X0306 4 2013-01-07 0001316898 JAMBA, INC. JMBA 0001259062 HEYER ANDREW R C/O MISTRAL CAPITAL MANAGEMENT, LLC 650 FIFTH AVENUE, 31ST FL NEW YORK NY 10019 1 0 0 0 Common Stock 2013-01-07 4 C 0 40278 1.15 A 40278 D Common Stock 2013-01-07 4 C 0 14532 1.15 A 14532 D Common Stock 2013-01-07 4 C 0 2994 1.15 A 2994 D Common Stock 2013-01-07 4 S 0 40278 2.5204 D 0 D Common Stock 2013-01-07 4 S 0 14532 2.5204 D 0 D Common Stock 2013-01-07 4 S 0 2994 2.5204 D 0 D Common Stock 2013-01-08 4 C 0 367771 1.15 A 367771 D Common Stock 2013-01-08 4 C 0 132689 1.15 A 132689 D Common Stock 2013-01-08 4 C 0 27340 1.15 A 27340 D Common Stock 2013-01-08 4 S 0 367771 2.5438 D 0 D Common Stock 2013-01-08 4 S 0 132689 2.5438 D 0 D Common Stock 2013-01-08 4 S 0 27340 2.5438 D 0 D Common Stock 2010 D Preferred Stock (right to buy) 1.15 2013-01-07 4 C 0 402.78 0 D Common Stock 40278 13289.22 D Preferred Stock (right to buy) 1.15 2013-01-07 4 C 0 145.32 0 D Common Stock 14532 4793.68 D Preferred Stock (right to buy) 1.15 2013-01-07 4 C 0 29.94 0 D Common Stock 2994 988.06 D Preferred Stock (right to buy) 1.15 2013-01-08 4 C 0 3677.71 0 D Common Stock 367771 9611.51 D Preferred Stock (right to buy) 1.15 2013-01-08 4 C 0 1326.89 0 D Common Stock 132689 3466.79 D Preferred Stock (right to buy) 1.15 2013-01-08 4 C 0 273.4 0 D Common Stock 27340 714.46 D Mistral Equity GP, LLC ("ME GP") is the general partner of (i) Mistral Equity Partners, LP ("MEP"), a Delaware limited partnership and (ii) Mistral Equity Partners QP, LP ("MEP QP"), a Delaware limited partnership. Andrew R. Heyer ("Mr. Heyer"), who became a director of the Issuer on June 16, 2009, is the chief executive officer, sole managing member and a managing director of ME GP. Mr. Heyer is the sole managing member of MEP Co-Invest, LLC ("MEP C-I"), a Delaware limited liability company. ME GP indirectly owned Common Stock of the Issuer ("Common Shares") sold by MEP and Common Shares sold by MEP QP on January 7 and January 8, 2013. After the sales, ME GP indirectly owned 0 Common Shares. Represents Common Shares sold by MEP. After the sales, MEP directly owned 0 Common Shares. Represents Common Shares sold by MEP QP. After the sales, MEP QP directly owned 0 Common Shares. Represents Common Shares sold by MEP C-I. After the sales, MEP C-I directly owned 0 Common Shares. MEP, MEP QP and MEP C-I exercised their right to convert shares of Series B-1 Convertible Preferred Stock, par value $0.001 per share, ("Preferred Shares") of the Issuer on January 7 and January 8, 2013. The remaining Preferred Shares not converted by the Reporting Persons continue to be convertible at the election of the Reporting Persons, at any time, into Common Shares at a rate equal to $115 per Preferred Share divided by the initial conversion price of $1.15 per share, which rate is subject to customary anti-dilution adjustments for stock splits, dividends and the like. After June 16, 2011, the Issuer has the right to force the Preferred Shares to convert into Common Shares if (i) the Common Share trading volume averages 150,000 shares per trading day over a 30 trading day period and (ii) the daily volume weighted average price per Common Share exceeds the product of 2.5 times the then-applicable conversion price for any 20 of the preceding 30 trading days. There is no expiration on either the optional or mandatory conversion right. After 7 years from the date the Preferred Shares are originally issued, the holders of at least a majority of the then outstanding Preferred Shares and shares of the Issuer's Series B-2 Convertible Preferred Stock, par value $0.001 per share, will have the right to require the Issuer to redeem their shares, in whole or in part, at a price per share equal to the original sale price per share plus any unpaid but accrued dividends. Represents Preferred Shares or Common Shares, as applicable, indirectly owned by ME GP. Represents Preferred Shares or Common Shares, as applicable, directly owned by MEP. Represents Preferred Shares or Common Shares, as applicable, directly owned MEP QP. Represents Preferred Shares or Common Shares, as applicable, directly owned MEP C-I. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. /s/ Vicki Pedersen, as attorney-in-fact for Andrew R. Heyer 2013-01-09