0000950170-22-010240 | 10-Q | XBRL Viewer

Private Placement Warrants

Fair value as of January 2, 2022

Change in fair value

Fair value as of April 3, 2022

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Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Apr. 03, 2022	May 13, 2022
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Apr. 03, 2022
Entity Registrant Name	Enovix Corporation
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 Common Stock, Shares Outstanding		156,827,136
Entity Shell Company	false
Entity Central Index Key	0001828318
Current Fiscal Year End Date	--01-01
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Amendment Flag	false
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	ENVX
Security Exchange Name	NASDAQ
Entity File Number	001-39753
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	85-3174357
Entity Address, Address Line One	3501 W Warren Avenue
Entity Address, City or Town	Fremont
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94538
City Area Code	510
Local Phone Number	695-2350

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Apr. 03, 2022	Jan. 02, 2022
Current assets:
Cash and cash equivalents	$ 408,178	$ 385,293
Deferred contract costs	4,547	4,554
Prepaid expenses and other current assets	2,824	8,274
Total current assets	415,549	398,121
Property and equipment, net	83,102	76,613
Operating lease, right-of-use assets	6,535	6,669
Other assets, non-current	1,105	1,162
Total assets	506,291	482,565
Current liabilities:
Accounts payable	1,535	3,144
Accrued expenses	4,620	7,109
Accrued compensation	4,850	4,101
Deferred revenue	5,575	5,575
Other liabilities	875	707
Total current liabilities	17,455	20,636
Warrant liability	56,460	124,260
Operating lease liabilities, non-current	8,870	9,071
Deferred revenue, non-current	2,290	2,290
Other liabilities, non-current	162	191
Total liabilities	85,237	156,448
Stockholders' equity:
Common stock, $0.0001 par value; authorized shares of 1,000,000,000; issued and outstanding shares of 157,097,862 and 152,272,287 as of April 3, 2022 and January 2, 20220, respectively	15	15
Preferred stock, $0.0001 par value; authorized shares of 10,000,000 and none as of April 3, 2022 and January 2, 2022; none issued and outstanding shares as of April 3, 2022 and January 2, 2022, respectively
Additional paid in capital	711,484	659,254
Accumulated deficit	(290,445)	(333,152)
Total stockholders' equity	421,054	326,117
Total liabilities and stockholders' equity	$ 506,291	$ 482,565

Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - $ / shares	Apr. 03, 2022	Jan. 02, 2022
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	156,419,718	152,272,287
Common stock, shares outstanding	156,419,718	152,272,287
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

Condensed Statement of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Apr. 03, 2022	Mar. 31, 2021
Operating Expenses:
Cost of revenue	$ 515	$ 1,631
Research and development	12,731	5,589
Selling, general and administrative	11,869	4,161
Total operating expenses	25,115	11,381
Loss from operations	(25,115)	(11,381)
Other income (expense):
Changes in fair value of convertible preferred stock warrants and common stock warrants	67,800	(4,781)
Other income (expense), net	22	(3)
Total other income (expense), net	67,822	(4,784)
Net income (loss)	$ 42,707	$ (16,165)
Net income (loss) per share, basic	$ 0.28	$ (0.17)
Weighted average number of common shares outstanding, basic	151,648,439	95,816,889
Net loss per share, diluted	$ (0.16)	$ (0.17)
Weighted average number of common shares outstanding, diluted	153,338,462	95,816,889

Condensed Statement of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	Cumulative Effect, Period of Adoption, Adjusted Balance [Member]	Common Stock [Member]	Common Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member]	Additional Paid in Capital [Member]	Additional Paid in Capital [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member]	Accumulated Deficit [Member]	Accumulated Deficit [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member]
Beginning balance at Dec. 31, 2020		$ 36,216		$ 10		$ 243,484		$ (207,278)
Beginning balance, Shares at Dec. 31, 2020				100,016,559
Issuance of common stock upon exercise of stock options Value	$ 30				$ 30
Issuance of common stock upon exercise of stock options Shares			2,112,373
Vesting of early exercised stock options	24				24
Repurchase of unvested restricted common stock, Shares			(87,768)
Issuance of Series D convertible preferred stock upon exercise of warrants	20,877				20,877
Issuance of Series D convertible preferred stock upon exercise of warrants Shares			2,020,034
Stock-based compensation	1,555				1,555
Net income (loss)	(16,165)						$ (16,165)
Ending balance at Mar. 31, 2021	42,537		$ 10		265,970		(223,443)
Ending balance, Shares at Mar. 31, 2021			104,061,198
Beginning balance at Jan. 02, 2022	$ 326,117		$ 15		659,254		(333,152)
Beginning balance, Shares at Jan. 02, 2022	152,272,287		152,272,287
Issuance of common stock upon exercise of stock options Value	$ 200				200
Issuance of common stock upon exercise of stock options Shares	91,910		91,910
Issuance of common stock upon exercise of common stock warrants	$ 47,452				47,452
Issuance of common stock upon exercise of common stock warrants, Shares			4,126,466
Vesting of early exercised stock options	42				42
Vesting of restricted stock units			34,941
Repurchase of unvested restricted common stock, Shares			(105,886)
Stock-based compensation	4,536				4,536
Net income (loss)	42,707						42,707
Ending balance at Apr. 03, 2022	$ 421,054		$ 15		$ 711,484		$ (290,445)
Ending balance, Shares at Apr. 03, 2022	156,419,718		156,419,718

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Apr. 03, 2022	Mar. 31, 2021
Cash flows from operating activities:
Net income (loss)	$ 42,707	$ (16,165)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation	314	141
Amortization of right-of-use assets	134	0
Stock-based compensation expense	5,238	1,555
Changes in fair value of convertible preferred stock warrants and common stock warrants	(67,800)	4,781
Changes in operating assets and liabilities:
Prepaid expenses and other assets	(51)	1,039
Deferred contract costs	8	(816)
Accounts payable	(959)	1,172
Accrued expenses and compensation	555	1,260
Other liabilities	165	(1,577)
Net cash used in operating activities	(19,689)	(8,610)
Cash flows from investing activities:
Purchase of property and equipment	(10,451)	(7,141)
Net cash used in investing activities	(10,451)	(7,141)
Cash flows from financing activities:
Payments of transaction costs related to Business Combination and PIPE financing	0	(332)
Proceeds from exercise of common stock warrants, net	52,828	0
Proceeds from exercise of convertible preferred stock warrants		102
Proceeds from the exercise of stock options	200	159
Repurchase of unvested restricted common stock	(3)	(5)
Net cash provided by (used in) financing activities	53,025	(76)
Change in cash, cash equivalents, and restricted cash	22,885	(15,827)
Cash and cash equivalents and restricted cash, beginning of period	385,418	29,218
Cash and cash equivalents, and restricted cash, end of period	408,303	13,391
Supplemental cash flow data (Non-cash):
Purchase of property and equipment included in liabilities	1,510	1,690
Accrued transaction costs	$ 0	$ 3,579

Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Apr. 03, 2022	Mar. 31, 2021
Statement of Cash Flows [Abstract]
Cash and cash equivalents	$ 408,178	$ 13,266
Restricted cash included in prepaid expenses and other current assets	125	125
Total cash, cash equivalents, and restricted cash	$ 408,303	$ 13,391

Organization and Basis of Presentation

3 Months Ended

Apr. 03, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Basis of Presentation

Note 1. Organization and Basis of Presentation

Organization

Enovix Corporation (“Enovix” or the “Company”) was incorporated in Delaware in 2006. The Company designs, develops, and manufactures an advanced silicon-anode lithium-ion battery using proprietary 3D cell architecture that increases energy density and maintains a high cycle life. The Company is headquartered in Fremont, California.

The Company is focused on the development and commercialization of its silicon-anode lithium-ion batteries. Planned principal operations of commercial manufacturing have not yet commenced. As of April 3, 2022, the Company has not generated product revenue from its planned principal business activities.

Business Combination

On July 14, 2021 (the “Closing Date”), Enovix Corporation, a Delaware Corporation (“Legacy Enovix”), Rodgers Silicon Valley Acquisition Corp. (“RSVAC”), and RSVAC Merger Sub Inc., a Delaware Corporation and wholly owned subsidiary of RSVAC (“Merger Sub”), consummated the closing of the transactions contemplated by the Agreement and Plan of Merger, dated February 22, 2021 (the “Business Combination”), by and among RSVAC, Merger Sub and Legacy Enovix (the “Merger Agreement”), following the approval at a special meeting of the stockholders of RSVAC held on July 12, 2021 (the “Special Meeting”). Following the consummation of the Business Combination on the Closing Date, Legacy Enovix changed its name to Enovix Operations Inc., and RSVAC changed its name from Rodgers Silicon Valley Acquisition Corp. to Enovix Corporation. Please refer to Note 3 “Business Combination” to the consolidated financial statements for the year ended January 2, 2022 included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 2, 2022, filed with the Securities and Exchange Commission (the “SEC”) on March 25, 2022 (the “Annual Report”) for further details of the Business Combination.

Summary of Significant Accounting Policies	3 Months Ended
Summary of Significant Accounting Policies	Apr. 03, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2. Summary of Significant Accounting Policies Basis of Presentation and Consolidation The accompanying condensed consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States (“GAAP”). The condensed consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, and the Business Combination from the Closing Date. All intercompany balances and transactions have been eliminated in consolidation. The Business Combination has been accounted for as a reverse recapitalization under GAAP. This determination is primarily based on Legacy Enovix stockholders comprising a relative majority of the voting power of Enovix and having the ability to nominate the members of the Board, Legacy Enovix’s operations prior to the acquisition comprising the only ongoing operations of Enovix, and Legacy Enovix’s senior management comprising a majority of the senior management of Enovix. Under this accounting method, RSVAC was treated as the “acquired” company and Legacy Enovix was treated as the acquirer for financial reporting purposes. Accordingly, for accounting purposes, the financial statements of Enovix represent a continuation of the financial statements of Legacy Enovix with the Business Combination being treated as the equivalent of Enovix issuing common stock for the net assets of RSVAC, accompanied by a recapitalization. The net liabilities of RSVAC, other than its warrant liabilities, were stated at historical cost, which approximates to its fair values. Its warrant liabilities were stated at its fair values and no goodwill or other intangible assets were recorded. Results of operations prior to the Business Combination are presented as those of Enovix. Beginning in the third quarter of 2021, historical shares and corresponding capital amounts, as well as for net loss per share, prior to the Business Combination, have been retrospectively adjusted using the exchange ratio as defined in the Business Combination for the equivalent number of shares outstanding immediately after the Business Combination to the effect the reverse recapitalization. The Company did not have any other comprehensive income or loss for the periods presented. Accordingly, net income (loss) and comprehensive income (loss) are the same for the periods presented. Additionally, the Company did not have any income tax expenses for the periods presented. Liquidity and Capital Resources The Company has incurred recurring operating losses and negative cash flows from operations since its inception through April 3, 2022 and expects to incur operating losses for the foreseeable future. As of April 3, 2022, the Company had a working capital of $398.1 million and an accumulated deficit of $290.4 million. In connection with the Business Combination in July 2021, the Company raised approximately $373.7 million of net proceeds, after deducting transaction costs and estimated offering related expenses. Please refer to Note 3 “Business Combination” of the notes to the consolidated financial statements for the year ended January 2, 2022 included in the Annual Report for more information. In December 2021, the Company received $77.2 million of gross proceeds from the exercises of the Public Warrants (as defined under the heading “Common Stock Warrants” in Note 7 “Warrants”), which were being traded in the Nasdaq Global Select Market (“Nasdaq”). In January 2022, the Company received $52.8 million of net proceeds from the exercise of the Public Warrants. The Company plans to use the proceeds from the exercises of the Public Warrants for general corporate purposes. Based on the anticipated spending, cash received from the Business Combination and timing of expenditures, the Company currently expects that its cash will be sufficient to meet its funding requirements over the next twelve months. Going forward, the Company may require additional financing for its future operation expansion. The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. Unaudited Interim Condensed Consolidated Financial Statements The condensed consolidated balance sheet as of April 3, 2022, the condensed consolidated statements of operations, condensed consolidated statements of changes in shareholders’ equity for the quarters ended April 3, 2022 and March 31, 2021, and the condensed consolidated statements of cash flows for the quarters ended April 3, 2022 and March 31, 2021 are unaudited. These accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC for interim financial reporting. In the opinion of management, these unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring items, considered necessary to present fairly the Company’s financial condition, results of operations, stockholders’ equity and cash flows for the periods presented above. The results of operations for the quarter ended April 3, 2022 are not necessarily indicative of the operating results for the full year, and therefore should not be relied upon as an indicator of future results. The condensed consolidated balance sheet as of January 2, 2022 included herein was derived from the audited consolidated financial statements as of that date. The accompanying condensed consolidated financial statements and related notes included in the Annual Report. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the condensed consolidated financial statements and accompanying notes during the reporting periods. Estimates and assumptions include but are not limited to: depreciable lives for property and equipment, the valuation allowance on deferred tax assets, assumptions used in stock-based compensation, incremental borrowing rate for operating right-of-use assets and lease liabilities, and estimates to fair value convertible preferred stock warrants and common stock warrants. Management bases its estimates on historical experience and on various other market-specific and relevant assumptions that it believes to be reasonable under the circumstances. In the preparation of our condensed consolidated financial statements, the Company has considered potential impacts of the COVID-19 pandemic on its critical and significant accounting estimates. There was no significant impact to its condensed consolidated financial statements. The Company will continue to evaluate the nature and extent of the potential impacts to its business and its condensed consolidated financial statements. Summary of Significant Accounting Policies With the exception of the change for the accounting of credit losses as a result of the adoption of Accounting Standards Update (“ASU”), 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), there have been no new or material changes to the significant accounting policies disclosed in Note 2 “Summary of Significant Accounting Policies,” of the notes to the consolidated financial statements for the fiscal year ended January 2, 2022 included in the Annual Report. Credit Losses The Company is exposed to credit losses primarily through its available-for-sale investments. The Company invests excess cash in marketable securities with high credit ratings that are classified in Level 1 and Level 2 of the fair value hierarchy. The Company’s investment portfolio at any point in time contains investments in U.S. treasury and U.S. government agency securities, taxable and tax-exempt municipal notes, corporate notes and bonds, commercial paper, non-U.S. government agency securities and money market funds, and are classified as available-for-sale. The Company assesses whether its available-for sale investments are impaired at each reporting period. Unrealized losses or impairments resulting from the fair value of the available-for-sale debt security being below the amortized cost basis are evaluated for identification of credit losses and non-credit related losses. Any credit losses are charged to earnings against the allowance for credit losses of the debt security, limited to the difference between the fair value and the amortized cost basis of the debt security. Any difference between the fair value of the debt security and the amortized cost basis, less the allowance for credit losses, are reported in other comprehensive income (loss). Expected cash inflows due to improvements in credit are recognized through a reversal of the allowance for credit losses subject to the total allowance previously recognized. The Company’s expected loss allowance methodology for the debt securities is developed by reviewing the extent of the unrealized loss, the size, term, geographical location, and industry of the issuer, the issuers’ credit ratings and any changes in those ratings, as well as reviewing current and future economic market conditions and the issuers’ current status and financial condition. The Company considered the current and expected future economic and market conditions and determined that the estimate of credit losses was not significantly impacted. As of April 3, 2022, the Company has not recognized an allowance for expected credit losses related to available-for-sale investments as the Company did not have available-for-sale investments for the quarter. Emerging Growth Company Status The Company is an emerging growth company (“EGC”), as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, EGC’s can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. Other than the adoption of Accounting Standards Codification (“ASC”) 842, Leases, as discussed below, the Company has elected to use this extended transition period under the JOBS Act until such time the Company is no longer considered to be an EGC. Recently Adopted Accounting Pronouncements Effective January 3, 2022, the Company adopted ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which changed the impairment model for most financial assets and certain other instruments. The Company adopted ASU 2016-13 using a modified retrospective transition method, which required a cumulative-effect adjustment, if any, to the opening balance of retained earnings to be recognized on the date of adoption with prior periods not restated. The adoption of this ASU 2016-13 did not have a material impact on its condensed consolidated financial statements. See “Credit Losses” above for a description of the Company’s credit losses accounting policy.

Fair Value Measurements

3 Months Ended

Apr. 03, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 3. Fair Value Measurement

The fair value of the Company’s financial assets and liabilities are determined in accordance with the fair value hierarchy established in ASC 820, Fair Value Measurements, issued by the Financial Accounting Standards Board. The fair value hierarchy of ASC 820 requires an entity to maximize the use of observable inputs when measuring fair value and classifies those inputs into three levels:


Level 1:	Observable inputs, such as quoted prices (unadjusted) in active markets for identical assets or liabilities at the measurement date.
Level 2:	Observable inputs, other than Level 1 prices, such as quoted prices in active markets for similar assets and liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3:	Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Our financial instruments consist primarily of cash and cash equivalents, accounts payable and the warrant liabilities. Cash and cash equivalents are reported at their respective fair values on our condensed consolidated balance sheets. The following table details the fair

value measurements of assets and liabilities that were measured at fair value on a recurring basis based on the following three-tiered fair value hierarchy per ASC 820, Fair Value Measurement, as of April 3, 2022 and January 2, 2022 (in thousands).


	Fair Value Measurement using
	Level 1		Level 2		Level 3		Total Fair Value
As of April 3, 2022
Liabilities:
Private Placement Warrants	$	—	$	—	$	56,460	$	56,460

As of January 2, 2022
Liabilities:
Private Placement Warrants	$	—	$	—	$	124,260	$	124,260

The Company’s liabilities are measured at fair value on a non-recurring basis, including 6,000,000 warrants that were assumed from the Business Combination and were held by Rodgers Capital, LLC (the “Sponsor”) and certain of its members (the “Private Placement Warrants”). The fair value of the Private Placement Warrants is considered a Level 3 valuation and is determined using the Black-Scholes valuation model. As of April 3, 2022, the fair value of the Private Placement Warrants was $9.41 per share with an exercise price of $11.50.

The changes for Level 3 items measured at fair value on a recurring basis using significant unobservable inputs are as follows (in thousands):

The following table summarizes the key assumptions used for determining the fair value of convertible preferred stock warrants and common stock warrants.


	Private Placement Warrants outstanding as of April 3, 2022	Private Placement Warrants outstanding as of January 2, 2022	Convertible preferred stock warrants exercised on February 22, 2021
Expected term (in years)	4.3	4.5	2.5 - 4.1
Expected volatility	75.0%	77.5%	75.0%
Risk-free interest rate	2.8%	1.2%	0.2% - 0.4%
Expected dividend rate	0.0%	0.0%	0.0%

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Property and Equipment

3 Months Ended

Apr. 03, 2022

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment Disclosure [Text Block]

Note 4. Property and Equipment

Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets. Property and equipment as of April 3, 2022 and January 2, 2022, consisted of the following (in thousands):


	April 3, 2022			January 2, 2022
Process equipment	$	6,636		$	6,636
Office equipment		917			918
Furniture and fixtures		678			639
Leasehold improvements		1,878			1,878
Construction in progress		77,899			71,133
Total property and equipment		88,008			81,204
Less: Accumulated depreciation		(4,906	)		(4,591	)
Property and equipment, net	$	83,102		$	76,613

Depreciation and amortization expenses related to property and equipment for the quarters ended April 3, 2022 and March 31, 2021 were $0.3 million and $0.1 million, respectively.

Leases

3 Months Ended

Apr. 03, 2022

Leases [Abstract]

Leases

Note 5. Leases

The Company leases its headquarters, engineering and manufacturing space in Fremont, California under a single non-cancelable operating lease, right of use asset with an expiration date of August 31, 2030. In March 2021, the Company entered into a new agreement to lease office space in Fremont, California under a noncancelable operating lease that expires in April 2026 with an option to extend for five years.

The components of lease costs were as follows (in thousands):


	For the Quarters Ended
	April 3, 2022		March 31, 2021
Operating lease cost	$	420	$	292

Supplemental lease information:


	As of
Operating leases	April 3, 2022	March 31, 2021
Weighted-average remaining lease term	8.4 years	9.3 years
Weighted-average discount rate	6.8%	6.8%

Supplemental cash flow information related to leases are as follows (in thousands):


	For the Quarters Ended
	April 3, 2022		March 31, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	336	$	312
Lease liabilities arising from obtaining ROU assets:
Operating leases		—		8,763

Maturities of Lease Liabilities

The following is a schedule of maturities of lease liabilities as of April 3, 2022 (in thousands).


	Operating lease
2022 (remaining nine months)	$	1,029
2023		1,406
2024		1,449
2025		1,492
2026		1,491
Thereafter		5,774
Total		12,641
Less: imputed interest		(3,220	)
Present value of lease liabilities	$	9,421

Commitments and Contingencies

3 Months Ended

Apr. 03, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 6. Commitments and Contingencies

Purchase Commitments

As of April 3, 2022 and January 2, 2022, the Company’s commitments included an estimated amount of approximately $11.5 million and $17.4 million, respectively, relating to the Company’s open purchase orders and contractual obligations that occurred in the ordinary course of business, including commitments with contract manufacturers and suppliers for which the Company has not received the goods or services, commitments for capital expenditures and construction-related activities for which the Company has not received the services. Although open purchase orders are considered enforceable and legally binding, the terms generally allow the Company the option to cancel, reschedule, and adjust its requirements based on its business needs prior to the delivery of goods or performance of services. For lease obligations, please refer to Note 5 “Leases” for more details.

Litigation

Michael Costello v. Rodgers Silicon Valley Acquisition Corp., et al., 21-CV-01536, Superior Court of California, San Mateo County

On March 22, 2021, Michael Costello filed a complaint in the Superior Court of California, San Mateo County, against RSVAC and RSVAC’s board of directors. The plaintiff alleged, among other things, that the RSVAC directors breached their fiduciary duties in connection with the terms of a proposed transaction, and that the disclosures in RSVAC’s registration statement regarding the proposed transaction were materially deficient. The plaintiff sought, among other things, unspecified monetary damages, attorney’s fees and costs and injunctive relief, including enjoining the Business Combination. The case was voluntarily dismissed on August 24, 2021.

Derek Boxhorn v. Rodgers Silicon Valley Acquisition Corp., et al., 1:21-cv-02900 (SDNY)

On April 5, 2021, Derek Boxhorn filed a complaint in the United States District Court for the Southern District of New York against RSVAC and RSVAC’s board of directors. The plaintiff alleged, among other things, that the defendants violated Sections 14(a) and 20(a) of the Securities Exchange Act of 1934, and that the individual defendants breached their fiduciary duties, in connection with the terms of the Business Combination, and that RSVAC’s registration statement contained materially incomplete and misleading information regarding the Business Combination. The plaintiff sought, among other things, unspecified monetary damages, attorney’s fees and costs and injunctive relief, including enjoining the Business Combination. The case was voluntarily dismissed on October 19, 2021. After the dismissal and on December 3, 2021, the plaintiff filed a motion for attorneys’ fees and costs, which is pending before the court.

Sopheap Prak et al. v. Enovix Corporation et al., 22CV005846, Superior Court of California, Alameda County

On January 21, 2022, two former machine operator employees filed a putative wage and hour class action lawsuit against Enovix and co-defendant Legendary Staffing, Inc. in the Superior Court of California, County of Alameda. The case is captioned Sopheak Prak & Ricardo Pimentel v Enovix Corporation and Legendary Staffing, Inc., 22CV005846. The Prak complaint alleges, among other things, on a putative class-wide basis, that the defendants failed to pay all overtime wages and committed meal period, rest period and wage

statement violations under the California Labor Code and applicable Wage Orders. The plaintiffs are seeking unpaid wages, statutory penalties and interest and reasonable costs and attorney fees.

From time to time, the Company may become, involved in various legal proceedings arising in the ordinary course of its business. The Company is not currently a party to any other potentially material legal proceedings, and the Company is not aware of any pending or threatened legal proceeding against the Company that the Company believes could have a material adverse effect on the Company’s business, operating results or financial condition.

Guarantees and Indemnifications

In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future but have not yet been made. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. However, the Company may record charges in the future as a result of these indemnification obligations.

The Company also has indemnification obligations to its officers and directors for specified events or occurrences, subject to some limits, while they are serving at the Company’s request in such capacities. There have been no claims to date and the Company has director and officer insurance that may enable the Company to recover a portion of any amounts paid for future potential claims. The Company believes the fair value of these indemnification agreements is minimal. Accordingly, the Company has not recorded any liabilities relating to these obligations for the period presented.

Warrants

3 Months Ended

Apr. 03, 2022

Stockholders' Equity Note [Abstract]

Warrants

Note 7. Warrants

Legacy Enovix Series D Convertible Preferred Stock Warrants

On February 22, 2021, in a transaction separate from the Merger Agreement, the then outstanding Legacy Enovix Series D convertible preferred stock warrants were exercised at $0.01 per share, resulting in the issuance of 10,160,936 shares of Legacy Enovix Series D convertible preferred stock to the holders of such warrants, for a total of $0.1 million. As of April 3, 2022 and January 2, 2022, there were no convertible preferred stock warrants outstanding.

Common Stock Warrants

In connection with the Business Combination in July 2021, the Company assumed 17,500,000 Common Stock Warrants outstanding, which consisted of 11,500,000 warrants held by third-party investors (the “Public Warrants”) and 6,000,000 Private Placement Warrants. The Public Warrants met the criteria for equity classification and the Private Placement Warrants are classified as liability.

Public Warrants

On December 7, 2021, the Company delivered the notice of redemption to the holders of the outstanding Public Warrants to redeem all of its outstanding Public Warrants. The holders of the Public Warrants had until January 7, 2022 to exercise their Public Warrants. Any pubic warrants that remained unexercised after 5:00 pm, New York City Time, on January 7, 2022 were voided and were no longer exercisable, and the holders of the Public Warrants would be entitled to receive $0.01 per warrant.

As of January 2, 2022, the Company had 4,322,106 Public Warrants outstanding. During the period from January 3, 2022 through January 7, 2022, there were 4,126,466 shares of the Public Warrants exercised with gross proceeds of $47.5 million. As of January 7, 2022 after 5:00 pm New York City time, there were 195,640 warrant remained unexercised, which were voided and were no longer exercisable. Pursuant to the warrant agreement, the holders of the Public Warrants were entitled to receive $0.01 per warrant from the Company. In addition, the Public Warrants were delisted and were no longer available for trading in the Nasdaq on January 7, 2022 after close of market.

On January 19, 2022, the Company received net proceeds of $52.8 million from the warrant exercises, including the $5.3 million of other receivable included in Prepaids and other current assets on the Consolidated Balance Sheet as of January 2, 2022. As of April 3, 2022, there were no Public Warrants outstanding.

Private Placement Warrant

The 6,000,000 Private Placement Warrants were originally issued in a private placement to the initial stockholder of the Sponsor in connection with the initial public offering of RSVAC. Each whole Private Placement Warrant will become exercisable for one whole share of the Company’s common stock at a price of $11.50 per share on December 5, 2021. As of April 3, 2022, the Company had 6,000,000 Private Placement Warrants outstanding. See Note 3 “Fair Value Measurement” for more information.

Net Earnings (Loss) per Share

3 Months Ended

Apr. 03, 2022

Earnings Per Share [Abstract]

Net Earnings (Loss) per Share

Note 8. Net Earnings (Loss) per Share

The Company computes net earnings per share (“EPS”) of common stock using the two-class method. Basic EPS is computed using net income (loss) divided by the weighted-average number of common stock shares outstanding. Diluted EPS is computed using net income (loss) with an adjustment of changes in fair value of the Private Placement Warrants recorded in earnings divided by the total of weighted-average number of common stock shares outstanding and any dilutive potential common stock shares outstanding. Dilutive potential common stock shares included the assumed stock options exercises, vesting and issuance activities of restricted stock units and estimated common stock issuance under the employee stock purchase plan.

As the Company reported net loss for the quarter ended March 31, 2021, all of these potentially dilutive securities were anti-dilutive. Accordingly, the diluted net loss per share of common stock was the same as basic net loss per share of common stock. In connection with the Business Combination, shares of the Company’s common stock and all potentially dilutive securities for the prior periods were retroactively adjusted based on the exchange ratio established in the Business Combination. Please refer to Note 3 “Business Combination” to the consolidated financial statements for the year ended January 2, 2022 included in the Annual Report.

The following table sets forth the computation of the Company’s basic and diluted net EPS of common stock for the periods presented below (in thousands, except share and per share amount):


	For the Quarters Ended
	April 3, 2022			March 31, 2021

Numerator:
Net income (loss) attributable to common stockholders - basic	$	42,707		$	(16,165	)
Increase in fair value of Private Placement Warrants		(67,800	)		—
Net loss attributable to common stockholders - Diluted	$	(25,093	)	$	(16,165	)

Denominator:
Weighted-average shares outstanding used in computing net income (loss) per share of common stock, basic		151,648,439			95,816,889
Dilutive effect of Private Placement Warrants		1,690,023			—
Weighted-average shares outstanding used in computing net loss per share of common stock, diluted		153,338,462			95,816,889

Net income (loss) per share of common stock:
Basic	$	0.28		$	(0.17	)
Diluted	$	(0.16	)	$	(0.17	)

The following table discloses shares of the securities that were not included in the diluted EPS calculation above because they are anti-dilutive for the quarters ended April 3, 2022 and March 31, 2021. As the Company reported net loss for the quarter ended March 31, 2021, all of these potentially dilutive securities were anti-dilutive.



	April 3, 2022		March 31, 2021
Stock options outstanding		5,536,905		730,176
Restricted stock units outstanding		917,079		—
Employee stock purchase plan estimated shares		78,198		—

Stock-based Compensation

3 Months Ended

Apr. 03, 2022

Share-based Payment Arrangement [Abstract]

Stock-based Compensation

Note 9. Stock-based Compensation

The Company issues stock-based compensation to employees and non-employees in the form of stock options and restricted stock units (“RSUs”). Additionally, the Company also offers employee stock purchase plan (“ESPP”) to its eligible employees. The Company uses Black-Scholes option pricing model to value its stock options granted and the estimated shares to be purchased under the ESPP. For RSUs, the Company uses its common stock price, which is the last reported sales price on the grant date to value them. The Company records forfeitures as they occur.

The following table summarizes the total stock-based compensation expense, by operating expense category, recognized in the condensed consolidated statements of operations for the periods presented below (in thousands).


	For the Quarters Ended
	April 3, 2022		March 31, 2021
Cost of revenue	$	—	$	274
Research and development		2,512		959
Selling, general and administrative		2,726		185
Total stock-based compensation expense	$	5,238	$	1,418

For the quarter ended April 3, 2022, the Company capitalized $0.3 million of stock-based compensation as property and equipment, net in the condensed consolidated balance sheet. There was no recognized tax benefit related to stock-based compensation expense for the quarters ended April 3, 2022 and March 31, 2021. In addition, the Company accrued $1.0 million of bonus to be settled in equity awards as accrued compensation on the Condensed Consolidated Balance Sheet as of April 3, 2022.

As of April 3, 2022, there was approximately $50.6 million of total unrecognized stock-based compensation expense related to unvested equity awards, which are expected to be recognized over a weighted-average period of 3.6 years.

Stock Option Activity

The following table summarized stock option activities for the quarter ended April 3, 2022 (in thousands, except share and per share amount).


	Number of Options Outstanding			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)		Aggregate Intrinsic Value(1)(2)
Balances as of January 3, 2022		5,753,005		$	8.88
Granted		31,190			15.47
Exercised		(91,910	)		2.17			$	1,249
Forfeited		(155,380	)		8.20
Balances as of April 3, 2022		5,536,905		$	9.05		9.0	$	32,364
Vested and expected to vest at April 3, 2022		9,839,447		$	5.12		8.8	$	95,515
Vested and exercisable at April 3, 2022		914,342		$	6.60		8.3	$	7,466
Unvested and exercisable at April 3, 2022		4,217,643		$	8.84		9.0	$	24,899


(1)	The intrinsic value of options exercised is based upon the value of the Company’s stock at exercise.
(2)	The aggregate intrinsic value of the stock options outstanding as of April 3, 2022 represents the value of the Company’s closing stock price at $14.74 on April 1, 2022 in excess of the exercise price multiplied by the number of options outstanding.

Unvested early exercised stock options which are subject to repurchase by the Company are not considered participating securities as those shares do not have non-forfeitable rights to dividends or dividend equivalents. Unvested early exercised stock options are not considered outstanding for purposes of the weighted average outstanding share calculation until they vest.

As of April 3, 2022, 4,302,542 shares remained subject to the Company’s right of repurchase as a result of early exercised stock options. The remaining liability related to early exercised shares as of April 3, 2022 was $0.3 million and was recorded in other current and non-current liabilities in the condensed consolidated balance sheets.

Restricted Stock Unit Activity

The Company generally grants RSUs with requisite service vesting condition. Each RSU is not considered issued and outstanding and does not have voting rights until it is converted into one share of the Company’s common stock upon vesting. The following table summarized RSUs activities for the quarter ended April 3, 2022 (in thousands, except share and per share amount).


	Number of Shares Outstanding			Weighted Average Grant Date Fair Value
Non-vested RSUs Balances as of January 2, 2022		535,449		$	23.38
Granted		446,075			17.55
Vested		(33,761	)		20.84
Forfeited		(30,684	)		26.27
Non-vested RSUs outstanding as of April 3, 2022		917,079		$	20.54

Related Party Transactions

3 Months Ended

Apr. 03, 2022

Related Party Transactions

Note 10. Related Party

Founder Shares

On September 24, 2020, RSVAC issued an aggregate of 5,750,000 shares of common stock (the “Founder Shares”) to the Sponsor, Rodgers Capital LLC, for an aggregate purchase price of $25,000 in cash. The Sponsor agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earlier to occur of: (A) one year after the completion of Business Combination or (B) subsequent to a Business Combination, (x) if the last reported sale price of the Company’s common stock equals or exceeds $14.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after Business Combination, or (y) the date on which the Company completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of the Company’s stockholders having the right to exchange their shares of common stock for cash, securities or other property. On September 8, 2021, the Sponsor made an in-kind distribution of a portion of its Founder Shares to certain members of Rodgers Capital LLC.

Related Party Loans

On May 24, 2021, the Company issued to a member of the board of directors a secured promissory note (the “Secured Promissory Note”) with an aggregate principal balance of $15.0 million and an interest at a rate of 7.5% per annum, payable monthly and on the maturity date. On July 14, 2021, the Company repaid all amounts outstanding under the Secured Promissory Note, which totaled $15.2 million in principal and interest. In the connection with the note repayment, the Company incurred $0.1 million of loss on early debt extinguishment related to the write-off of unamortized debt issuance costs in the third quarter of 2021. The Company paid $0.2 million of interest for the fiscal year ended January 2, 2022. As of April 3, 2022 and January 2, 2022, the Company had no outstanding debt.

Employment Relationship

The Company employs a family member of the Company’s Chief Executive Officer as an equipment engineer in Fremont.

Summary of Significant Accounting Policies (Policies)	3 Months Ended
Summary of Significant Accounting Policies (Policies)	Apr. 03, 2022
Accounting Policies [Abstract]
Business Combination	Business Combination On July 14, 2021 (the “Closing Date”), Enovix Corporation, a Delaware Corporation (“Legacy Enovix”), Rodgers Silicon Valley Acquisition Corp. (“RSVAC”), and RSVAC Merger Sub Inc., a Delaware Corporation and wholly owned subsidiary of RSVAC (“Merger Sub”), consummated the closing of the transactions contemplated by the Agreement and Plan of Merger, dated February 22, 2021 (the “Business Combination”), by and among RSVAC, Merger Sub and Legacy Enovix (the “Merger Agreement”), following the approval at a special meeting of the stockholders of RSVAC held on July 12, 2021 (the “Special Meeting”). Following the consummation of the Business Combination on the Closing Date, Legacy Enovix changed its name to Enovix Operations Inc., and RSVAC changed its name from Rodgers Silicon Valley Acquisition Corp. to Enovix Corporation. Please refer to Note 3 “Business Combination” to the consolidated financial statements for the year ended January 2, 2022 included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 2, 2022, filed with the Securities and Exchange Commission (the “SEC”) on March 25, 2022 (the “Annual Report”) for further details of the Business Combination.
Basis of Presentation and Consolidation	Basis of Presentation and Consolidation The accompanying condensed consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States (“GAAP”). The condensed consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, and the Business Combination from the Closing Date. All intercompany balances and transactions have been eliminated in consolidation. The Business Combination has been accounted for as a reverse recapitalization under GAAP. This determination is primarily based on Legacy Enovix stockholders comprising a relative majority of the voting power of Enovix and having the ability to nominate the members of the Board, Legacy Enovix’s operations prior to the acquisition comprising the only ongoing operations of Enovix, and Legacy Enovix’s senior management comprising a majority of the senior management of Enovix. Under this accounting method, RSVAC was treated as the “acquired” company and Legacy Enovix was treated as the acquirer for financial reporting purposes. Accordingly, for accounting purposes, the financial statements of Enovix represent a continuation of the financial statements of Legacy Enovix with the Business Combination being treated as the equivalent of Enovix issuing common stock for the net assets of RSVAC, accompanied by a recapitalization. The net liabilities of RSVAC, other than its warrant liabilities, were stated at historical cost, which approximates to its fair values. Its warrant liabilities were stated at its fair values and no goodwill or other intangible assets were recorded. Results of operations prior to the Business Combination are presented as those of Enovix. Beginning in the third quarter of 2021, historical shares and corresponding capital amounts, as well as for net loss per share, prior to the Business Combination, have been retrospectively adjusted using the exchange ratio as defined in the Business Combination for the equivalent number of shares outstanding immediately after the Business Combination to the effect the reverse recapitalization. The Company did not have any other comprehensive income or loss for the periods presented. Accordingly, net income (loss) and comprehensive income (loss) are the same for the periods presented. Additionally, the Company did not have any income tax expenses for the periods presented.
Liquidity and Capital Resources	Liquidity and Capital Resources The Company has incurred recurring operating losses and negative cash flows from operations since its inception through April 3, 2022 and expects to incur operating losses for the foreseeable future. As of April 3, 2022, the Company had a working capital of $398.1 million and an accumulated deficit of $290.4 million. In connection with the Business Combination in July 2021, the Company raised approximately $373.7 million of net proceeds, after deducting transaction costs and estimated offering related expenses. Please refer to Note 3 “Business Combination” of the notes to the consolidated financial statements for the year ended January 2, 2022 included in the Annual Report for more information. In December 2021, the Company received $77.2 million of gross proceeds from the exercises of the Public Warrants (as defined under the heading “Common Stock Warrants” in Note 7 “Warrants”), which were being traded in the Nasdaq Global Select Market (“Nasdaq”). In January 2022, the Company received $52.8 million of net proceeds from the exercise of the Public Warrants. The Company plans to use the proceeds from the exercises of the Public Warrants for general corporate purposes. Based on the anticipated spending, cash received from the Business Combination and timing of expenditures, the Company currently expects that its cash will be sufficient to meet its funding requirements over the next twelve months. Going forward, the Company may require additional financing for its future operation expansion. The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business.
Unaudited Interim Condensed Consolidated Financial Statements	Unaudited Interim Condensed Consolidated Financial Statements The condensed consolidated balance sheet as of April 3, 2022, the condensed consolidated statements of operations, condensed consolidated statements of changes in shareholders’ equity for the quarters ended April 3, 2022 and March 31, 2021, and the condensed consolidated statements of cash flows for the quarters ended April 3, 2022 and March 31, 2021 are unaudited. These accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC for interim financial reporting. In the opinion of management, these unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring items, considered necessary to present fairly the Company’s financial condition, results of operations, stockholders’ equity and cash flows for the periods presented above. The results of operations for the quarter ended April 3, 2022 are not necessarily indicative of the operating results for the full year, and therefore should not be relied upon as an indicator of future results. The condensed consolidated balance sheet as of January 2, 2022 included herein was derived from the audited consolidated financial statements as of that date. The accompanying condensed consolidated financial statements and related notes included in the Annual Report.
Use of Estimates	Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the condensed consolidated financial statements and accompanying notes during the reporting periods. Estimates and assumptions include but are not limited to: depreciable lives for property and equipment, the valuation allowance on deferred tax assets, assumptions used in stock-based compensation, incremental borrowing rate for operating right-of-use assets and lease liabilities, and estimates to fair value convertible preferred stock warrants and common stock warrants. Management bases its estimates on historical experience and on various other market-specific and relevant assumptions that it believes to be reasonable under the circumstances. In the preparation of our condensed consolidated financial statements, the Company has considered potential impacts of the COVID-19 pandemic on its critical and significant accounting estimates. There was no significant impact to its condensed consolidated financial statements. The Company will continue to evaluate the nature and extent of the potential impacts to its business and its condensed consolidated financial statements.
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies With the exception of the change for the accounting of credit losses as a result of the adoption of Accounting Standards Update (“ASU”), 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), there have been no new or material changes to the significant accounting policies disclosed in Note 2 “Summary of Significant Accounting Policies,” of the notes to the consolidated financial statements for the fiscal year ended January 2, 2022 included in the Annual Report. Credit Losses The Company is exposed to credit losses primarily through its available-for-sale investments. The Company invests excess cash in marketable securities with high credit ratings that are classified in Level 1 and Level 2 of the fair value hierarchy. The Company’s investment portfolio at any point in time contains investments in U.S. treasury and U.S. government agency securities, taxable and tax-exempt municipal notes, corporate notes and bonds, commercial paper, non-U.S. government agency securities and money market funds, and are classified as available-for-sale. The Company assesses whether its available-for sale investments are impaired at each reporting period. Unrealized losses or impairments resulting from the fair value of the available-for-sale debt security being below the amortized cost basis are evaluated for identification of credit losses and non-credit related losses. Any credit losses are charged to earnings against the allowance for credit losses of the debt security, limited to the difference between the fair value and the amortized cost basis of the debt security. Any difference between the fair value of the debt security and the amortized cost basis, less the allowance for credit losses, are reported in other comprehensive income (loss). Expected cash inflows due to improvements in credit are recognized through a reversal of the allowance for credit losses subject to the total allowance previously recognized. The Company’s expected loss allowance methodology for the debt securities is developed by reviewing the extent of the unrealized loss, the size, term, geographical location, and industry of the issuer, the issuers’ credit ratings and any changes in those ratings, as well as reviewing current and future economic market conditions and the issuers’ current status and financial condition. The Company considered the current and expected future economic and market conditions and determined that the estimate of credit losses was not significantly impacted. As of April 3, 2022, the Company has not recognized an allowance for expected credit losses related to available-for-sale investments as the Company did not have available-for-sale investments for the quarter.
Emerging Growth Company Status	Emerging Growth Company Status The Company is an emerging growth company (“EGC”), as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, EGC’s can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. Other than the adoption of Accounting Standards Codification (“ASC”) 842, Leases, as discussed below, the Company has elected to use this extended transition period under the JOBS Act until such time the Company is no longer considered to be an EGC.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements Effective January 3, 2022, the Company adopted ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which changed the impairment model for most financial assets and certain other instruments. The Company adopted ASU 2016-13 using a modified retrospective transition method, which required a cumulative-effect adjustment, if any, to the opening balance of retained earnings to be recognized on the date of adoption with prior periods not restated. The adoption of this ASU 2016-13 did not have a material impact on its condensed consolidated financial statements. See “Credit Losses” above for a description of the Company’s credit losses accounting policy.

Fair Value Measurements (Tables)

3 Months Ended

Apr. 03, 2022

Fair Value Disclosures [Abstract]

Schedule of Assets Measured at Fair Value on Recurring Basis

The following table details the fair


	Fair Value Measurement using
	Level 1		Level 2		Level 3		Total Fair Value
As of April 3, 2022
Liabilities:
Private Placement Warrants	$	—	$	—	$	56,460	$	56,460

As of January 2, 2022
Liabilities:
Private Placement Warrants	$	—	$	—	$	124,260	$	124,260

Schedule of Changes in Fair Value for Level 3

The changes for Level 3 items measured at fair value on a recurring basis using significant unobservable inputs are as follows (in thousands):

Schedule of Key Assumptions for Determining Fair Value of Convertible Preferred Stock Warrants and Common Stock Warrants

The following table summarizes the key assumptions used for determining the fair value of convertible preferred stock warrants and common stock warrants.


	Private Placement Warrants outstanding as of April 3, 2022	Private Placement Warrants outstanding as of January 2, 2022	Convertible preferred stock warrants exercised on February 22, 2021
Expected term (in years)	4.3	4.5	2.5 - 4.1
Expected volatility	75.0%	77.5%	75.0%
Risk-free interest rate	2.8%	1.2%	0.2% - 0.4%
Expected dividend rate	0.0%	0.0%	0.0%

Property and Equipment (Tables)

3 Months Ended

Apr. 03, 2022

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment [Table Text Block]

Property and equipment as of April 3, 2022 and January 2, 2022, consisted of the following (in thousands):


	April 3, 2022			January 2, 2022
Process equipment	$	6,636		$	6,636
Office equipment		917			918
Furniture and fixtures		678			639
Leasehold improvements		1,878			1,878
Construction in progress		77,899			71,133
Total property and equipment		88,008			81,204
Less: Accumulated depreciation		(4,906	)		(4,591	)
Property and equipment, net	$	83,102		$	76,613

Depreciation and amortization expenses related to property and equipment for the quarters ended April 3, 2022 and March 31, 2021 were $0.3 million and $0.1 million, respectively.

Lease (Tables)

3 Months Ended

Apr. 03, 2022

Leases [Abstract]

Summary of Lease Costs

The components of lease costs were as follows (in thousands):


	For the Quarters Ended
	April 3, 2022		March 31, 2021
Operating lease cost	$	420	$	292

Supplemental lease

Supplemental lease information:


	As of
Operating leases	April 3, 2022	March 31, 2021
Weighted-average remaining lease term	8.4 years	9.3 years
Weighted-average discount rate	6.8%	6.8%

Summary of supplemental cash flow information

Supplemental cash flow information related to leases are as follows (in thousands):


	For the Quarters Ended
	April 3, 2022		March 31, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	336	$	312
Lease liabilities arising from obtaining ROU assets:
Operating leases		—		8,763

Schedule of Maturity of Lease Liabilities

Maturities of Lease Liabilities

The following is a schedule of maturities of lease liabilities as of April 3, 2022 (in thousands).


	Operating lease
2022 (remaining nine months)	$	1,029
2023		1,406
2024		1,449
2025		1,492
2026		1,491
Thereafter		5,774
Total		12,641
Less: imputed interest		(3,220	)
Present value of lease liabilities	$	9,421

Net Earnings (Loss) per Share (Tables)

3 Months Ended

Apr. 03, 2022

Earnings Per Share [Abstract]

Reconciliation of net loss per common share

The following table sets forth the computation of the Company’s basic and diluted net EPS of common stock for the periods presented below (in thousands, except share and per share amount):


	For the Quarters Ended
	April 3, 2022			March 31, 2021

Numerator:
Net income (loss) attributable to common stockholders - basic	$	42,707		$	(16,165	)
Increase in fair value of Private Placement Warrants		(67,800	)		—
Net loss attributable to common stockholders - Diluted	$	(25,093	)	$	(16,165	)

Denominator:
Weighted-average shares outstanding used in computing net income (loss) per share of common stock, basic		151,648,439			95,816,889
Dilutive effect of Private Placement Warrants		1,690,023			—
Weighted-average shares outstanding used in computing net loss per share of common stock, diluted		153,338,462			95,816,889

Net income (loss) per share of common stock:
Basic	$	0.28		$	(0.17	)
Diluted	$	(0.16	)	$	(0.17	)

Schedule of anti-dilutive securities excluded from computation of diluted earning per share

As the Company reported net loss for the quarter ended March 31, 2021, all of these potentially dilutive securities were anti-dilutive.



	April 3, 2022		March 31, 2021
Stock options outstanding		5,536,905		730,176
Restricted stock units outstanding		917,079		—
Employee stock purchase plan estimated shares		78,198		—

Stock-based Compensation (Tables)

3 Months Ended

Apr. 03, 2022

Share-based Payment Arrangement [Abstract]

Summary of total stock-based compensation expense, by operating expense category


	For the Quarters Ended
	April 3, 2022		March 31, 2021
Cost of revenue	$	—	$	274
Research and development		2,512		959
Selling, general and administrative		2,726		185
Total stock-based compensation expense	$	5,238	$	1,418

Summary of Stock Option Activity

The following table summarized stock option activities for the quarter ended April 3, 2022 (in thousands, except share and per share amount).


	Number of Options Outstanding			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)		Aggregate Intrinsic Value(1)(2)
Balances as of January 3, 2022		5,753,005		$	8.88
Granted		31,190			15.47
Exercised		(91,910	)		2.17			$	1,249
Forfeited		(155,380	)		8.20
Balances as of April 3, 2022		5,536,905		$	9.05		9.0	$	32,364
Vested and expected to vest at April 3, 2022		9,839,447		$	5.12		8.8	$	95,515
Vested and exercisable at April 3, 2022		914,342		$	6.60		8.3	$	7,466
Unvested and exercisable at April 3, 2022		4,217,643		$	8.84		9.0	$	24,899


(1)	The intrinsic value of options exercised is based upon the value of the Company’s stock at exercise.
(2)	The aggregate intrinsic value of the stock options outstanding as of April 3, 2022 represents the value of the Company’s closing stock price at $14.74 on April 1, 2022 in excess of the exercise price multiplied by the number of options outstanding.

Summary of RSUs activities

The following table summarized RSUs activities for the quarter ended April 3, 2022 (in thousands, except share and per share amount).


	Number of Shares Outstanding			Weighted Average Grant Date Fair Value
Non-vested RSUs Balances as of January 2, 2022		535,449		$	23.38
Granted		446,075			17.55
Vested		(33,761	)		20.84
Forfeited		(30,684	)		26.27
Non-vested RSUs outstanding as of April 3, 2022		917,079		$	20.54

Business Combination - Additional Information (Details) - $ / shares	Apr. 03, 2022	Jan. 02, 2022
Business Acquisition [Line Items]
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares issued	156,419,718	152,272,287
Common stock, shares authorized	1,000,000,000	1,000,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000

Business Combination - Summary of Number of Shares of Common Stock Issued in Consummation of Merger (Parenthetical) (Details) - shares	Apr. 03, 2022	Jan. 02, 2022
Business Acquisition [Line Items]
Common stock, shares outstanding	156,419,718	152,272,287

Business Combination - Summary of Net Cash Proceeds from Business Combination (Details) $ in Millions	3 Months Ended
	Apr. 03, 2022 USD ($)
Business Acquisition [Line Items]
Net cash contributions from Business Combination	$ 373.7

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended		3 Months Ended
	Jan. 07, 2022	Jan. 31, 2022	Dec. 31, 2021	Apr. 03, 2022	Mar. 31, 2021	Jan. 02, 2022
Class of Warrant or Right [Line Items]
Accumulated deficit				$ (290,445)		$ (333,152)
Working capital				398,100
Proceeds from business acquisition				373,700
Allowance for credit losses				$ 0
Common stock issued				156,419,718		152,272,287
Common stock outstanding				156,419,718		152,272,287
Common stock, par value				$ 0.0001		$ 0.0001
Proceeds from exercise of common stock warrants, net				$ 52,828	$ 0
Public Warrants [Member]
Class of Warrant or Right [Line Items]
Proceeds from exercise of common stock warrants, net	$ 47,500	$ 52,800	$ 77,200

Fair Value Measurements - Schedule of Assets Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands	Apr. 03, 2022	Jan. 02, 2022
Liabilities:
Warrant liability	$ 56,460	$ 124,260
Private Placement Warrants [Member]
Liabilities:
Warrant liability	56,460	124,260
Level 1 [Member] \| Private Placement Warrants [Member]
Liabilities:
Warrant liability
Level 3 [Member] \| Private Placement Warrants [Member]
Liabilities:
Warrant liability	56,460	124,260
Level 2 [Member] \| Private Placement Warrants [Member]
Liabilities:
Warrant liability

Fair Value Measurement Additional Information (Details) - Private Placement Warrants [Member] - $ / shares	Apr. 03, 2022	Jul. 31, 2021
Financial Instruments Subject to Mandatory Redemption by Settlement Terms [Line Items]
Warrants outstanding, shares		6,000,000
Fair value of warrant per share	$ 9.41
Fair value of exercise price	$ 11.50

Fair Value Measurements - Schedule of Changes in Fair Value for Level 3 (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 03, 2022	Mar. 31, 2021
Private Placement Warrants [Member]
Shares Subject To Mandatory Redemption By Settlement Terms [Line Items]
Warrant liabilities at beginning of period	$ 124,260
Change in valuation inputs or other assumptions	(67,800)
Warrant liabilities at end of period	$ 56,460
Convertible Preferred Stock Warrants [Member]
Shares Subject To Mandatory Redemption By Settlement Terms [Line Items]
Warrant liabilities at beginning of period		$ 15,995
Settlements		(20,776)
Change in valuation inputs or other assumptions		4,781
Warrant liabilities at end of period		$ 0

Fair Value Measurements - Schedule of Key Assumptions for Determining Fair Value of Convertible Preferred Stock Warrants and Common Stock Warrants (Details)	Apr. 03, 2022	Jan. 02, 2022	Feb. 22, 2021
Risk-Free Interest Rate [Member] \| Common Stock Warrants Outstanding [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Derivative liabilities, Measurement input	2.8	1.2
Risk-Free Interest Rate [Member] \| Convertible Preferred Stock Warrants Exercised [Member] \| Maximum [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Derivative liabilities, Measurement input			0.4
Risk-Free Interest Rate [Member] \| Convertible Preferred Stock Warrants Exercised [Member] \| Minimum [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Derivative liabilities, Measurement input			0.2
Expected Volatility [Member] \| Common Stock Warrants Outstanding [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Derivative liabilities, Measurement input	75.0	77.5
Expected Volatility [Member] \| Convertible Preferred Stock Warrants Exercised [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Derivative liabilities, Measurement input			75.0
Expected Term (Years) [Member] \| Common Stock Warrants Outstanding [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Public warrants expiration term	4 years 3 months 18 days	4 years 6 months
Expected Term (Years) [Member] \| Convertible Preferred Stock Warrants Exercised [Member] \| Maximum [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Public warrants expiration term			4 years 1 month 6 days
Expected Term (Years) [Member] \| Convertible Preferred Stock Warrants Exercised [Member] \| Minimum [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Public warrants expiration term			2 years 6 months
Expected Dividend Rate [Member] \| Common Stock Warrants Outstanding [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Derivative liabilities, Measurement input	0.0	0.0
Expected Dividend Rate [Member] \| Convertible Preferred Stock Warrants Exercised [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Derivative liabilities, Measurement input			0.0

Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands	Apr. 03, 2022	Jan. 02, 2022
Property, Plant and Equipment [Abstract]
Process equipment	$ 6,636	$ 6,636
Office equipment	917	918
Furniture and fixtures	678	639
Leasehold improvements	1,878	1,878
Construction in progress	77,899	71,133
Total property and equipment	88,008	81,204
Less: Accumulated depreciation	4,906	4,591
Property and equipment, net	$ 83,102	$ 76,613

Property and Equipment - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 03, 2022	Mar. 31, 2021
Property, Plant and Equipment [Abstract]
Depreciation and amortization expenses	$ 314	$ 141

Leases - Additional Information (Details)	3 Months Ended
Leases - Additional Information (Details)	Apr. 03, 2022
Lessee, Lease, Description [Line Items]
Period For Option To Extend Leases	5 years
Option to extend description	In March 2021, the Company entered into a new agreement to lease office space in Fremont, California under a noncancelable operating lease that expires in April 2026 with an option to extend for five years.
Lease Expiration Date	Aug. 31, 2030

Leases - Summary of Lease Costs (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 03, 2022	Mar. 31, 2021
Leases [Abstract]
Operating lease cost	$ 420	$ 292

Leases - Supplemental Lease Information (Details)	Apr. 03, 2022	Mar. 31, 2021
Leases [Abstract]
Weighted average remaining lease term	8 years 4 months 24 days	9 years 3 months 18 days
Weighted average discount rate	6.80%	6.80%

Leases - Supplemental Cash Flow Information Related To Leases (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 03, 2022	Mar. 31, 2021
Leases [Abstract]
Operating cash flows from operating leases	$ 336	$ 312
Operating leases	$ 0	$ 8,763

Leases - Schedule of Maturity of Lease Liabilities (Details) $ in Thousands	Apr. 03, 2022 USD ($)
Leases [Abstract]
2022 (remaining nine months)	$ 1,029
2023	1,406
2024	1,449
2025	1,492
2026	1,491
Thereafter	5,774
Total lease payments	12,641
Imputed Interest	(3,220)
Operating Lease, Liability	$ 9,421

Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions	Apr. 03, 2022	Jan. 02, 2022
Purchase Commitment, Excluding Long-term Commitment [Line Items]
Contractual obligation	$ 11.5	$ 17.4

Warrants - Schedule of Preferred Stock Shares Authorized, Issued and Outstanding, Carrying Price and Liquidation (Details) - USD ($)	Apr. 03, 2022	Jan. 02, 2022
Class of Stock [Line Items]
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Preferred Stock, Carrying Value

Warrants - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands				1 Months Ended		3 Months Ended
	Jan. 19, 2022	Jan. 07, 2022	Feb. 22, 2021	Jan. 31, 2022	Dec. 31, 2021	Apr. 03, 2022	Mar. 31, 2021	Jan. 02, 2022	Jul. 31, 2021
Class Of Stock [Line Items]
Preferred stock, par value						$ 0.0001		$ 0.0001
Preferred stock, shares issued						0		0
Preferred stock, shares outstanding						0		0
Proceeds from exercise of convertible preferred stock warrants							$ 102
Proceeds from exercise of Public Warrants.						$ 52,828	$ 0
Warrants redemption price		$ 0.01
Public Warrants [Member]
Class Of Stock [Line Items]
Unexercised warrants		195,640
Exercise price of warrants		$ 0.01
Warrants outstanding, shares		4,126,466
Proceeds from exercise of Public Warrants.		$ 47,500		$ 52,800	$ 77,200
Public Warrants [Member] \| Common Stock [Member]
Class Of Stock [Line Items]
Warrants outstanding, shares								4,322,106	11,500,000
Private Placement Warrants [Member] \| Common Stock [Member]
Class Of Stock [Line Items]
Exercise price of warrants						$ 11.50
Warrants outstanding, shares						6,000,000			6,000,000
Private Placement Warrants [Member] \| Common Stock [Member] \| Initial Public Offering [Member]
Class Of Stock [Line Items]
Class of warrant or right issued						6,000,000
Warrants [Member]
Class Of Stock [Line Items]
Proceeds from exercise of Public Warrants.	$ 52,800
Other receivable	$ 5,300
Warrants [Member] \| Common Stock [Member]
Class Of Stock [Line Items]
Warrants outstanding, shares									17,500,000
Warrants [Member] \| Convertible Preferred Stock [Member]
Class Of Stock [Line Items]
Warrants outstanding, shares						0		0
Warrants [Member] \| Legacy Enovix Series D Convertible Preferred Stock [Member]
Class Of Stock [Line Items]
Exercise price of warrants			$ 0.01
Warrants outstanding, shares			10,160,936
Proceeds from exercise of Public Warrants.			$ 100

Net Earnings (Loss) per Share - Reconciliation of Net Loss per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Apr. 03, 2022	Mar. 31, 2021
Numerator:
Net income (loss) attributable to common stockholders - basic	$ 42,707	$ (16,165)
Dilutive effect of Private Placement Warrants	(67,800)	4,781
Net loss attributable to common stockholders - Diluted	$ (25,093)	$ (16,165)
Denominator:
Weighted-average shares outstanding used in computing net income (loss) per share of common stock, basic	151,648,439	95,816,889
Dilutive effect of equity awards and Private Placement Warrants	1,690,023
Weighted-average shares outstanding used in computing net loss per share of common stock, Diluted	153,338,462	95,816,889
Net income (loss) per share of common stock:
Basic	$ 0.28	$ (0.17)
Diluted	$ (0.16)	$ (0.17)

Net Earnings (Loss) per Share - Summary of potentially dilutive securities excluded from computation of diluted net loss per share (Details) - shares	3 Months Ended
	Apr. 03, 2022	Mar. 31, 2021
Stock Options Outstanding [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities (in shares)	5,536,905	730,176
Restricted Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities (in shares)	917,079
Employee stock purchase plan estimated shares [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities (in shares)	78,198

Stock-based Compensation - Summary of total stock-based compensation expense, by operating expense category (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 03, 2022	Mar. 31, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 5,238	$ 1,418
Cost of Revenue [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	0	274
Research and Development [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	2,512	959
Selling, General and Administrative [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 2,726	$ 185

Stock-based Compensation (Additional Information) (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 03, 2022	Mar. 31, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense, tax benefit	$ 0	$ 0
Unrecognized stock-based compensation expenses	$ 50,600
Weighted average period of recognition for unrecognized stock-based compensation	3 years 7 months 6 days
Shares remained subject to right of repurchase	4,302,542
Early exercised liability	$ 300
Share-based Payment Arrangement, Amount Capitalized	300
Accrued Bonuses	$ 1,000

Stock-based Compensation - Summary of stock option activity (Details) $ / shares in Units, $ in Thousands	3 Months Ended
	Apr. 03, 2022 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Number of Options Outstanding, Beginning Balance \| shares	5,753,005
Number of Options Outstanding, Granted \| shares	31,190
Number of Options Outstanding, Exercised \| shares	(91,910)
Number of Options Outstanding, Forfeited \| shares	(155,380)
Number of Options Outstanding, Ending Balance \| shares	5,536,905
Number of Options Outstanding, Vested and expected to vest \| shares	9,839,447
Number of Options Outstanding, Vested and exercisable \| shares	914,342
Number of Options Outstanding , Unvested and exercisable \| shares	4,217,643
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]
Weighted Average Exercise Price, Beginning Balance \| $ / shares	$ 8.88
Weighted Average Exercise Price, Granted \| $ / shares	15.47
Weighted Average Exercise Price, Exercised \| $ / shares	2.17
Weighted Average Exercise Price, Forfeited \| $ / shares	8.20
Weighted Average Exercise Price, Ending Balance \| $ / shares	9.05
Weighted Average Exercise Price, Vested and expected to vest \| $ / shares	5.12
Weighted Average Exercise Price, Vested and exercisable \| $ / shares	6.60
Weighted Average Exercise Price, Unvested and exercisable \| $ / shares	$ 8.84
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Weighted Average Remaining Contractual Life (Years), Ending Balance	9 years
Weighted Average Remaining Contractual Life (Years), Vested and expected to vest	8 years 9 months 18 days
Weighted Average Remaining Contractual Life (Years), Vested and exercisable	8 years 3 months 18 days
Weighted Average Remaining Contractual Life (Years), Unvested and exercisable	9 years
Aggregate Intrinsic Value, Exercised \| $	$ 1,249
Aggregate Intrinsic Value, Ending Balance \| $	32,364
Aggregate Intrinsic Value, Vested and expected to vest \| $	95,515
Aggregate Intrinsic Value, Vested and exercisable \| $	7,466
Aggregate Intrinsic Value, Unvested and exercisable \| $	$ 24,899

Stock-based Compensation - Summary of stock option activity (Parenthetical) (Details)	Apr. 01, 2022 $ / shares
Share-based Payment Arrangement [Abstract]
Common stock closing price	$ 14.74

Stock-based Compensation - Schedule Of Share Based Compensation Arrangement By Share Based Payment Award Restricted Stock Units (Details) - $ / shares	3 Months Ended
	Apr. 03, 2022	Jan. 02, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Options Outstanding, Granted	31,190
Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Non-vested RSUs Beginning Balances	917,079	535,449
Number of Options Outstanding, Granted	446,075
Number of Options Outstanding, Vested	(33,761)
Number of Options Outstanding, Forfeited	(30,684)
Non-vested RSUs Ending Balances	917,079	535,449
Weighted Average Grant Date Fair Value, Beginning Balance	$ 20.54	$ 23.38
Weighted Average Grant Date Fair Value, Granted	17.55
Weighted Average Grant Date Fair Value, Vested	20.84
Weighted Average Grant Date Fair Value, Forfeited	26.27
Weighted Average Grant Date Fair Value, Ending Balance	$ 20.54	$ 23.38

Related Party Transactions - Additional Information (Details) - USD ($)			3 Months Ended	12 Months Ended
	Jul. 14, 2021	Sep. 24, 2020	Oct. 03, 2021	Jan. 02, 2022	May 24, 2021
Founder Shares [Member] \| Sponsor, Rodgers Capital LLC [Member] \| Common Stock [Member]
Related Party Transaction [Line Items]
Founder Shares Issuance		5,750,000
aggregate purchase price for RSVAC Founder Shares		$ 25,000
Restrictions on transfer period of time after business combination completion		1 year
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination		$ 14.00
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination		20 days
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination		30 days
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences		150 days
Related Party Loans [Member]
Related Party Transaction [Line Items]
Loss on early debt extinguishment related to the write-off of unamortized debt issuance costs			$ 100,000
Interest paid				$ 200,000
Related Party Loans [Member] \| Promissory Note [Member]
Related Party Transaction [Line Items]
Repayment of debt	$ 15,200,000
Board of Directors [Member] \| Related Party Loans [Member] \| Promissory Note [Member]
Related Party Transaction [Line Items]
Debt principal amount					$ 15,000,000.0
Interest rate payable monthly					7.50%