 | $ 0 |
Long Term Debt - Summary of Lon
Long Term Debt - Summary of Long-term Debt Instruments (Detail) - USD ($) | Jun. 26, 2021 | Feb. 05, 2021 | Dec. 26, 2020 | Jul. 21, 2020 | Aug. 09, 2019 | Mar. 01, 2019 | Feb. 12, 2018 |
Debt Instrument [Line Items] | |||||||
Long-term Debt, Gross | $ 573,000,000 | $ 636,238,000 | |||||
Less unamortized deferred finance fees | 9,079,684 | 12,110,329 | |||||
Less current maturities | 6,346,071 | 6,523,417 | |||||
Total long-term debt | 557,574,245 | 617,604,254 | |||||
Note payable--First Lien | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Debt, Gross | 0 | 562,363,000 | $ 573,000,000 | $ 470,000,000 | |||
Less unamortized deferred finance fees | 10,304,000 | ||||||
Note payable--First Lien B2 | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Debt, Gross | 0 | 73,875,000 | $ 106,000,000 | $ 75,000,000 | |||
Less unamortized deferred finance fees | 1,806,000 | ||||||
Note payable--Amendment No. 3 First Lien | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Debt, Gross | $ 573,000,000 | $ 634,607,000 | $ 0 |
Long Term Debt - Additional Inf
Long Term Debt - Additional Information (Detail) - USD ($) | Jun. 26, 2021 | Jun. 07, 2021 | Feb. 05, 2021 | Jul. 21, 2020 | Mar. 01, 2019 | Jun. 26, 2021 | Jun. 27, 2020 | Jun. 26, 2021 | Jun. 27, 2020 | Dec. 26, 2020 | Aug. 09, 2019 | Feb. 12, 2018 |
Long-term Debt, Gross | $ 573,000,000 | $ 573,000,000 | $ 573,000,000 | $ 636,238,000 | ||||||||
Gain (Loss) on Extinguishment of Debt | (2,414,854) | |||||||||||
Unamortized debt issuance costs | 9,079,684 | 9,079,684 | 9,079,684 | 12,110,329 | ||||||||
Repayments of Long-term Debt | 63,238,000 | $ 4,205,693 | ||||||||||
Amortization of Debt Issuance Costs and Discounts | 640,000 | $ 634,000 | 1,487,000 | $ 1,609,000 | ||||||||
Note payable--First Lien | ||||||||||||
Long-term Debt, Gross | 0 | $ 573,000,000 | 0 | 0 | $ 562,363,000 | $ 470,000,000 | ||||||
Debt Instrument, Repurchased Face Amount | 1,989,000 | |||||||||||
Repayment of debt discount | 258,000 | |||||||||||
Gain (Loss) on Extinguishment of Debt | $ 258,000 | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.75% | |||||||||||
Unamortized debt issuance costs | $ 10,304,000 | |||||||||||
Note payable--First Lien B2 | ||||||||||||
Long-term Debt, Gross | 0 | $ 75,000,000 | 0 | 0 | 73,875,000 | $ 106,000,000 | ||||||
Unamortized debt issuance costs | $ 1,806,000 | |||||||||||
Debt Instrument debt periodic repayment percent | 0.25% | |||||||||||
Debt Instrument, Maturity Date | Feb. 12, 2025 | |||||||||||
Debt Instrument, Interest Rate During Period | 5.50% | |||||||||||
Note payable--Amendment No. 3 First Lien | ||||||||||||
Long-term Debt, Gross | $ 573,000,000 | $ 634,607,000 | 573,000,000 | 573,000,000 | $ 0 | |||||||
Debt Instrument debt periodic repayment percent | 0.25% | |||||||||||
Debt Instrument, Maturity Date | Feb. 12, 2025 | |||||||||||
Debt Instrument, Interest Rate During Period | 4.25% | |||||||||||
Letter of Credit [Member] | ||||||||||||
Long-term Line of Credit | $ 295,000 | 295,000 | 295,000 | $ 295,000 | ||||||||
Notes Payable, Other Payables [Member] | ||||||||||||
Gain (Loss) on Extinguishment of Debt | 1,421,000 | $ 994,000 | ||||||||||
Unamortized debt issuance costs | $ 9,080,000 | $ 9,080,000 | $ 9,080,000 | |||||||||
Repayments of Long-term Debt | $ 61,600,000 |
Long Term Debt - Summary of Mat
Long Term Debt - Summary of Maturities of Long-term Debt (Detail) - USD ($) | Jun. 26, 2021 | Dec. 26, 2020 |
Maturities of Long-term Debt [Abstract] | ||
2021 | $ 4,759,554 | |
2022 | 6,346,071 | |
2023 | 6,346,071 | |
2024 | 6,346,071 | |
2025 | 549,202,233 | |
Total | $ 573,000,000 | $ 636,238,000 |
Business Combination - Addition
Business Combination - Additional information (Detail) - USD ($) | Jun. 07, 2021 | Jan. 19, 2021 | Jun. 26, 2021 | Jun. 27, 2020 | Dec. 26, 2020 |
Business Acquisition [Line Items] | |||||
Business Combination, Acquisition Related Costs | $ 105,000 | ||||
Share based compensation | 5,261,869 | $ 57,659 | |||
Business Combination,Goodwill | $ 260,275,193 | $ 259,422,822 | |||
Business Combination,Liabilities Assumed | $ (4,000) | ||||
Weighted average amortization period of acquired intangibles | 11 years 7 months 6 days | ||||
Janus Midco, LLC unitholders | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Consideration Transferred | $ 1,200,000,000 | ||||
Payments to Acquire Businesses, Gross | $ 541,700,000 | ||||
Equity Interest Issued or Issuable, Number of Shares | 70,270,400 | ||||
Business Acquisition, Share Price | $ 10 | ||||
Consideration Transferred, Equity Interests Issued and Issuable | $ 702,700,000 | ||||
Business combination incremental costs | $ 44,500,000 | ||||
Business Combination, Acquisition Related Costs | 4,468,000 | ||||
Share based compensation | $ 5,210,000 | ||||
GM StorMore Pty Ltd | |||||
Business Acquisition [Line Items] | |||||
Payments to Acquire Businesses, Gross | $ 1,739,000 | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||
Business Combination,Intangible Assets | $ 814,000 | ||||
Business Combination,Goodwill | $ 929,000 | ||||
Sponsor | Janus Midco, LLC unitholders | |||||
Business Acquisition [Line Items] | |||||
Stock Issued During Period, Shares, Acquisitions | 2,000,000 | ||||
PIPE Investors | Janus Midco, LLC unitholders | |||||
Business Acquisition [Line Items] | |||||
Business Acquisition, Share Price | $ 10 | ||||
Stock Issued During Period, Shares, Acquisitions | 25,000,000 | ||||
Share Price | $ 10 | ||||
Director | Janus Midco, LLC unitholders | |||||
Business Acquisition [Line Items] | |||||
Stock Issued During Period, Shares, Acquisitions | 1,000,000 |
Equity Incentive Plan and Uni_2
Equity Incentive Plan and Unit Option Plan - Additional information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 26, 2021 | Jun. 26, 2021 | Jun. 27, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Payment Award, Options, Grants in Period, Gross | 0 | ||
Share-based Payment Award, Options, vested in Period, Gross | 4,012,873 | ||
Share-based Payment Arrangement, Noncash Expense | $ 5,261,869 | $ 57,659 | |
General and Administrative Expense | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Payment Arrangement, Noncash Expense | $ 5,200,000 | ||
Member Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Payment Award, Options, vested in Period, Gross | 16,079 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional information (Detail) - USD ($) | Jun. 26, 2021 | Jun. 07, 2021 | Aug. 31, 2019 | Jun. 26, 2021 | Jun. 26, 2021 |
Class of Stock [Line Items] | |||||
Common Stock, Shares Authorized | 825,000,000 | ||||
Common stock, Par value | $ 0.0001 | ||||
Common Stock, Shares, Outstanding | 138,384,250 | 138,384,250 | 138,384,250 | 138,384,250 | |
Stock Issued During Period, Value, New Issues | $ 250,000,000 | ||||
Class of Warrant or Right, Outstanding | 17,249,995 | 17,249,995 | 17,249,995 | ||
Private Placement [Member] | |||||
Class of Stock [Line Items] | |||||
Number of warrants issued | 10,150,000 | ||||
Warrants issue price | $ 1 | ||||
Number of warrants issued value | $ 10,150,000 | ||||
Number of warrants transferred | 5,075,000 | ||||
Private Placement [Member] | The Sponsor | Warrant [Member] | |||||
Class of Stock [Line Items] | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 11.50 | $ 11.50 | $ 11.50 | ||
PIPE Investors | |||||
Class of Stock [Line Items] | |||||
Common Stock, Shares, Outstanding | 25,000,000 | 25,000,000 | 25,000,000 | ||
Janus Midco, LLC unitholders | |||||
Class of Stock [Line Items] | |||||
Common Stock, Shares, Outstanding | 70,270,400 | 70,270,400 | 70,270,400 | ||
Business Acquisition, Share Price | $ 10 | ||||
Janus Midco, LLC unitholders | PIPE Investors | |||||
Class of Stock [Line Items] | |||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability (in shares) | 25,000,000 | ||||
Business Acquisition, Share Price | $ 10 | ||||
Share Price | $ 10 | ||||
Janus Midco, LLC unitholders | Director | |||||
Class of Stock [Line Items] | |||||
Issuance of common stock upon merger, net of transaction costs, earn out, and merger warrant liability (in shares) | 1,000,000 | ||||
Series A Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Preferred Stock, Conversion Basis | 343.983 | ||||
Class B Common | |||||
Class of Stock [Line Items] | |||||
Common Stock, Conversion Basis | 249.585 | ||||
Class B Common | The Sponsor | |||||
Class of Stock [Line Items] | |||||
Stock Issued During Period, Value, Issued for Services | 2,000,000 | 8,625,000 | |||
Stock Issued During Period, Value, New Issues | $ 25,000 | ||||
Share Price | $ 0.003 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Common Stock Holdings (Detail) - shares | Jun. 26, 2021 | Jun. 07, 2021 |
Class of Stock [Line Items] | ||
Percent of shares outstanding | 100.00% | |
Common stock, Shares outstanding | 138,384,250 | 138,384,250 |
Janus Midco, LLC unitholders | ||
Class of Stock [Line Items] | ||
Percent of shares outstanding | 50.80% | |
Common stock, Shares outstanding | 70,270,400 | |
Public stockholders | ||
Class of Stock [Line Items] | ||
Percent of shares outstanding | 31.20% | |
Common stock, Shares outstanding | 43,113,850 | |
PIPE Investors | ||
Class of Stock [Line Items] | ||
Percent of shares outstanding | 18.00% | |
Common stock, Shares outstanding | 25,000,000 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 26, 2021 | Jun. 27, 2020 | Jun. 26, 2021 | Jun. 27, 2020 | Dec. 26, 2020 | |
Management fees paid | $ 1,124,000 | $ 1,763,000 | $ 3,739,000 | $ 3,692,000 | |
Management fees accrued and unpaid | 0 | 0 | $ 869,000 | ||
Related party sales | 0 | 0 | 0 | 1,000 | |
Janus Butler, LLC | |||||
Related party rent paid | 37,000 | 36,000 | 86,000 | 73,000 | |
Lease Monthly Payments | $ 12,000 | ||||
Lease annual escalation | 1.50% | ||||
Janus International, LLC | |||||
Related party rent paid | 114,000 | 112,000 | $ 229,000 | 223,000 | |
Lease Monthly Payments | $ 38,000 | ||||
Lease annual escalation | 2.50% | ||||
French Real Estate Investments, LLC | |||||
Related party rent paid | 26,000 | 26,000 | $ 53,000 | 53,000 | |
Lease Monthly Payments | 9,000 | ||||
ASTA Investment, LLC | |||||
Related party rent paid | $ 199,000 | $ 197,000 | 397,000 | $ 346,000 | |
Lease Monthly Payments | $ 66,000 | ||||
Lease annual escalation | 2.00% |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Contract balances (Detail) | Jun. 26, 2021USD ($) |
Change in Contract with Customer, Asset and Liability [Abstract] | |
Contract assets, beginning of the period | $ 11,398,934 |
Contract assets, end of the period | 16,614,552 |
Contract liabilities, beginning of the period | 21,525,319 |
Contract liabilities, end of the period | $ 21,612,809 |
Revenue Recognition - Additiona
Revenue Recognition - Additional information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended |
Jun. 26, 2021 | Jun. 26, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
Contract with Customer, Liability, Revenue Recognized | $ 2,816,000 | $ 16,932,000 |
Contract with Customer, Liability increase due to sales | $ 17,019,000 |
Revenue Recognition - Summary_2
Revenue Recognition - Summary of Disaggregation of Revenue (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 26, 2021 | Jun. 27, 2020 | Jun. 26, 2021 | Jun. 27, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | $ 174,182,389 | $ 122,229,623 | $ 327,006,657 | $ 260,043,418 |
Eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | (8,407,966) | (3,943,994) | (14,677,965) | (6,850,626) |
North America | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 164,245,248 | 118,918,588 | 310,779,664 | 247,349,751 |
North America | Self Storage-New Construction | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 55,600,871 | 55,763,077 | 104,301,403 | 117,223,246 |
North America | Self Storage-R3 | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 52,182,213 | 30,411,543 | 91,513,670 | 67,981,662 |
North America | Commercial and Others | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 56,462,164 | 32,743,968 | 114,964,591 | 62,144,843 |
North America | Goods transferred at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 139,188,949 | 95,751,111 | 260,082,109 | 200,276,584 |
North America | Services transferred over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 25,056,299 | 23,167,477 | 50,697,555 | 47,073,167 |
International | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 18,345,107 | 7,255,029 | 30,904,958 | 19,544,293 |
International | Self Storage-New Construction | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 9,775,323 | 3,618,698 | 23,778,978 | 11,771,203 |
International | Self Storage-R3 | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 8,569,784 | 3,636,331 | 7,125,980 | 7,773,090 |
International | Goods transferred at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 9,775,323 | 3,618,698 | 16,848,388 | 10,110,767 |
International | Services transferred over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | $ 8,569,784 | $ 3,636,331 | $ 14,056,570 | $ 9,433,526 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | Jun. 26, 2021 | Jun. 26, 2021 | Jun. 27, 2020 | Jun. 26, 2021 | Jun. 27, 2020 |
Income Tax Disclosure [Abstract] | |||||
Provision for Income Taxes | $ 2,560,000 | $ 400,000 | $ 2,405,000 | $ 770,000 | |
Income loss before income taxes | $ 866,000 | $ 11,417,000 | $ 15,430,000 | $ 21,740,000 | |
Effective tax rate | 295.60% | 3.50% | 15.60% | ||
Percentage of ownership in the joint venture used to determine taxable income or loss reflected in the income tax returns | 45.00% |
Net Income Per Share - Summary
Net Income Per Share - Summary Of Earnings Per Shares, Basic and Diluted (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 26, 2021 | Jun. 27, 2020 | Jun. 26, 2021 | Jun. 27, 2020 | |
Numerator: | ||||
Net income (loss) attributable to common stockholders | $ (1,694,147) | $ 11,017,468 | $ 13,024,674 | $ 20,969,499 |
Weighted average number of shares: | ||||
Basic | 81,009,261 | 65,819,588 | 73,577,447 | 66,876,683 |
Adjustment for Warrants—Treasury stock method | 615,235 | 0 | 302,404 | 0 |
Diluted | 81,624,496 | 65,819,588 | 73,879,851 | 66,876,683 |
Basic net income per share attributable to common stockholders | $ (0.02) | $ 0.17 | $ 0.18 | $ 0.31 |
Diluted net income per share attributable to common stockholders | $ (0.02) | $ 0.17 | $ 0.18 | $ 0.31 |
Segments Information - Addition
Segments Information - Additional Information (Detail) | Jun. 26, 2021 | Jun. 26, 2021Segments |
Segment Reporting [Abstract] | ||
Number of reportable segments | 2 | 2 |
Segments Information - Summary
Segments Information - Summary of Financial Information for the Company's Segments (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 26, 2021 | Jun. 27, 2020 | Jun. 26, 2021 | Jun. 27, 2020 | Dec. 26, 2020 | |
Revenue | |||||
Consolidated Revenue | $ 174,182,389 | $ 122,229,623 | $ 327,006,657 | $ 260,043,418 | |
Income From Operations | |||||
Total Segment Operating Income | 11,189,950 | 20,130,980 | 35,438,813 | 40,319,056 | |
Depreciation Expense | |||||
Consolidated Depreciation Expense | 1,506,337 | 1,402,779 | 2,979,336 | 2,832,701 | |
Amortization of Intangible Assets | |||||
Consolidated Amortization Expense | 6,790,812 | 5,220,099 | 13,622,957 | 13,395,767 | |
Identifiable Assets | |||||
Consolidated Assets | 930,677,988 | 930,677,988 | $ 873,478,745 | ||
Intersegment | |||||
Revenue | |||||
Consolidated Revenue | (8,407,966) | (3,943,994) | (14,677,965) | (6,850,626) | |
Income From Operations | |||||
Total Segment Operating Income | (2,149) | 12,862 | 24,735 | 54,731 | |
Janus North America | Reportable geographical components | |||||
Revenue | |||||
Consolidated Revenue | 164,245,248 | 118,918,588 | 310,779,664 | 247,349,751 | |
Income From Operations | |||||
Total Segment Operating Income | 16,581,240 | 20,206,505 | 40,496,548 | 39,646,405 | |
Depreciation Expense | |||||
Consolidated Depreciation Expense | 1,400,320 | 1,332,135 | 2,766,910 | 2,631,321 | |
Amortization of Intangible Assets | |||||
Consolidated Amortization Expense | 6,402,457 | 4,948,830 | 12,816,108 | 12,829,147 | |
Identifiable Assets | |||||
Consolidated Assets | 874,872,427 | 874,872,427 | 820,259,539 | ||
Janus International | Reportable geographical components | |||||
Revenue | |||||
Consolidated Revenue | 18,345,107 | 7,255,029 | 30,904,958 | 19,544,293 | |
Income From Operations | |||||
Total Segment Operating Income | (5,389,141) | (88,387) | (5,082,470) | 617,920 | |
Depreciation Expense | |||||
Consolidated Depreciation Expense | 106,017 | 70,644 | 212,426 | 201,380 | |
Amortization of Intangible Assets | |||||
Consolidated Amortization Expense | 388,355 | $ 271,269 | 806,849 | $ 566,620 | |
Identifiable Assets | |||||
Consolidated Assets | $ 55,805,561 | $ 55,805,561 | $ 53,219,206 |
Significant Estimates and Con_2
Significant Estimates and Concentrations - Additional Information (Detail) - USD ($) | Jun. 26, 2021 | Dec. 26, 2020 |
Workers Compensation Insurance Program [Member] | Workers Compensation Insurance Claims [Member] | ||
Significant Estimates And Concentrations [Line Items] | ||
Loss contingency, stated amount | $ 200,000 | $ 200,000 |
Loss contingency, estimate of possible loss | 389,000 | 391,000 |
Health Insurance Program [Member] | Insurance Claims [Member] | ||
Significant Estimates And Concentrations [Line Items] | ||
Loss contingency, stated amount | 250,000 | 250,000 |
Loss contingency, estimate of possible loss | $ 680,000 | $ 916,000 |