Jamba Juice 2014 Annual Report Download

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  
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Common Stock, par value $.001 per share The NASDAQ Stock Market LLC
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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¨ No x
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No x
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to the filing
requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File
required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files). Yes x No ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act (check one):
Large accelerated filer ¨Accelerated filer x
Non-accelerated filer ¨ (Do not check if a smaller reporting company) Smaller reporting company ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ¨ No x
The aggregate market value of the registrant’s common stock, $0.001 par value per share, held by non-affiliates as of the last day of the registrant’s second
fiscal quarter ended July 1, 2014 was $210,830,710 (based upon the closing sales price of registrant’s common stock on such date). For purposes of this
disclosure, shares of common stock held by persons who held more than 5% of the outstanding shares of common stock and shares held by officers and
directors of the registrant have been excluded in that such persons may be deemed to be affiliates. This determination of affiliate status is not necessarily a
conclusive determination for other purposes.
The number of shares of common stock of Jamba, Inc. issued and outstanding as of March 20, 2015 was 17,522,939 and 16,436,696, respectively.

Portions of the Proxy Statement for the 2015 Annual Meeting of Stockholders (the “Proxy Statement”), to be filed within 120 days of the end of the fiscal
year ended December 30, 2014, are incorporated by reference in Part III hereof. Except with respect to information specifically incorporated by reference in

Table of contents

  • Page 1
    ... aggregate market value of the registrant's common stock, $0.001 par value per share, held by non-affiliates as of the last day of the registrant's second fiscal quarter ended July 1, 2014 was $210,830,710 (based upon the closing sales price of registrant's common stock on such date). For purposes...

  • Page 2
    this Form 10-K, the Proxy Statement is not deemed to be filed as part hereof.

  • Page 3
    ... MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES SELECTED FINANCIAL DATA MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK FINANCIAL STATEMENTS...

  • Page 4
    ..., breakfast wraps, sandwiches, Artisan Flatbreadsâ„¢ , baked goods, and snacks. Jamba Juice Company continues to expand the Jamba brand by direct selling of consumer packaged goods ("CPG") products, and by licensing its trademarks for CPG products sold through retail channels such as grocery stores...

  • Page 5
    ... 114 company stores in the California market. As of December 30, 2014, Jamba Juice had a retail consumer products program that included direct selling of CPG products under the Jamba and Talbott Teas® brand names, online and through retail channels, and licensing its trademarks to CPG products sold...

  • Page 6
    ... the customer experience in our stores and in the digital and social media space. We are committed to helping improve the health and wellness of children, with a goal to start them on the right track to leading healthy, active lives. In 2014, we encouraged increased health and fitness for kids...

  • Page 7
    .... Our CEO Health Challenge encourages our team members to be mindful of their health and rewards them for living healthy, active lives. Our associates participate in local fitness challenges and sporting and cause-related community events. In 2014, we also executed our Jamba Masters of Blending Arts...

  • Page 8
    ...all of our Company Stores. Our market planning has shown that there is potential for a total of at least 2,700 Jamba Juice stores in the United States which would meet our current store opening criteria. During fiscal 2014, we opened 43 new Franchise Stores, closed 33 Franchise Stores, reacquired 26...

  • Page 9
    .... Our international developer agreements take the form of development and franchise agreements under which we typically receive an initial territory fee, store opening fees, and ongoing royalty revenues based on a percentage of sales. Jamba Juice store locations at the end of fiscal 2014 were...

  • Page 10
    ... freshly squeezed Made-To-Order juices, and are packaged to help nutrition-conscious individuals meet their daily intake of fruits and vegetables. At the end of the year, our cold pressed juices were available at over 300 stores in California and 19 locations in New York City. Energy Bowls - served...

  • Page 11
    ..., Marketing Business Managers and Senior Directors of Operations. All of our training programs reinforce the importance of strong customer service and sales skills. We also make training materials and best practice information available to our franchisees to help create, preserve, and support...

  • Page 12
    ... that are used to make Jamba juices, smoothies and bowls, underscoring our commitment to providing healthier food and beverage options. The Blend in the Good campaign reached across multiple mediums, including print, radio, public relations, in-store point-of-purchase material, online and in...

  • Page 13
    ... healthy living and have made significant progress toward our goal of being a leading health and wellness brand. Product Supply We are committed to providing only the finest smoothies, juices, bowls, and other food products. Smoothie, juice, and bowl products depend heavily upon supplies of fresh...

  • Page 14
    ... smoothie stores, most of which are franchises of other smoothie brands. The rising popularity of convenient and healthy food items resulted in increased competition from non-smoothie retailers as they increased their offerings of smoothies and other juice-related products, and as we increase...

  • Page 15
    ... set their own menu prices. Company Stores use the Company's licensed labor management software to record employee time clock information, schedule labor, and provide management reports. Company Stores and many Franchise Stores use the Company's licensed food cost management software to improve...

  • Page 16
    ... the franchise partners located in the Midwest to East Coast including New York, Miami, and Texas markets. In October of 2008, he took on the role of Senior Vice President of Company Stores before assuming the role of Senior Vice President, Operations Services. Prior to joining Jamba Juice, Mr...

  • Page 17
    ... were at our corporate offices or part of our field, licensing, direct selling and franchise support and operations. The remainder of our team members was comprised of Company Store management and hourly store personnel. The Company also hires a significant number of seasonal team members during its...

  • Page 18
    ... in innovative in-store experience to drive four-wall store profitability; Expand retail footprint on a global basis; New products, leadership in smoothies, juice, and bowls; and Drive our strategic initiatives of an asset-light business model, a reduction of operating costs and an aggressive...

  • Page 19
    ... of taste, quality and price of product offered, customer service, atmosphere, location and overall consumer experience. Our success depends, in part, upon the popularity of our products and our ability to develop new menu items that appeal to consumers across all four day-parts. Shifts in consumer...

  • Page 20
    ... per case shipment costs. The Company's success depends on the value of the Jamba Juice brands. The Jamba Juice® brand practice is to inspire and simplify healthy living. We believe we must preserve and grow the value of the Jamba Juice brands in order to be successful in building our business, and...

  • Page 21
    ... and training our team members. A considerable number of the team members employed by us are paid at rates related to the federal minimum wage. In 2009, the federal minimum wage increased to $7.25 per hour. Additionally, many of our Company Store team members work in stores located in states...

  • Page 22
    ... reaching our stores, property damage, lost sales when our stores are forced to close for extended periods of time and interruptions in supply when vendors suffer damages or transportation is affected. In addition, our corporate offices and support center is located in Northern California near known...

  • Page 23
    ... position. We rely heavily on information technology and a material failure of that technology could impair our ability to efficiently operate our business. Our business operations rely heavily on information systems, including point-of-sale processing in our stores, management of our supply chain...

  • Page 24
    ... on increasing franchise ownership. Our current growth strategy is to transition to an asset-light business model, including selling Company Stores, and increasing the number of franchise locations as a percentage of all stores in the Jamba System. By emphasizing Franchise Store development, we...

  • Page 25
    ... of the Jamba Juice experience. Newly opened stores may not succeed, future markets and stores may not be successful and, even if we are successful, our average store revenue, and the royalty income generated therefrom, may not increase and may even decline. Our efforts to expand internationally may...

  • Page 26
    ... may adversely affect both our profits and our important relations with our franchisees. RISKS RELTTED TO THE FOOD SERVICE BUSINESS Litigation and publicity concerning food quality, health claims, and other issues can result in liabilities, increased expenses, distraction of management, and can also...

  • Page 27
    ...and timely or to detect and prevent fraud. A significant financial reporting failure could cause an immediate loss of investor confidence in us and a sharp decline in the market price of our common stock. As disclosed in Item 9A, management identified a material weakness in our internal control over...

  • Page 28
    ... to the operating performance of particular companies. Broad market factors, including the effect of international political instability, armed conflict, natural disasters, financial markets, and general economic conditions, may have a material adverse effect on our stock price, regardless of...

  • Page 29
    ... 30, 2014 Franchise & International Company Stores Stores Total United States Arizona California Colorado Connecticut Delaware District of Columbia Florida Georgia Hawaii Idaho Illinois Indiana Kansas Louisiana Maryland Massachusetts Michigan Minnesota Missouri Montana North Carolina New Jersey...

  • Page 30
    ... arising in the ordinary course of its business, but it is not currently a party to any legal proceeding that management believes would have a material adverse effect on the consolidated financial position or results of operations of the Company. ITEM 4. MINE STFETY DISCLOSURE Not applicable. 29

  • Page 31
    ..., Inc. common stock as reported on the NASDAQ Global Market on March 20, 2015, was $15.01. The following table sets forth, for the fiscal quarter indicated, the quarterly high and low closing sales prices of our shares of common stock as reported on the NASDAQ Global Market, as applicable, for each...

  • Page 32
    ...stockholder return since December 29, 2009 with the cumulative total return of (i) the NASDAQ Composite Index, (ii) the Russell 2000 Index and (iii) Russell MicroCap Index. The graph assumes that the value of the investment in our common stock and each index (including reinvestment of dividends) was...

  • Page 33
    ... Ended December 30, 2014 (2) Revenue: Company stores Franchise and other revenue Total revenue Costs and operating expenses (income): Cost of sales Labor Occupancy Store operating Depreciation and amortization General and administrative Other operating, net Total costs and operating expenses (Loss...

  • Page 34
    ...-year sales for all Company Stores opened for at least one full fiscal year. The following table sets forth operating data that do not otherwise appear in our consolidated financial statements as of and for the fiscal years ended December 30, 2014 and December 31, 2013: Fiscal Year Ended December...

  • Page 35
    ...Franchise Stores opened Franchise Stores purchased by Company Franchise Stores closed Franchise Stores purchased from Company Total Franchise Stores - Domestic 535 43 (26) (27) 18 543 January 1, 2013 443 39 - (10) 1 473 December 30, 2014 International Stores: Beginning of year International Stores...

  • Page 36
    ..., breakfast wraps, sandwiches, Artisan Flatbreadsâ„¢ , baked goods, and snacks. Jamba Juice Company continues to expand the Jamba brand by direct selling of consumer packaged goods ("CPG") products, and by licensing its trademarks for CPG products sold through retail channels such as grocery stores...

  • Page 37
    ...67 new Jamba Juice stores globally; which included 11 Smoothie Stations in the United States and 24 new International Stores. At December 30, 2014, there were 868 stores globally; 263 Company Stores, 543 Franchise Stores and 62 International Stores. 910,813 shares were repurchased at an average cost...

  • Page 38
    ... and leading franchised brands. The first Jamba Juice store in Taiwan is expected to open in Taipei during 2015. New products - leadership in smoothies, juices and bowls During fiscal 2014, we launched our made-to-order, fresh fruit and vegetable juice platform to over 500 locations. This platform...

  • Page 39
    ... aggressively to an asset-light business model that will focus on becoming a greater than 80% franchise system by the end of fiscal year 2015. In furtherance of this commitment, during fiscal 2014, we announced a plan to refranchise of up to 114 locations based in California and expect that these...

  • Page 40
    ... issued new guidance allowing an entity the option to make a qualitative evaluation about the likelihood of goodwill impairment to determine whether it should calculate the fair value of a reporting unit. If impairment is deemed more likely than not, management would perform the currently prescribed...

  • Page 41
    ... of income taxes in the consolidated statements of operations. Share-based compensation We account for share-based compensation based on fair value measurement guidance. The fair value of options granted is estimated at the date of grant using a Black-Scholes option-pricing, or a lattice model, as...

  • Page 42
    ... fair value of restricted stock units is determined based on our closing stock price on the date of grant. The restricted stock units granted to employees typically vest and become unrestricted over the three year period following the date of grant. The restricted stock units granted to non-employee...

  • Page 43
    ... operations for fiscal 2014, 2013 and 2012 are summarized below. (In thousands, except share data and per share amounts) Year ended December 30, 2014 Revenue: Company Stores Franchise and other revenue Total revenue Costs and operating expenses (income): Cost of sales Labor Occupancy Store operating...

  • Page 44
    ...fiscal 2013. Total revenue is comprised of revenue from Company Stores, royalties and fees from Franchise Stores in the U.S. and from International Stores, income from JambaGO® locations, license income from sales of Jamba-branded CPG products and direct sales of CPG products. Company Store revenue...

  • Page 45
    ... Franchise Stores and International Stores grew to 583 as of December 31, 2013 compared to 508 as of January 1, 2013. Cost of sales Cost of sales is primarily comprised of produce, dairy, and other products used to make smoothies and juices, paper products, costs related to managing our system-wide...

  • Page 46
    ... of store management salaries and bonuses, hourly team member payroll, training costs and other associated fringe benefits. Fiscal Year 2014 to Fiscal Year 2013 As a percentage of Company Store revenue, labor costs increased to 31.1% in fiscal 2014, compared to 29.1% in fiscal 2013. The increase was...

  • Page 47
    ... due to the decrease in the number of Company Stores year over year which resulted in a decrease in related costs and expenses for these locations. Fiscal Year 2013 to Fiscal Year 2012 As a percentage of Company Store revenue, total store operating expenses in fiscal 2013 were 16.3%, compared to 15...

  • Page 48
    ...-opening costs, gain or loss on disposals, income from jambacard breakage, store lease termination, and closure costs, jambacard-related fees, expenses related to our franchise, consumer packaged goods and JambaGO® activities and impairment of long-lived assets. Fiscal Year 2014 to Fiscal Year 2013...

  • Page 49
    ... Comparable store sales exclude closed locations. Management reviews the increase or decrease in Company Store comparable store sales, Franchise Store comparable sales and system-wide comparable sales compared with the same period in the prior year to assess business trends and make certain business...

  • Page 50
    ... sales from the same Company and Franchise Stores for the fiscal year 2013. A Company or Franchise Store is included in this calculation after its first full fiscal period of operations. System-wide comparable store sales do not include International Stores, Smoothie Stations and JambaGO® locations...

  • Page 51
    ... period ended December 31, 2013 Domestic International 473 52 - (21) 31 535 35 15 - (2) - 48 In November 2014 we announced an accelerated refranchising initiative that includes the sale of up to 114 company stores in the California market as part of our transition to an asset-light business model...

  • Page 52
    ... are for working capital, repurchase of common stock, general corporate needs and the planned capital expenditures. As previously disclosed, our November 2014 announcement about our accelerated refranchising initiative includes the sale of up to 114 company stores in the California market. We...

  • Page 53
    ... product development and domestic expansion with the goal to have new products released and new stores open by mid-year to take advantage of the busier summer months. Investing Tctivities Net cash used in investing activities was $9.4 million in fiscal 2014, compared to $10.2 million in fiscal 2013...

  • Page 54
    ..., permits and real estate taxes related to Company stores and the corporate support center for our fiscal year ended December 30, 2014 were $6.9 million. (2) We negotiate pricing and quality specifications for many of the products used in Company Stores and Franchise Stores. This allows for volume...

  • Page 55
    ... on annual pricing agreements. In order to mitigate the effects of price changes in any one commodity on our cost structure, we contract with multiple suppliers both domestically and internationally. These agreements typically set the price for some or all of our estimated annual fruit and fresh...

  • Page 56
    ... Page No. Report of Independent Registered Public Accounting Firm Consolidated Balance Sheets at December 30, 2014 and December 31, 2013 Consolidated Statements of Operations for the Years Ended December 30, 2014, December 31, 2013, and January 1, 2013 Consolidated Statements of Stockholders...

  • Page 57
    ...(1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated March 27, 2015 expressed an adverse opinion on the effectiveness of the Company's internal control over financial reporting . /s/ KPMG LLP San Francisco, California March 27, 2015 F-1

  • Page 58
    ... stock, $.001 par value, 30,000,000 shares authorized; 16,567,803 and 17,154,655 shares issued, and outstanding, respectively Additional paid-in capital Treasury shares, at cost Accumulated deficit Total equity attributable to Jamba, Inc. Noncontrolling interest Total stockholders' equity Total...

  • Page 59
    ... share and per share amounts) Revenue: Company stores Franchise and other revenue Total revenue Costs and operating expenses (income): Cost of sales Labor Occupancy Store operating Depreciation and amortization General and administrative Other operating, net Total costs and operating expenses (Loss...

  • Page 60
    ... 31, 2013 Share-based compensation expense Issuance of common stock pursuant to stock plans Gain on sale of noncontrolling interest Paid to noncontrolling interest Due to noncontrolling interest Treasury shares purchased, not retired Net (loss) income Balance as of December 30, 2014 Shares 13,456...

  • Page 61
    ... income (loss) to net cash provided by (used in) operating activities: Depreciation and amortization Lease termination, store closure costs, impairment and gain on disposals Gain from sale of investment in joint venture Contingent consideration fair value measurement Jambacard breakage income Share...

  • Page 62
    ..., breakfast wraps, sandwiches, Artisan FlatbreadsTM , baked goods, and snacks. Jamba Juice Company continues to expand the Jamba brand by direct selling of consumer packaged goods ("CPG") products, and by licensing its trademarks for CPG products sold through retail channels such as grocery stores...

  • Page 63
    ... of Company and Franchise Stores. From fiscal 2013 through October 2014, the one supplier was SSA, which supplied approximately 92% of the food and products sold in Company Stores. In fiscal 2012, Southwest Traders, Inc. supplied approximately 98% of the food and products sold in Company Stores. The...

  • Page 64
    ... period of time since a store has been opened or remodeled, refranchising expectations and the maturity of the relevant market. The Company recorded impairment charges of $0.2 million, $0.7 million and $0.7 million for fiscal 2014, fiscal 2013 and fiscal 2012, respectively. Goodwill, Trademarks and...

  • Page 65
    ... Stores is recognized when product is sold. Revenue is presented net of any taxes collected from customers and remitted to government entities. In February 2014, the Company initiated a point loyalty program for its customers, which allows them to earn points based on the volume of their purchases...

  • Page 66
    ... services relating to the earning of the franchise fees are necessary for the stores to open. Revenue is recognized when the store opens. Revenue from sales at the Company's flexible format franchise locations are recognized when the products are delivered to the operators of the Smoothie Stations...

  • Page 67
    ..., $4.8 million and $3.1 million for fiscal 2014, fiscal 2013 and fiscal 2012, respectively. Store Pre-opening Costs - Costs incurred in connection with start-up and promotion of new store openings as well as rent from possession date to store opening date are expensed as incurred. Comprehensive...

  • Page 68
    ... diluted weighted-average shares outstanding in fiscal 2014, fiscal 2013 and fiscal 2012, respectively. Share-based compensation - The Company measures and recognizes all share-based compensation under the fair value method. Stock options for a fixed number of shares are granted to certain employees...

  • Page 69
    ... development agreements for Franchise and International Stores as of December 30, 2014 and December 31, 2013: December 30, 2014 30 188 5 388 December 31, 2013 35 161 5 432 Number of developers with Franchise Store contractual commitments Number of Franchise Stores for which commitments exist Number...

  • Page 70
    ... of the purchase price, the fair value of the net assets acquired and the gain on the purchase follows (in thousands): Cash paid to acquire stores Additional consideration resulting from termination of pre-existing relationships Total purchase consideration Net assets acquired: Current assets Fixed...

  • Page 71
    ... 22 store locations will be reclassified to assets held for sale during the first quarter of 2015. Assets Held for Sale In November 2014, the Company announced plans to refranchise 114 Company Stores during the first half of 2015 in order to accelerate its transition to an asset-light business model...

  • Page 72
    ... lives. Expected annual amortization expense for the remaining intangible assets recorded as of December 30, 2014 is as follows (in thousands): Fiscal Year 2015 2016 2017 2018 2019 Thereafter $ Tmortization Expense 74 73 73 72 72 20 Trademarks are not subject to amortization and the Company...

  • Page 73
    ... million and $23.5 million in fiscal 2014, fiscal 2013 and fiscal 2012, respectively, and was recorded in occupancy costs, cost of goods sold and general and administrative expenses in the statements of operations. The Company recognized sublease income of $9.2 million, $8.3 million and $8.4 million...

  • Page 74
    ... of 1,910,000 shares of common stock at the conversion price of $5.75 per share. During fiscal 2012, the Company paid cash dividends on the Series B Preferred Stock totaling $1.3 million. Accretion related to the Series B Preferred Stock for the fiscal years ended January 1, 2013 was $1.0 million...

  • Page 75
    ...to estimate expected employee behaviors related to option exercises and forfeitures. The fair value of stock options was estimated at the date of grant using a Black-Scholes option pricing model with the following weighted-average assumptions for fiscal 2014, fiscal 2013 and fiscal 2012: Fiscal Year...

  • Page 76
    ...763 The intrinsic value of stock options is defined as the difference between the current market value and the exercise price, which is equal to the market value at the time of the grant. Information regarding options outstanding and exercisable at December 30, 2014 is as follows: Weighted-Tverage...

  • Page 77
    ... Number of shares of RSUs 115 190 (33) (63 ) 209 270 (36) (102 ) 341 During fiscal 2014, the Company granted 0.3 million RSUs to participants in its 2012 Management Incentive Plan at a weighted average grant date fair value of $13.21 and a vesting period over three years. During fiscal 2013, the...

  • Page 78
    ... in cost of goods sold and general and administrative expenses in the consolidated statements of operations. No income tax benefit was recorded in fiscal 2014, 2013 and 2012. At December 30, 2014, non-vested share-based compensation for stock options and restricted stock awards, net of forfeitures...

  • Page 79
    ... % January 1, 2013 34.0% 6.1 9.2 (36.1) 9.0 (1.0) (0.7) - - 22.3 8.7 (14.3) (3.3 ) 33.9 % Statutory federal rate State income taxes less federal benefit Foreign income taxes Change in valuation allowance Meals Stock options Write-off of goodwill Business Gain on Acquisition Executive compensation...

  • Page 80
    ... history of operating losses, management believes the recognition of the deferred tax assets arising from the abovementioned future tax benefits is currently not likely to be realized and, accordingly, has provided a valuation allowance. A valuation allowance has been recorded for the net deferred...

  • Page 81
    ...as of December 30, 2014 and December 31, 2013 that arose directly from tax deductions related to equity compensation in excess of compensation recognized for financial reporting. The deferred tax assets include primarily net operating loss carryforwards. Equity will be increased by a gross amount of...

  • Page 82
    ... 2012. As of December 31, 2013, the fair value was $0.6 million, resulting in a gain of $0.7 million. As of December 30, 2014, the fair value was $0.2 million, resulting in a gain of $0.4 million. The gain is recorded in other operating, net on the consolidated statement of operations. Non-financial...

  • Page 83
    ... fiscal 2013 includes $4.6 million relating to sale of fixed assets of refranchised Company Stores. The loss on disposal in fiscal 2012 includes a net loss of $0.3 million on sale of fixed assets of refranchised stores. 17. OTHER COMMITMENTS TND CONTINGENCIES Litigation Related - The Company records...

  • Page 84
    ... share and per share amounts) Revenue: Company stores Franchise and other revenue Total revenue Costs and operating expenses (income): Cost of sales Labor Occupancy Store operating Depreciation and amortization General and administrative Other operating, net Total costs and operating expenses (Loss...

  • Page 85
    ... share and per share amounts) Revenue: Company stores Franchise and other revenue Total revenue Costs and operating expenses (income): Cost of sales Labor Occupancy Store operating Depreciation and amortization General and administrative Other operating, net Total costs and operating expenses (Loss...

  • Page 86
    ... increase in Store operating expense. For the fiscal quarters ended April 2, 2013, July 2, 2013 and October 1, 2013, the correction to Company Store revenue and Store operating expense was $0.6 million, $0.6 million and $0.3 million, respectively. The sum of earnings (loss) per share for...

  • Page 87
    ... Act"), is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to management, including our Chief Executive Officer (CEO) and Chief Financial Officer (CFO), as appropriate, to allow...

  • Page 88
    ... of the Company's internal control over financial reporting as of December 30, 2014 has been audited by KPMG LLP, an independent registered public accounting firm, as stated in their report, which is included in Item 8 of this Annual Report on Form 10-K. Remedial Actions We plan to address the...

  • Page 89
    Changes in Internal Control Over Financial Reporting During our last fiscal quarter we implemented a number of strategic initiatives focused on cost reductions, including the implementation of our arrangement with a third party provider of technology and outsourcing services and a workforce ...

  • Page 90
    ...effective internal control over financial reporting as of December 30, 2014, based on criteria established in Internal Control-Integrated Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). /s/ KPMG LLP San Francisco, California March 27, 2015 58

  • Page 91
    ...days after the end of the Company's 2014 fiscal year. Information regarding the Executive Officers of the Company is contained in Part I of this Annual Report on Form 10-K. ITEM 11. EXECUTIVE COMPENSTTION The information required by Item 11 is incorporated herein by reference from the Company's 2015...

  • Page 92
    ... consolidated financial statements are included herein in Part II, Item 8 of this Annual Report on Form 10-K: Report of Independent Registered Public Accounting Firm; Consolidated Balance Sheets at December 30, 2014 and December 31, 2013; Consolidated Statements of Operations for the Years Ended...

  • Page 93
    ... of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Emeryville, State of California, on the 27 th day of March, 2015. JAMBA, INC. By: /s/ James D. White James D. White Chief Executive Officer and President 61

  • Page 94
    ... Officer) Chief Financial Officer, Chief Administrative Officer, Executive Vice President and Secretary (Principal Financial Officer and Principal Accounting Officer) Director Director Director Director Director Director Director Director Director Date March 27, 2015 March 27, 2015 March 27, 2015...

  • Page 95
    JTMBT, INC. TND SUBSIDITRIES SCHEDULE II VTLUTTION TND QUTLIFYING TCCOUNTS Years Ended December 30, 2014, December 31, 2013, and January 1, 2013 (In thousands) Tllowance for Doubtful Tccounts Balance at the Beginning of the Period $ 291 $ 108 $ 294 Charged (Credited) to Other Tccounts Balance at ...

  • Page 96
    ...its directors, officers and certain other employees Form of Distribution Agreement by and between Jamba Juice Company and various suppliers Office Lease for the property located at 6475 Christie Avenue, Emeryville, CA 94608, by and between Jamba Juice Company and Bay Center Office, LLC dated July 28...

  • Page 97
    ...2008 between Jamba Juice Company and James White** Notice of Grant of Non-Qualified Stock Option and Non-Qualified Stock Option Agreement, Dated December 1, 2008, entered into between Jamba, Inc. and James White** Jamba, Inc. Management Incentive Plan** Credit Agreement dated as of February 14, 2012...

  • Page 98
    ... located at 6475 Christie Avenue, Emeryville, CA 94608, by and between Jamba Juice Company and Bay Center Investor, LLC, dated May 31, 2012 Jamba, Inc. 2013 Equity Incentive Plan** Form of Notice of Grant of Stock Option under 2013 Equity Incentive Plan** Form of Stock Option Agreement under 2013...

  • Page 99
    ... Director Restricted Stock Unit Deferral Program and Election Notice Code of Business Conduct and Ethics List of Subsidiaries Consent of Independent Registered Public Accounting Firm-KPMG LLP Power of Attorney, included on signature page hereto Certification of Chief Executive Officer pursuant to...

  • Page 100
    EXHIBIT 21.1 LIST TF SUBSIDIARY Name of Company Jurisdiction of Incorporation Jamba Juice Company Jamba Juice Southern California LLC California California

  • Page 101
    ...2014, December 31, 2013 and January 1, 2013, and the related financial statement schedule, and the effectiveness of internal control over financial reporting as of December 30, 2014, which reports appear in the December 30, 2014 annual report on Form 10K of Jamba Inc. Our report dated March 27, 2015...

  • Page 102
    ...(b) Any sraud, whether or not material, that involves management or other employees who have a signisicant role in the registrant's internal control over sinancial reporting. /s/ James D. White Chairman of the Board, Chief Executive Officer and President (Principal Executive Officer) Date: March 27...

  • Page 103
    ..., that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. /s/ Karen L. Luey Chief Financial Officer, Chief Administrative Officer, Executive Vice President and Secretary (Principal Financial Officer) Date: March 27...

  • Page 104
    ...15 U.S.C. 78m); and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. /s/ James D. White Chairman of the Board, Chief Executive Officer and President Date: March 27, 2015 A signed original of this...

  • Page 105
    ... and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. /s/ Karen L. Luey Chief Financial Officer, Chief Administrative Officer, Executive Vice President and Secretary Date: March 27, 2015 A signed...

  • Page 106