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Jamba: Unaudited Pro Forma Condensed Consolidated Balance Sheets

The following excerpt is from the company's SEC filing.

(Dollars in thousands, except share and per share amounts)

PRO FORMA ADJUSTMENTS

Reported

April Disposal

June Disposal

July Disposal

September

October

Pro Forma

Disposals

Adjustments

ASSETS

Current assets:

Cash and cash equivalents

17,750

20,620

44,068

61,819

Receivables, net of allowances of $280 and $291

16,977

Inventories

(1,118

Prepaid and refundable income taxes

Prepaid rent

Assets held for sale

26,626

(2,427

(1,311

(8,424

(1,584

(2,086

(16,023

10,603

Prepaid expenses and other current assets

(b) (c)

Total current assets

72,736

(1,011

11,752

28,093

100,828

Property, fixtures and equipment, net

15,236

(3,683

(6,556

Goodwill

Trademarks and other intangible assets, net

Other long-term assets

Total assets

92,489

(1,018

13,752

23,457

115,946

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:

Accounts payable

Accrued compensation and benefits

Workers' compensation and health insurance reserves

Accrued jambacard liability

38,184

Other current liabilities

16,454

Total current liabilities

66,200

Deferred revenue and other long-term liabilities

10,823

Total liabilities

75,744

77,023

Stockholders' equity:

Common stock

Additional paid-in-capital

396,629

Treasury Shares at cost

(11,991

Accumulated deficit

(368,041

(1,228

13,058

22,310

(345,731

Total equity attributable to Jamba, Inc.

16,614

38,924

Noncontrolling interest

Total stockholders' equity

16,745

22,179

Total liabilities and stockholders' equity

23,458

115,947

JAMBA, INC.

UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands)

Reported Year ended December 30, 2014

April Disposal 1

April Disposal 2

May Disposal

June Disposal 1

June Disposal 2

July Disposal 1

July Disposal 2

September Disposal

October Disposal

Other Disposals

Total Adjustments

Pro Forma Year ended December 30, 2014

Revenue:

Company stores

198,737

(9,563

(6,551

(7,219

(6,543

(6,039

(19,595

(54,747

(10,210

(12,276

(3,996

(136,740

61,997

Franchise and other revenue

19,311

26,832

Total revenue

218,048

(9,037

(6,191

(6,822

(6,183

(5,707

(18,517

(51,736

(9,648

(11,601

(3,776

(129,219

88,829

Costs and operating expenses (income):

Cost of sales

52,236

(2,418

(1,634

(1,851

(1,677

(1,601

(5,168

(13,754

(2,630

(3,114

(1,031

(34,879

17,357

61,749

(3,164

(1,808

(2,198

(2,002

(1,871

(5,767

(16,735

(2,985

(3,853

(1,157

(41,539

20,210

Occupancy

27,630

(1,192

(2,838

(5,978

(1,250

(1,697

(16,612

11,018

Store operating

33,089

(1,473

(1,106

(1,024

(2,846

(7,954

(1,559

(1,845

(20,085

13,004

Depreciation and amortization

10,084

(1,622

(4,959

General and administrative

37,278

Other operating, net

Total costs and operating expenses

221,348

(8,748

(5,250

(6,321

(5,807

(5,360

(17,438

(46,042

(8,798

(11,109

(3,202

(118,074

103,274

(Loss) income from operations

(3,300

(1,080

(5,694

(11,145

(14,445

Other income (expense):

Interest income

Interest expense

Total other expense, net

(Loss) income before income taxes

(3,421

(14,566

Income tax expense

Net (loss) income

(3,589

(14,734

Preferred stock dividends and deemed dividends

Less: Net income attributable to noncontrolling interest

Net (loss) income attributable to common stockholders

(3,632

(11,102

Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements

Description of Refranchising Transactions

Beginning in January, 2015, Jamba Juice Company, a California corporation and wholly-owned subsidiary of Jamba, Inc. (the “Company”) began refranchising Company-owned stores located in the San Francisco Bay Area and Southern California as part of the Company’s refranchising initiative in multiple transactions.

April Disposal 1

In connection with the first refranchising transaction, the Company transferred to M5 Partners, Inc. all machinery, equipment, computer hardware (including point of sale equipment), furniture, fixtures, tools, signs, vehicles, other tangible personal property and all goodwill associated with stores for a purchase price of $1,850,000 plus payment for all marketable inventory and cash on hand at each of the stores. M5 Partners, Inc. agreed to enter into the Company’s standard franchise agreement with a ten-year term in connection with entering into the transaction.

April Disposal 2

In another refranchising transaction completed on April 28, 2015, the Company sold its 88% membership interest in Jamba Juice Southern California LLC (“JJSC”) to Strategic Marketing Sciences, Inc., its minority partner in the joint venture. JJSC was formed to operate a group of stores in Southern California. The purchase price for the membership interest was $3,000,000 plus payment for all marketable inventory and cash on hand at each of the stores. Strategic Marketing Sciences, Inc. agreed to enter into the Company’s standard franchise agreement with a ten-year term in connection with entering into the transaction.

May Disposal

On May 19, 2015, the Company completed the refranchising of a group of Company-owned stores located in the San Francisco Bay Area. In connection with the refranchising transaction, the Company transferred to Blended Star NorCal, Inc. all machinery, equipment, computer hardware (including point of sale equipment), furniture, fixtures, tools, signs, vehicles, other tangible personal property and all goodwill associated with stores for a purchase price of $2,500,000 plus payment for all marketable inventory and cash on hand at each of the stores. Blended Star NorCal, Inc. agreed to enter into the Company’s standard franchise agreement with a ten-year term in connection with entering into the transaction.

June Disposal 1

On June 9, 2015, the Company completed the refranchising of a group of Company-owned stores located in Southern California as part of its refranchising initiative. In connection with the refranchising transaction, the Company transferred to J’s Juice Masters, Inc. all machinery, equipment, computer hardware (including point of sale equipment), furniture, fixtures, tools, signs, other tangible personal property, all marketable inventory and all goodwill associated with the stores for a purchase price of $2,100,000 plus payment for cash on hand at each of the stores. J’s Juice Masters, Inc. agreed to enter into the Company’s standard franchise agreement with a ten-year term in connection with entering into the transaction.

June Disposal 2

On June 30, 2015, the Company completed the refranchising of a group of Company-owned stores located in Southern California as part of its refranchising initiative. In connection with the refranchising transaction, the Company transferred to CMCS 2 Juice, LP and CMCS 3 Juice, LP all machinery, equipment, computer hardware (including point of sale equipment), furniture, fixtures, tools, signs, other tangible personal property, all marketable inventory and all goodwill associated with the stores for a purchase price of $1,800,000 plus payment for cash on...


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