Clearlake Capital-backed Janus International Expands Executive Team

·11 min read

Christine DeBord named President of Nokē® Smart Entry & Terry Bagley named President of Industry & Partner Relationships

Appointments to support growth of Nokē® Smart Entry, Janus’s access control technology business unit

Clearlake Capital Group, L.P. (together with its affiliates, "Clearlake") portfolio company Janus International Group, LLC ("Janus" or the "Company"), a leading global manufacturer and supplier of turn-key building solutions and new access control technologies for the self-storage and other industrial sectors, announced today that Christine DeBord has been named President of Nokē® Smart Entry ("NSE" or "Nokē") and Terry Bagley has been named President of Industry & Partner Relationships for Janus. Both Ms. DeBord and Mr. Bagley will report to Morgan Hodges, Executive Vice President of Janus. The appointments mark Janus’s efforts to continue driving organic growth by supporting its access control technology business as the Company continues down the path toward entering the public markets, expected in the second quarter of 2021.

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These appointments provide additional infrastructure and expertise to support the growth and development of Janus’s rapidly expanding Nokē business unit. Nokē is a state-of-the-art smart access control technology that meets the demands and expectations of today’s highly mobile consumers, providing tenants with 24 hour access self-storage facilities and individual units with the touch of a button on their phone, the ability to easily share mobile keys, and enhanced safety through remote monitoring. The product similarly enables operators to enhance profits by upgrading security and convenience, fully automating the move-in process, and enabling additional technologies like thermal imaging and fire sensing.

"As we work to execute on our strategic objectives and continue to generate strong organic growth, assembling a first-class team to accelerate the development and delivery of an industry-changing product to our customers represents an essential element of our preparations for operating as a public company," Ramey Jackson, Chief Executive Officer of Janus, commented. "The self-storage industry is rapidly increasing its adoption of our technology – by the end of this week, over 400 sites will have installed and integrated our Nokē solutions.

"Our Nokē business faces the opportunity to penetrate what we believe is an approximately $4 billion market, and in Christine and Terry, we have assembled the best team to help Nokē capitalize on its enormous potential. Christine and Terry are proven executives with significant technology, sales and marketing experience and a nuanced understanding of our industry and partners, and are well positioned to both elevate our smart access control business and support Janus’s growth," Mr. Jackson added.

As President of NSE, Ms. DeBord will focus on the continued growth and development of the Nokē division. Ms. DeBord has been working with self-storage access control and new technology since 2016 and possesses extensive experience as a marketing and sales leader, positioning her well to drive continued growth in the business unit.

As President of Industry & Partner Relationships for Janus, Mr. Bagley will foster relationships with industry technology partners, identify strategic M&A opportunities, cultivate international business development, and help Janus cultivate and expand relationships with institutional customers. Mr. Bagley possesses over two decades of experience in the storage industry; prior to joining Janus as Vice President of Business Development in 2015, Mr. Bagley served as President and CEO of self-storage software company Centershift Inc. He is additionally a former board member for the national Self Storage Association, serving two terms.

Janus expects to complete its business combination with Juniper Industrial Holdings, Inc. (NYSE: JIH) and become a publicly listed company in the second quarter of 2021. Clearlake, an investment firm, is the largest shareholder in Janus.

For more information about Nokē, please visit: https://www.janusintl.com/products/noke.

ABOUT JANUS INTERNATIONAL

Janus International Group, LLC (www.JanusIntl.com) is the leading global manufacturer and supplier of turn-key self-storage, commercial and industrial building solutions, including: roll-up and swing doors, hallway systems, re-locatable storage units and facility and door automation technologies. The Janus team operates out of several U.S. locations and six locations internationally.

ABOUT CLEARLAKE

Clearlake Capital Group, L.P., a Delaware limited partnership, is an investment firm founded in 2006 operating integrated businesses across private equity, credit and other related strategies. With a sector-focused approach, the firm seeks to partner with experienced management teams by providing patient, long-term capital to dynamic businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core target sectors are industrials, technology, and consumer. Clearlake currently has approximately $30 billion of assets under management and its senior investment principals have led or co-led over 200 investments. The firm has offices in Santa Monica and Dallas. More information is available at www.clearlake.com and on Twitter @ClearlakeCap.

ABOUT JUNIPER INDUSTRIAL HOLDINGS, INC. (NYSE: JIH)

Juniper Industrial Holdings, Inc., a Delaware corporation ("JIH" or "Juniper"), is a Special Purpose Acquisition Corporation targeting companies within the industrials sector. With $348 million in trust, Juniper was formed for the purpose of entering into a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. Juniper’s management team has a proven track record of identifying market-leading technologies across the industrial spectrum, and an affinity for businesses with strong brands and mission-critical offering. The Juniper team has a robust network of relationships within industrial and investment communities built over 60+ years of combined industry experience, and a deep understanding of industrial trends. More information is available at www.juniperindustrial.com.

IMPORTANT INFORMATION AND WHERE TO FIND IT

This communication is being made in connection with the proposed business combination involving Juniper and Janus under a new holding company, Janus Parent, Inc., a Delaware corporation ("Janus Parent"). Janus Parent intends to file with the SEC a registration statement on Form S-4 (as amended, the "Registration Statement") containing a preliminary proxy statement of Juniper and a preliminary prospectus of Janus Parent. After the Registration Statement is declared effective, Juniper will mail a definitive proxy statement/prospectus relating to the proposed business combination to its shareholders. This announcement does not contain all the information that should be considered concerning the proposed business combination and is not intended to form the basis of any investment decision or any other decision in respect of the business combination. Juniper’s shareholders and other interested persons are advised to read, when available, the preliminary proxy statement/prospectus and the amendments thereto and the definitive proxy statement/prospectus and other documents filed in connection with the proposed business combination, as these materials will contain important information about Juniper, Janus, Janus Parent and the business combination. When available, the definitive proxy statement/prospectus and other relevant materials for the proposed business combination will be mailed to shareholders of Juniper as of a record date to be established for voting on the proposed business combination. Shareholders will also be able to obtain copies of the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus and other documents filed with the SEC, without charge, once available, at the SEC’s website at www.sec.gov. In addition, the documents filed by Juniper and Janus Parent may be obtained free of charge from Juniper at www.juniperindustrial.com/investors. Alternatively, these documents, when available, can be obtained free of charge by directing a request to: Juniper Industrial Holdings, Inc., 14 Fairmount Avenue, Chatham, New Jersey 07928.

PARTICIPANTS IN THE SOLICITATION

Juniper, Janus and certain of their directors and executive officers may be deemed participants in the solicitation of proxies from Juniper’s shareholders with respect to the proposed business combination. A list of the names of those directors and executive officers and a description of their interests in Juniper is contained in Juniper’s annual report on Form 10-K for the fiscal year-ended December 31, 2019, which is available free of charge at the SEC’s web site at www.sec.gov. In addition, the documents filed by Juniper may be obtained from Juniper as described above under "Important Information and Where to Find It."

NO OFFER OR SOLICITATION

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of any securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such other jurisdiction.

FORWARD LOOKING STATEMENTS

Certain statements in this communication may be considered "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included in this communication are forward-looking statements. When used in this communication, words such as "may," "should," "could," "would," "expect," "plan," "anticipate," "believe," "estimate," "continue," or the negative of such terms or other similar expressions, as they relate to the management team, identify forward-looking statements. Such forward-looking statements are based on the current beliefs of the respective management of Janus and Juniper, based on currently available information, as to the outcome and timing of future events, and involve factors, risks, and uncertainties that may cause actual results in future periods to differ materially from such statements. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in Juniper’s filings with the SEC including, but not limited to, the risk factors and other uncertainties set forth under "Risk Factors" in Part I, Item 1A of Juniper’s Form 10-K for the year ended December 31, 2019 and in Juniper’s other filings. There can be no assurance that the events, results or trends identified in these forward-looking statements will occur or be achieved. Forward-looking statements speak only as of the date they are made, and neither Janus nor Juniper is under any obligation, and each of them expressly disclaims any obligation, to update, alter or otherwise revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. All subsequent written or oral forward-looking statements attributable to Janus or Juniper or persons acting on its behalf are qualified in their entirety by this paragraph.

In addition to factors previously disclosed in Juniper’s reports filed with the SEC and those identified elsewhere in this communication, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: (i) ability to meet the closing conditions to the merger, including approval by stockholders of Juniper on the expected terms and schedule and the risk that any regulatory approvals required for the merger are not obtained or are obtained subject to conditions that are not anticipated; (ii) the occurrence of any event, change or other circumstance that could cause the termination of the merger agreement or a delay in the closing of the merger; (iii) the effect of the announcement or pendency of the proposed merger on Juniper’s business relationships, operating results, and business generally; (iv) failure to realize the benefits expected from the proposed transaction; (v) risks that the proposed merger disrupts Janus’s current plans and operations and potential difficulties in Janus’s employee retention as a result of the proposed merger; (vi) the effects of pending and future legislation; (vii) risks related to disruption of management time from ongoing business operations due to the proposed transaction; (viii) the amount of the costs, fees, expenses and other charges related to the merger; (ix) risks of the self-storage industry; (x) the highly competitive nature of the self-storage industry and Janus’s ability to compete therein; (xi) litigation, complaints, and/or adverse publicity; (xii) the ability to meet NYSE’s listing standards following the consummation of the proposed transaction and (xiii) cyber incidents or directed attacks that could result in information theft, data corruption, operational disruption and/or financial loss.

This communication is not intended to be all-inclusive or to contain all the information that a person may desire in considering an investment in Juniper and is not intended to form the basis of an investment decision in Juniper. All subsequent written and oral forward-looking statements concerning Janus and Juniper, the proposed transaction or other matters and attributable to Janus and Juniper or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements above. Juniper and Janus undertake no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

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Contacts

Investor Contacts, Janus
Rodny Nacier/ Brad Cray
Phone: 770-562-6399
Email: IR@JanusIntl.com

Media Contacts, Janus
Phil Denning / Nora Flaherty
Media@janusintl.com

Media Contacts, Clearlake
Jennifer Hurson
JHurson@lambert.com