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Filing Details

Accession Number:: 0000950142-11-000070
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2011-01-10 21:25:06
Reporting Period:: 2011-01-06

Filing Date:: 2011-01-10
Accepted Time:: 2011-01-10 21:25:06
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1316898	Jamba Inc.	JMBA	Retail-Eating & Drinking Places (5810)	202122262

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1259062	R Andrew Heyer	C/O Mistral Capital Management, Llc 650 Fifth Avenue, 31St Floor New York NY 10019	Yes	No	Yes	No
1414551	Mistral Equity Partners, Lp	650 Fifth Avenue New York NY 10019	No	No	Yes	No
1436115	Mistral Equity Gp Llc	650 Fifth Avenue New York NY 10019	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2011-01-06	484,400	$1.15	No	4	C	Direct
Common Stock	Acquisiton	2011-01-06	173,000	$1.15	No	4	C	Direct
Common Stock	Acquisiton	2011-01-06	34,600	$1.15	No	4	C	Direct
Common Stock	Acquisiton	2011-01-07	109,200	$1.15	No	4	C	Direct
Common Stock	Acquisiton	2011-01-07	39,000	$1.15	No	4	C	Direct
Common Stock	Acquisiton	2011-01-07	7,800	$1.15	No	4	C	Direct
Common Stock	Acquisiton	2011-01-10	116,200	$1.15	No	4	C	Direct
Common Stock	Acquisiton	2011-01-10	41,500	$1.15	No	4	C	Direct
Common Stock	Acquisiton	2011-01-10	8,300	$1.15	No	4	C	Direct
Common Stock	Disposition	2011-01-06	484,000	$2.37	No	4	S	Direct
Common Stock	Disposition	2011-01-06	173,000	$2.37	No	4	S	Direct
Common Stock	Disposition	2011-01-06	34,600	$2.37	No	4	S	Direct
Common Stock	Disposition	2011-01-07	109,200	$2.37	No	4	S	Direct
Common Stock	Disposition	2011-01-07	39,000	$2.37	No	4	S	Direct
Common Stock	Disposition	2011-01-07	7,800	$2.37	No	4	S	Direct
Common Stock	Disposition	2011-01-10	116,200	$2.37	No	4	S	Direct
Common Stock	Disposition	2011-01-10	41,500	$2.37	No	4	S	Direct
Common Stock	Disposition	2011-01-10	8,300	$2.37	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	C	Direct
No	4	C	Direct
No	4	C	Direct
No	4	C	Direct
No	4	C	Direct
No	4	C	Direct
No	4	C	Direct
No	4	C	Direct
No	4	C	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Preferred Stock (right to buy)	Disposition	2011-01-06	4,844	$0.00	484,400	$1.15
Common Stock	Preferred Stock (right to buy)	Disposition	2011-01-06	1,730	$0.00	173,000	$1.15
Common Stock	Preferred Stock (right to buy)	Disposition	2011-01-06	346	$0.00	34,600	$1.15
Common Stock	Preferred Stock (right to buy)	Disposition	2011-01-07	1,092	$0.00	109,200	$1.15
Common Stock	Preferred Stock (right to buy)	Disposition	2011-01-07	390	$0.00	39,000	$1.15
Common Stock	Preferred Stock (right to buy)	Disposition	2011-01-07	78	$0.00	7,800	$1.15
Common Stock	Preferred Stock (right to buy)	Disposition	2011-01-10	1,162	$0.00	116,200	$1.15
Common Stock	Preferred Stock (right to buy)	Disposition	2011-01-10	415	$0.00	41,500	$1.15
Common Stock	Preferred Stock (right to buy)	Disposition	2011-01-10	83	$0.00	8,300	$1.15

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
84,079	No	4	C	Direct
30,312	No	4	C	Direct
6,238	No	4	C	Direct
82,987	No	4	C	Direct
29,922	No	4	C	Direct
6,160	No	4	C	Direct
81,825	No	4	C	Direct
29,507	No	4	C	Direct
6,077	No	4	C	Direct

Footnotes

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. Mr. Heyer, ME GP and MEP are referred to herein as the "Reporting Persons."
ME GP indirectly owned the 484,400 shares of Common Stock of the Issuer (the "Common Shares") sold by MEP and 173,000 Common Shares sold by MEP QP on Jaunary 6, 2011. After the sales, ME GP owned indirectly 0 Common Shares.
Represents 484,000 Common Shares sold by MEP on January 6, 2011. After the sale, MEP owned directly 0 Common Shares.
Represents 173,000 Common Shares sold by MEP QP on January 6, 2011. After the sale, MEP QP owned directly 0 Common Shares.
Represents 34,600 Common Shares sold by MEP C-I on January 6, 2011. After the sale, MEP C-I owned directly 0 Common Shares.
ME GP indirectly owned the 109,200 Common Shares sold by MEP and 39,000 Common Shares sold by MEP QP on January 7, 2011. After the sale, ME GP owns indirectly 0 Common Shares.
Represents 109,200 Common Shares sold by MEP on January 7, 2011. After the sale, MEP owned indirectly 0 Common Shares.
Represents 39,000 Common Shares sold by MEP QP on January 7, 2011. After the sale, MEP QP owned directly 0 Common Shares.
Represents 7,800 Common Shares sold by MEP C-I on January 7, 2011. After the sale, MEP C-I owned directly 0 Common Shares.
ME GP indirectly owned the 116,200 Common Shares sold by MEP and 41,500 Common Shares sold by MEP QP on January 10, 2011. After the sale, ME GP owned indirectly 0 Common Shares.
Represents 116,200 Common Shares sold by MEP on January 10, 2011. After the sale, MEP owned indirectly 0 Common Shares.
Represents 41,500 Common Shares sold by MEP QP on January 10, 2011. After the sale, MEP QP owned directly 0 Common Shares.
Represents 8,300 Common Shares sold by MEP C-I on January 10, 2011. After the sale, MEP C-I owned directly 0 Common Shares.
On January 6, 2011, January 7, 2011 and January 10, 2011: (i) MEP exercised its right to convert 4,844 shares of Series B-1 Convertible Preferred Stock, par value $0.001 per share ("Preferred Shares"), of the Issuer, 1,092 Preferred Shares and 1,162 Preferred Shares, respectively, (ii) MEP QP exercised its right to convert 1,730 Preferred Shares, 390 Preferred Shares and 415 Preferred Shares, respectively and (iii) MEP C-I exercised its right to convert 346 Preferred Shares, 78 Preferred Shares and 83 Preferred Shares, respectively.
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 will have 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 conversion of Preferred Shares and the sale of Common Shares reported herein, as applicable, were effected pursuant to a Rule 10b5-1 Sales Plan.
Each 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.