Janus International Group (JBI) risk factors, FY2025 10-K

Risks Related to Our Business

1. 01Our continued success is dependent upon our ability to hire, retain, and utilize qualified personnel
2. 02We face intense competition to provide technical, professional, and construction services to clients. The markets we serve are highly competitive, and we compete against many local, regional, and national companies
3. 03Our dependence on, and the price and availability of, raw materials (such as steel coil) as well as purchased components may adversely affect our business, results of operations, and financial condition
4. 04Changes in U.S. trade policy and the imposition of tariffs could negatively impact our business, financial condition, and results of operations98% rewritten
5. 05Our use of hedging arrangements may adversely affect our future operating results or liquidity
6. 06The outcome of pending and future claims and litigation could have a material adverse impact on our business, financial condition, and results of operations
7. 07We may be subject to liability if we breach our contracts, and our insurance may be inadequate to cover our losses
8. 08We are potentially subject to taxation related risks in multiple jurisdictions, and changes in U.S. tax laws, in particular, could have a material adverse effect on our business, cash flow, results of operations, or financial condition
9. 09Tax laws are dynamic and subject to change as new laws are passed and new interpretations of the law are issued or applied80% rewritten
10. 10Unanticipated changes in effective tax rates or adverse outcomes resulting from examination of our income or other tax returns could adversely affect our financial condition and results of operations
11. 11We may experience negative or unforeseen tax consequences29% rewritten
12. 12Fluctuations in foreign currency could have an effect on our reported results of operations58% rewritten
13. 13We face system security risks as we depend upon automated processes and the Internet, and our reputation could be damaged, we could incur substantial additional costs and become subject to litigation if our systems are penetrated
14. 14Failure to maintain, upgrade, or replace our IT systems could materially adversely affect us
15. 15Emerging issues related to the development and use of artificial intelligence could give rise to legal or regulatory action, damage our reputation, or otherwise materially harm our business
16. 16Our ongoing development of technology products presents security and safety risks
17. 17Our brand is integral to our success. If we fail to effectively maintain, promote, and enhance our brand in a cost-effective manner, our business and competitive advantage may be harmed
18. 18Economic uncertainty or downturns, particularly as it impacts specific industries, could adversely affect our business and results of operations38% rewritten
19. 19If we are unable to develop new product or service offerings, achieve increased consumer adoption of those offerings, or penetrate new vertical markets, our business and financial results could be materially adversely affected
20. 20Our corporate culture has contributed to our success and, if we are unable to maintain it as we mature, our business, financial condition and results of operations could be harmed
21. 21Our past growth may not be indicative of our future growth, and we may not be able to maintain or increase our revenue in future periodsNew
22. 22We may require additional capital to pursue our business objectives and respond to business opportunities, challenges, or unforeseen circumstances. If capital is not available to us, our business, operating results, and financial condition may be harmed
23. 23We may not be able to generate sufficient cash to service our obligations and any debt we incur
24. 24We may not be able to adequately protect our proprietary and intellectual property rights in our data or technology
25. 25We may in the future be sued by third parties for various claims, including alleged infringement of proprietary intellectual property rights
26. 26Rising operating expenses for our customers could indirectly reduce our cash flow and funds available for future distributions
27. 27Certain of our customers have negotiating leverage, which may require that we agree to terms and conditions that result in increased cost of revenues, decreased revenues, and lower average selling prices and gross margins, all of which could harm our results of operations
28. 28Our business is subject to complex and evolving U.S. and foreign laws and regulations regarding privacy and data protection
29. 29Privacy concerns could result in regulatory changes that may harm our business
30. 30Certain environmental regulations to which we are subject create uncertainty regarding future environmental expenditures and liabilities
31. 31Our manufacturing facilities are subject to unexpected equipment failures, operational interruptions, and casualty losses
32. 32Our business and operations are subject to risks related to climate change
33. 33If employees violate our policies or we fail to maintain adequate record-keeping and internal accounting practices to accurately record our transactions, we may be subject to regulatory sanctions
34. 34Disruptions in the worldwide economy (including inflation) may adversely affect our business, results of operations, and financial condition

Risks Related to Ownership of our Common Stock

1. 35We may not be able to pay dividends or make distributions or obtain loans to enable us to pay any dividends on our common stock or satisfy our other financial obligations
2. 36Provisions in our third amended and restated certificate of incorporation, our bylaws, and Delaware law may inhibit a takeover of us, which could limit the price investors might be willing to pay in the future for our common stock and could entrench management
3. 37The obligations associated with being a public company involve significant expenses and require significant resources and management attention, which may divert from our business operations
4. 38We may issue additional shares of common stock or other equity securities without stockholder approval, which would dilute existing stockholders’ ownership interest in us and may depress the market price of our common stock
5. 39If our performance does not meet market expectations, the price of our securities may decline
6. 40We cannot guarantee that our share repurchase program will be fully consummated or that it will enhance stockholder value, and any share repurchases could affect the trading price of our common stock40% rewritten
7. 41Our ability to successfully operate our business depends largely upon the efforts of certain key personnel, including our executive officers. The loss of such key personnel could adversely affect the operations and profitability of our business
8. 42Our ability to meet expectations and projections in any research or reports published by securities or industry analysts, or a lack of coverage by securities or industry analysts, could result in a depressed market price and limited liquidity for our common stock
9. 43Our reported financial results may be affected by changes in accounting principles generally accepted in the United States