ICTV BRANDS INC. (OTCMKTS:ICTV) Files An 8-K Completion of Acquisition or Disposition of Assets

Item 2.01

On January 27, 2017, ICTV Brands Inc. (the
Company), filed a Current Report on Form 8-K
(the Original Form 8-K) with the Securities and
Exchange Commission to report that on January 23, 2017, the
Company and its wholly-owned subsidiary ICTV Holdings, Inc., a
Nevada corporation (ICTV Holdings) completed the
purchase of substantially all the assets of PhotoMedex, Inc., a
Nevada corporation (PhotoMedex) and its
subsidiaries, Radiancy, Inc., a Delaware corporation
(Radiancy), PhotoTherapeutics Ltd., a private
limited company limited by shares, incorporated under the laws of
England and Wales (PHMD UK), and Radiancy
(Israel) Limited, a private corporation incorporated under the
laws of the State of Israel (Radiancy Israel
and, together with PhotoMedex, Radiancy, and PHMD UK, the
PHMD Sellers), to an asset purchase agreement,
dated October 4, 2016, by and between the Company, ICTV Holdings
and the PHMD Sellers, as amended by the first amendment thereto
dated January 23, 2017. Such transaction is referred to herein as
the PHMD Acquisition.

This Current Report on Form 8-K/A amends the Original Form 8-K to
include the required financial statements and pro forma financial
information with respect to the PHMD Acquisition under Item
9.01(a), (b) and (d) of Form 8-K.

(a) Financial Statements of Business Acquired

The audited consolidated balance sheets of PhotoMedex as of
December 31, 2016 and December 31, 2015 and the related audited
consolidated statements of comprehensive loss, changes in equity
(deficit), and cash flows for the years ended December 31, 2016
and December 31, 2015, and the related notes thereto, and the
report of Fahn Kanne Co. Grant Thornton Israel, are filed as
Exhibit 99.1 to this Form 8-K/A and incorporated herein by
reference.

(b) Pro Forma Financial Data

The narrative overview and the Companys unaudited pro forma
condensed combined financial data reflecting the effects of the
PHMD Acquisition, consisting of (i) the unaudited pro forma
condensed combined balance sheet as of December 31, 2016 and the
related notes thereto and (ii) the unaudited pro forma condensed
combined statement of operations for the year ended December 31,
2016, and the related notes thereto, are filed as Exhibit 99.2 to
this Form 8-K/A and incorporated herein by reference.

(c) Shell Company Transactions. Not applicable.

(d) Exhibits

About ICTV BRANDS INC. (OTCMKTS:ICTV)

ICTV Brands, Inc., formerly International Commercial Television, Inc., sells various health, wellness and beauty products, as well as miscellaneous consumer products through a range of sales channels throughout the United States and internationally. The Company’s segments include direct response television (DRTV) Consumer and International Third Party Distributor. It develops, markets and sells products through a multi-channel distribution strategy, including DRTV, digital marketing campaigns, live home shopping, traditional retail and e-commerce market places, and its international third-party distributor network. It offers primarily health, beauty and wellness products, as well as various consumer products, including DermaWand, a skin care device; DermaVital, a skin care line; the CoralActives brand of acne treatment and skin cleansing products; Derma Brilliance, a skin care resurfacing device; Jidue, a facial massager device, and Good Planet Super Solution, a cleaning agent.

ICTV BRANDS INC. (OTCMKTS:ICTV) Recent Trading Information

ICTV BRANDS INC. (OTCMKTS:ICTV) closed its last trading session 00.000 at 0.590 with 12,080 shares trading hands.