Acquisitions, Dispositions and Other Transactions (Tables)

3 Months Ended

Mar. 31, 2015

Business Combinations [Abstract]

Schedule of Assets Acquired and Liabilities Assumed

The following summary represents the fair value of Kleeneze as of the acquisition date and is subject to change following management’s final evaluation of the fair value assumptions.

(in thousand)	Kleeneze
Assets
Current assets:
Cash and cash equivalents	$	1,964
Accounts receivable	2,986
Inventory	6,283
Other current assets	931
Total current assets	12,164
Property, plant and equipment	619
Goodwill	1,347
Total assets	$	14,130
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable-trade	$	3,635
Other current liabilities	5,395
Total current liabilities	9,030
Other long-term liabilities	—
Total liabilities	9,030
Stockholders’ equity	5,100
Total liabilities and stockholders’ equity	$	14,130

Business Acquisition, Pro Forma Information

The following summary presents the pro forma results of operations for the current year up to the date of March 31, 2015 as though the companies had combined at the beginning of the reported period. 

							Pro Forma				Pro Forma
	JRJR			Kleeneze			Adjustments			Note	JRJR
Revenue	$	19,878		$	12,812		$	—			$	32,690
Program costs and discounts	(3,251		)	(2,971		)	—				(6,222		)
Net revenue	16,627			9,841			—				26,468
Costs of sales	5,230			5,054			—				10,284
Gross profit	11,397			4,787			—				16,184
Commissions and incentives	5,820			1,941			—				7,761
Gain on sale of assets	(43		)	—			—				(43		)
Selling, general and administrative	10,703			3,132			(113		)	A	13,722
Depreciation and amortization	279			—			—				279
Share based compensation expense	(1,167		)	—			—				(1,167		)
Operating loss	(4,195		)	(286		)	113				(4,368		)
Loss (gain) on marketable securities	(192		)	—			—				(192		)
Interest expense, net	599			(106		)	—				493
Loss from operations before income tax provision	(4,602		)	(180		)	113				(4,669		)
Income tax provision	191			—			—				191
Loss before extraordinary item	(4,793		)	(180		)	113				(4,860		)
Extraordinary item, net of tax	—			33,638			(33,638		)	B	—
Net income (loss)	(4,793		)	(33,818		)	33,751				(4,860		)
Net loss attributable to non-controlling interest	670			—			—				670
Net income (loss) attributable to JRjr33, Inc.	$	(4,123	)	$	(33,818	)	$	33,751			$	(4,190	)
Basic and diluted loss per share:
Weighted average common shares outstanding	29,668,069			29,668,069			29,668,069				29,668,069
Gain (loss) per common share attributable to common stockholders, basic and diluted	$	(0.14	)	$	(1.14	)	$	1.14			$	(0.14	)

Notes to Pro Forma Unaudited Condensed Consolidated Financial Statement

A. Transaction fees related to the acquisition of Kleeneze were removed in the pro forma adjustments.

B. Losses were incurred as a result of the write down of intercompany receivables that were forgiven prior to and in accordance with the transaction. As these losses were direct and one-time events related specifically to the acquisition, we have excluded these items from the pro forma income statement shown below.