Medifast (MED) 10-Q 5 Aug 24 2024 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2024	Jul. 29, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2024
Document Transition Report	false
Entity File Number	001-31573
Entity Registrant Name	Medifast, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	13-3714405
Entity Address, Address Line One	100 International Drive
Entity Address, City or Town	Baltimore
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	21202
City Area Code	410
Local Phone Number	581-8042
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	MED
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		10,937,418
Entity Central Index Key	0000910329
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Amendment Flag	false

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Statement [Abstract]
Revenue	$ 168,558	$ 296,188	$ 343,297	$ 645,170
Cost of sales	45,120	85,473	92,567	188,065
Gross profit	123,438	210,715	250,730	457,105
Selling, general, and administrative	131,314	172,009	250,666	364,887
Income (loss) from operations	(7,876)	38,706	64	92,218
Other income (expense)
Interest income	1,296	462	2,519	281
Other expense	(4,070)	(51)	(1,647)	(53)
Total other income (expense)	(2,774)	411	872	228
Income (loss) from operations before income taxes	(10,650)	39,117	936	92,446
Provision (benefit) for income taxes	(2,496)	8,837	773	22,198
Net income (loss)	$ (8,154)	$ 30,280	$ 163	$ 70,248
Earnings (loss) per share
Basic (in usd per share)	$ (0.75)	$ 2.78	$ 0.01	$ 6.46
Diluted (in usd per share)	$ (0.75)	$ 2.77	$ 0.01	$ 6.43
Weighted average shares outstanding
Basic (in shares)	10,937	10,888	10,923	10,876
Diluted (in shares)	10,937	10,917	10,967	10,923
Cash dividends declared per share (in usd per share)	$ 0	$ 1.65	$ 0	$ 3.30

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ (8,154)	$ 30,280	$ 163	$ 70,248
Other comprehensive income (loss), net of tax:
Foreign currency translation	32	90	43	99
Unrealized losses on investment securities	(28)	0	(265)	0
Other comprehensive income (loss), net of tax	4	90	(222)	99
Comprehensive income (loss)	$ (8,150)	$ 30,370	$ (59)	$ 70,347

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Current Assets
Cash and cash equivalents	$ 108,016	$ 94,440
Inventories	39,603	54,591
Investments	55,489	55,601
Income taxes, prepaid	8,728	8,727
Prepaid expenses and other current assets	12,479	10,670
Total current assets	224,315	224,029
Property, plant and equipment - net of accumulated depreciation	39,921	51,467
Right-of-use assets	13,417	15,645
Other assets	11,770	14,650
Deferred tax assets	4,108	4,117
TOTAL ASSETS	293,531	309,908
Current Liabilities
Accounts payable and accrued expenses	69,148	86,415
Current lease obligations	6,031	5,885
Total current liabilities	75,179	92,300
Lease obligations, net of current lease obligations	13,069	16,127
Total liabilities	88,248	108,427
Stockholders' Equity
Common stock, par value $0.001 per share: 20,000 shares authorized; 10,937 and 10,896 issued outstanding at June 30, 2024 and December 31, 2023, respectively	11	11
Additional paid-in capital	30,401	26,573
Accumulated other comprehensive income	26	248
Retained earnings	174,845	174,649
Total stockholders' equity	205,283	201,481
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 293,531	$ 309,908

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares	Jun. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Common stock, par value (in usd per share)	$ 0.001	$ 0.001
Common stock, authorized (in shares)	20,000,000	20,000,000
Common stock, issued (in shares)	10,937,000	10,896,000
Common stock, outstanding (in shares)	10,937,000	10,896,000

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Operating Activities
Net income	$ 163	$ 70,248
Adjustments to reconcile net income to cash provided by operating activities
Depreciation and amortization	6,328	6,342
Non-cash lease expense	2,225	2,514
Share-based compensation	4,625	3,120
Loss on sale or disposal of property, plant and equipment	51	619
Realized gain on sale of investment securities	(74)	0
Amortization of discount on investment securities	(372)	0
Deferred income taxes	9	800
Unrealized loss on equity investment securities	1,752	0
Non-cash charges for supply chain optimization	11,689	0
Change in operating assets and liabilities:
Inventories	14,988	49,960
Prepaid expenses and other current assets	(1,809)	3,721
Other assets	206	(2,142)
Accounts payable and accrued expenses	(19,430)	(31,851)
Income taxes payable	(1)	3,874
Net cash flow provided by operating activities	20,351	107,205
Investing Activities
Purchase of investment securities	(17,646)	0
Proceeds from sale and maturities of investment securities	16,118	0
Purchase of property and equipment	(3,779)	(3,859)
Net cash flow used in investing activities	(5,307)	(3,859)
Financing Activities
Options exercised by directors	36	105
Net shares repurchased for employee taxes	(833)	(3,238)
Cash dividends paid to stockholders	(714)	(36,996)
Stock repurchases	0	(3,602)
Net cash flow used in financing activities	(1,511)	(43,731)
Foreign currency impact	43	99
Increase in cash and cash equivalents	13,576	59,714
Cash and cash equivalents - beginning of the period	94,440	87,691
Cash and cash equivalents - end of period	108,016	147,405
Supplemental disclosure of cash flow information:
Income taxes paid	504	17,520
Dividends included in accounts payable and accrued expenses	$ 659	$ 18,987

CONDENSED CONSOLIDATED STATEM_4

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income	Retained Earnings	Treasury Stock
Balance (in shares) at Dec. 31, 2022		10,928
Balance at Dec. 31, 2022	$ 155,044	$ 11	$ 21,555	$ 24	$ 139,852	$ (6,398)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	39,968				39,968
Share-based compensation (in shares)		69
Share-based compensation	606		606
Options exercised by directors (in shares)		4
Options exercised by directors	105		105
Net shares repurchased for employee taxes (in shares)		(30)
Net shares repurchased for employee taxes	(3,236)		(3,236)
Treasury stock from stock repurchases	(3,602)					(3,602)
Treasury stock retired from stock repurchases (in shares)		(84)
Treasury stock retired from stock repurchases	0				(10,000)	10,000
Other comprehensive income	9			9
Cash dividends declared to stockholders	(17,994)				(17,994)
Balance (in shares) at Mar. 31, 2023		10,887
Balance at Mar. 31, 2023	170,900	$ 11	19,030	33	151,826	0
Balance (in shares) at Dec. 31, 2022		10,928
Balance at Dec. 31, 2022	155,044	$ 11	21,555	24	139,852	(6,398)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	$ 70,248
Options exercised by directors (in shares)	4
Other comprehensive income	$ 99
Balance (in shares) at Jun. 30, 2023		10,889
Balance at Jun. 30, 2023	185,561	$ 11	21,542	123	163,885	0
Balance (in shares) at Mar. 31, 2023		10,887
Balance at Mar. 31, 2023	170,900	$ 11	19,030	33	151,826	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	30,280				30,280
Share-based compensation (in shares)		2
Share-based compensation	2,514		2,514
Net shares repurchased for employee taxes	(2)		(2)
Other comprehensive income	90			90
Cash dividends declared to stockholders	(18,221)				(18,221)
Balance (in shares) at Jun. 30, 2023		10,889
Balance at Jun. 30, 2023	$ 185,561	$ 11	21,542	123	163,885	0
Balance (in shares) at Dec. 31, 2023	10,896	10,896
Balance at Dec. 31, 2023	$ 201,481	$ 11	26,573	248	174,649	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	8,316				8,316
Share-based compensation (in shares)		59
Share-based compensation	2,171		2,171
Options exercised by directors (in shares)		1
Options exercised by directors	36		36
Net shares repurchased for employee taxes (in shares)		(19)
Net shares repurchased for employee taxes	(817)		(817)
Other comprehensive income	(226)			(226)
Balance (in shares) at Mar. 31, 2024		10,937
Balance at Mar. 31, 2024	$ 210,961	$ 11	27,963	22	182,965	0
Balance (in shares) at Dec. 31, 2023	10,896	10,896
Balance at Dec. 31, 2023	$ 201,481	$ 11	26,573	248	174,649	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	$ 163
Options exercised by directors (in shares)	1
Other comprehensive income	$ (222)
Balance (in shares) at Jun. 30, 2024	10,937	10,937
Balance at Jun. 30, 2024	$ 205,283	$ 11	30,401	26	174,845	0
Balance (in shares) at Mar. 31, 2024		10,937
Balance at Mar. 31, 2024	210,961	$ 11	27,963	22	182,965	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(8,154)				(8,154)
Share-based compensation	2,454		2,454
Net shares repurchased for employee taxes	(16)		(16)
Other comprehensive income	4			4
Forfeiture of dividends on unvested awards	$ 34				34
Balance (in shares) at Jun. 30, 2024	10,937	10,937
Balance at Jun. 30, 2024	$ 205,283	$ 11	$ 30,401	$ 26	$ 174,845	$ 0

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation - The accompanying unaudited condensed consolidated financial statements of Medifast, Inc. and its wholly-owned subsidiaries (“Medifast,” the “Company,” “we,” “us,” or “our”) included herein have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim reporting and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, certain information and notes that are normally required by GAAP have been condensed or omitted. However, in the opinion of management, all adjustments consisting of normal, recurring adjustments considered necessary for a fair presentation of the financial position and results of operations have been included and management believes the disclosures that are made are adequate to make the information presented not misleading. The condensed consolidated balance sheet at December 31, 2023 has been derived from the 2023 audited consolidated financial statements at that date included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (“2023 Form 10-K”). The results of operations for the three and six months ended June 30, 2024 are not necessarily indicative of results that may be expected for the fiscal year ending December 31, 2024. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto, which are included in the 2023 Form 10-K. Presentation of Financial Statements - The unaudited condensed consolidated financial statements included herein include the accounts of the Company. All significant intercompany accounts and transactions have been eliminated. Use of Estimates - The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates. The Company is, from time to time, subject to a variety of litigation and similar proceedings that arise out of the ordinary course of its business. Based upon the Company’s experience, current information and applicable law, it does not believe that these proceedings and claims will have a material adverse effect on its results of operations, financial position or liquidity. However, the results of legal actions cannot be predicted with certainty. Therefore, it is possible that the Company’s results of operations, financial condition or cash flows could be materially adversely affected in any particular period by the unfavorable resolution of one or more legal actions. Accounting Pronouncements - Adopted in 2024 In June 2022, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2022-03—Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2023-03”) to (1) to clarify the guidance in Topic 820, Fair Value Measurement, when measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of an equity security, (2) to amend a related illustrative example, and (3) to introduce new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value in accordance with Topic 820. For public business entities, the amendments in ASU 2022-03 are effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted for both interim and annual financial statements that have not yet been issued or made available for issuance. The Company adopted the standard during the quarter ended March 31, 2024. The adoption of the standard had no material impact on the Company’s financial statements. The Company has not adopted any new accounting standards during the three months ended June 30, 2024. Recently Issued Accounting Pronouncements - Pending Adoption In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2023-09—Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”) to enhance the transparency and decision usefulness of income tax disclosures, including jurisdictional information, by requiring consistent categories and greater disaggregation of information in the rate reconciliation and income taxes paid disclosures. ASU 2023-09 is effective for public business entities for annual periods beginning after December 15, 2024. Prospective application is required, though retrospective application is permitted. Entities are permitted to early adopt the standard. The Company did not early adopt for the 2024 reporting period. The Company is currently evaluating the impact of adopting ASU 2023-09 on its consolidated financial statements.

INVENTORIES

INVENTORIES	6 Months Ended
	Jun. 30, 2024
Inventory Disclosure [Abstract]
INVENTORIES	INVENTORIES Inventories consist principally of raw materials, non-food finished goods and packaged meal replacements, protein, and supplements held in the Company’s warehouses and outsourced distribution centers. Inventories are stated at the lower of cost or net realizable value, utilizing the first-in, first-out method. The cost of finished goods includes the cost of raw materials, packaging supplies, direct and indirect labor and other indirect manufacturing costs. On a quarterly basis, management reviews inventories for unsalable or obsolete inventories. Inventories consisted of the following (in thousands): June 30, 2024 December 31, 2023 Raw materials $ 5,507 $ 7,944 Packaging 1,219 1,962 Non-food finished goods 2,442 3,703 Finished goods 31,721 43,248 Reserve for obsolete inventory (1,286) (2,266) Total $ 39,603 $ 54,591

EARNINGS PER SHARE

EARNINGS PER SHARE	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
EARNINGS PER SHARE	EARNINGS PER SHARE Basic earnings per share (“EPS”) computations are calculated utilizing the weighted average number of shares of the Company’s common stock outstanding during the periods presented. Diluted EPS is calculated utilizing the weighted average number of shares of the Company’s common stock outstanding adjusted for the effect of dilutive common stock equivalents. The following table sets forth the computation of basic and diluted EPS (in thousands, except per share data): Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Numerator: Net income (loss) $ (8,154) $ 30,280 $ 163 $ 70,248 Denominator: Weighted average shares of common stock outstanding 10,937 10,888 10,923 10,876 Effect of dilutive common stock equivalents — 29 44 47 Weighted average shares of common stock outstanding 10,937 10,917 10,967 10,923 Earnings per share - basic $ (0.75) $ 2.78 $ 0.01 $ 6.46 Earnings per share - diluted $ (0.75) $ 2.77 $ 0.01 $ 6.43 The calculation of diluted EPS excluded 326 thousand and 45 thousand antidilutive restricted stock awards for the three months ended June 30, 2024 and 2023, respectively, and 142 thousand and 22 thousand antidilutive restricted stock awards for the six months ended June 30, 2024 and 2023, respectively. EPS is computed independently for each of the periods presented above, and accordingly, the sum of the quarterly earnings per common share may not equal the year-to-date total computed.

SHARE-BASED COMPENSATION

SHARE-BASED COMPENSATION	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
SHARE-BASED COMPENSATION	SHARE-BASED COMPENSATION Stock Options The Company has issued non-qualified and incentive stock options to employees and non-employee directors. The fair values of these options were estimated on the grant dates using the Black-Scholes option pricing model, which required estimates of the expected term of the option, the risk-free interest rate, the expected volatility of the price of the Company’s common stock, and dividend yield. Options outstanding as of June 30, 2024 generally vested over a period of 3 years and expire 10 years from the date of grant. The exercise price of these options is $66.68. Due to the Company’s lack of option exercise history on the date of grant, the expected term was calculated using the simplified method defined as the midpoint between the vesting period and the contractual term of each option. The risk-free interest rate was based on the U.S. Treasury yield curve in effect on the date of grant that most closely corresponded to the expected term of the option. The expected volatility was based on the historical volatility of the Company’s common stock over the period of time equivalent to the expected term for each award. The dividend yield was computed as the annualized dividend rate at the grant date divided by the strike price of the stock option. For the six months ended June 30, 2024 and 2023, the Company did not grant stock options. The following table is a summary of our stock option activity (in thousands, except per share data): Six months ended June 30, 2024 2023 Awards Weighted-Average Exercise Price Awards Weighted-Average Exercise Price Outstanding at beginning of period 26 $ 62.20 33 $ 54.98 Exercised (1) 27.68 (4) 27.18 Forfeited (2) 26.52 — — Outstanding at end of the period 23 $ 66.68 29 $ 58.65 Exercisable at end of the period 23 $ 66.68 29 $ 58.65 As of June 30, 2024, the weighted-average remaining contractual life for both the outstanding stock options and exercisable stock options was 3.6 years with an aggregate intrinsic value of $0. There was no unrecognized compensation on the awards for the period ended June 30, 2024. For the six months ended June 30, 2024 and 2023, the Company received $36 thousand and $105 thousand in cash proceeds from the exercise of stock options, respectively. The total intrinsic value for stock options exercised during the six months ended June 30, 2024 and 2023 was $15 thousand and $328 thousand, respectively. Restricted Stock The Company has issued restricted stock to employees and non-employee directors generally with vesting terms up to 3 years after the date of grant. The fair value of the restricted stock is equal to the market price of the Company’s common stock on the date of grant. Expense for restricted stock is amortized ratably over the vesting period. The following table summarizes our restricted stock activity (in thousands, except per share data): Six months ended June 30, 2024 2023 Shares Weighted-Average Grant Date Fair Value Shares Weighted-Average Grant Date Fair Value Outstanding at beginning of period 114 $ 127.87 60 $ 188.11 Granted 210 32.23 85 98.17 Vested (34) 138.80 (24) 169.42 Forfeited (4) 52.06 (3) 156.26 Outstanding at end of the period 286 $ 57.21 118 $ 127.93 The Company withheld approximately 11 thousand shares and 9 thousand shares of the Company’s common stock to cover minimum tax liability withholding obligations upon the vesting of shares of restricted stock for the six months ended June 30, 2024 and 2023, respectively. The total fair value of restricted stock awards vested during the six months ended June 30, 2024 and 2023 was $1.3 million and $2.5 million, respectively. Market and Performance-based Share Awards The Company has issued market and performance-based share awards in 2022 and 2023 and performance-based share awards in 2020, 2021, and 2024 to certain key executives who were granted deferred shares and may earn between 0% and 250% of the target number depending upon both the Company’s total stockholder return (“TSR”), for those with market conditions, and the Company’s performance against predetermined performance goals over a three-year performance period after the date of grant. Market and performance-based share awards that are tied to the Company’s TSR are valued using the Monte Carlo method and are recognized ratably as expense over the award’s performance period. The fair value of the performance-based share awards is equal to the market price of the Company’s common stock on the date of grant adjusted by expected level of achievement over the performance period. Expense for performance-based share awards is amortized ratably over the performance period. In the event that management determines that the Company will not reach the lower threshold of the predetermined performance goals established in the grant agreement, any previously recognized expense is reversed in the period in which such a determination is made. Management determined that the market and performance-based share awards granted in March of 2022 and performance-based share awards granted in October of 2021 would not reach the lower threshold of the predetermined performance goals resulting in a $1.4 million and $0.1 million decrease in the Company’s share-based compensation expense during the three months ended March 31, 2023 and June 30, 2024 respectively. The Company withheld 8 thousand shares and 21 thousand shares of the Company’s common stock to cover minimum tax liability withholding obligations upon the vesting of shares of performance-based share awards for the six months ended June 30, 2024 and 2023, respectively. The total fair value of performance-based share awards issued during the six months ended June 30, 2024 and 2023 was $1.3 million and $5.3 million, respectively . Share-based compensation expense for all types of awards granted is recorded in selling, general, and administrative expense in the accompanying Condensed Consolidated Statements of Operations. The total expense during the three months ended June 30, 2024 and 2023 was as follows (in thousands): Three months ended June 30, 2024 2023 Shares Share-Based Compensation Expense Shares Share-Based Compensation Expense Options and restricted stock 309 $ 1,717 147 $ 1,642 Performance-based share awards granted in 2024 117 371 — — Market and performance-based share awards granted in 2023 47 482 47 482 Market and performance-based share awards granted in 2022 24 — 24 — Performance-based share awards granted in 2021 1 (116) 14 340 Performance-based share awards granted in 2020 — — 28 50 Total share-based compensation 498 $ 2,454 260 $ 2,514 The total expense during the six months ended June 30, 2024 and 2023 was as follows (in thousands): Six months ended June 30, 2024 2023 Shares Share-Based Compensation Expense Shares Share-Based Compensation Expense Options and restricted stock 309 $ 3,317 147 $ 2,869 Performance-based share awards granted in 2024 117 448 — — Market and performance-based share awards granted in 2023 47 964 47 561 Market and performance-based share awards granted in 2022 24 — 24 (1,388) Performance-based share awards granted in 2021 1 (104) 14 980 Performance-based share awards granted in 2020 — — 28 98 Total share-based compensation 498 $ 4,625 260 $ 3,120 The total income tax benefit recognized in the accompanying Condensed Consolidated Statements of Operations for stock awards was $0.1 million and $0.0 million for the three months ended June 30, 2024 and 2023, respectively, and the income tax expense of $0.4 million and income tax benefit of $0.1 million for the six months ended June 30, 2024 and 2023, respectively. There was $10.7 million of total unrecognized compensation cost related to restricted stock awards as of June 30, 2024, which is expected to be recognized over a weighted-average period of 2.00 years. There was $6.6 million of unrecognized compensation costs related to the 71 thousand market and performance-based shares and 118 thousand performance-based shares presented in the table above as of June 30, 2024, which is expected to be recognized over a weighted-average period of 1.88 years.

LEASES

LEASES	6 Months Ended
	Jun. 30, 2024
Leases [Abstract]
LEASES	LEASES Operating Leases The Company has operating leases for office and warehouse space and certain equipment. In certain of the Company’s lease agreements, the rental payments are adjusted periodically based on defined terms within the lease. The Company did not have any finance leases for the six-month periods ended June 30, 2024 and 2023. Our leases relating to office and warehouse space have lease terms of 65 months to 102 months . Our leases relating to equipment have lease terms of 36 months, with certain of them having automatic renewal clauses. The Company’s warehouse agreements also contain non-lease components, in the form of payments towards variable logistics services and labor charges, which the Company is obligated to pay based on the services consumed by it. Such amounts are not included in the measurement of the lease liability but are recognized as expenses when they are incurred. The operating lease expense was $1.2 million and $1.3 million for the three months ended June 30, 2024 and 2023, respectively, and $2.5 million and $2.8 million for the six months ended June 30, 2024 and 2023, respectively. Supplemental cash flow information related to the Company’s operating leases was as follows (in thousands): Six months ended June 30, 2024 2023 Cash paid for amounts included in the measurements of lease liabilities Operating cash flow used in operating leases $ 3,141 $ 3,387 Right-of-use assets obtained in exchange for lease obligations Operating leases $ — $ 753 As of June 30, 2024, the weighted average remaining lease term was 3 years, 5 months and the weighted average discount rate was 2.30%. The following table presents the maturity of the Company’s operating lease liabilities as of June 30, 2024 (in thousands): 2024 (excluding the six months ended June 30, 2024) $ 3,171 2025 6,462 2026 4,783 2027 2,553 2028 2,618 Thereafter 240 Total lease payments $ 19,827 Less: imputed interest (727) Total $ 19,100

ACCUMULATED OTHER COMPREHENSIVE

ACCUMULATED OTHER COMPREHENSIVE INCOME	6 Months Ended
	Jun. 30, 2024
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
ACCUMULATED OTHER COMPREHENSIVE INCOME	ACCUMULATED OTHER COMPREHENSIVE INCOME The following table sets forth the components of accumulated other comprehensive income, net of tax where applicable (in thousands): June 30, 2024 December 31, 2023 Foreign currency translation $ (5) $ (48) Unrealized net gains on investment securities 31 296 Accumulated other comprehensive income $ 26 $ 248

INVESTMENTS

INVESTMENTS	6 Months Ended
	Jun. 30, 2024
Investments, All Other Investments [Abstract]
INVESTMENTS	INVESTMENTS Certain financial assets and liabilities are accounted for at fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following fair value hierarchy prioritizes the inputs used to measure fair value: Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an on-going basis. Level 2 – Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. Level 3 – Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value from the perspective of a market participant. The following tables present the Company’s cash and financial assets that are measured at fair value on a recurring basis for each of the hierarchy levels (in thousands): June 30, 2024 Cost Unrealized Gains (Losses) Accrued Interest Estimated Fair Cash & Cash Investment Cash and cash equivalents, excluding money market accounts $ 102,982 $ — $ — $ 102,982 $ 102,982 $ — Level 1: Money market accounts 5,034 — — 5,034 5,034 — Government & agency securities 16,128 (42) 74 16,160 — 16,160 Equity Securities 10,000 (1,600) — 8,400 — 8,400 31,162 (1,642) 74 29,594 5,034 24,560 Level 2: Corporate bonds 30,577 79 273 30,929 — 30,929 Total $ 164,721 $ (1,563) $ 347 $ 163,505 $ 108,016 $ 55,489 December 31, 2023 Cost Unrealized Gains Accrued Interest Estimated Fair Cash & Cash Investment Cash and cash equivalents, excluding money market accounts $ 88,778 $ — $ — $ 88,778 $ 88,778 $ — Level 1: Money market accounts 5,662 — — 5,662 5,662 — Government & agency securities 15,282 126 40 15,448 — 15,448 Equity Securities 10,000 150 — 10,150 — 10,150 30,944 276 40 31,260 5,662 25,598 Level 2: Corporate bonds 29,440 293 270 30,003 — 30,003 Total $ 149,162 $ 569 $ 310 $ 150,041 $ 94,440 $ 55,601 The Company had $65 thousand and $0 realized gains for the three months ended June 30, 2024 and 2023. The Company had $74 thousand and $0 realized gains for the six months ended June 30, 2024 and 2023. During the fourth quarter of 2023, the Company entered into an agreement with LifeMD, Inc (Nasdaq: LFMD), a leading provider of virtual primary care, to purchase shares of common stock of LifeMD for $10 million. The securities are subject to a registration rights agreement which stipulates that the registration of the securities is to be made as soon as practicable, but not later than 90 days, following written demand by the Company. Written demand was made, and the securities registration remained in process as of June 30, 2024. The registration process was completed, effective July 18, 2024. In addition, the shares were subject to a 180-day lock-up period from the closing date of the agreement, December 11, 2023, which expired as of June 8, 2024. The fair value of the investment is recorded within the investment securities of the consolidated balance sheet. The losses related to the Company’s LifeMD investment for the three and six months ended June 30, 2024 and 2023 are summarized in the table below (in thousands): Three months ended June 30, 2024 2023 Net losses recognized during the period on equity securities $ (4,188) $ — Less: Net losses recognized on equity securities sold — — Unrealized losses recognized during the reporting period on equity securities still held at the reporting date $ (4,188) $ — Six months ended June 30, 2024 2023 Net losses recognized during the period on equity securities $ (1,750) $ — Less: Net losses recognized on equity securities sold — — Unrealized losses recognized during the reporting period on equity securities still held at the reporting date $ (1,750) $ — The Company concurrently entered into an agreement in which LifeMD would provide services to stand-up the collaboration between LifeMD and the Company. The agreement stipulated an initial milestone payment of $5 million due upon execution of the agreement for these services. The services under the initial milestone were completed prior to December 31, 2023, and this amount was included in the Company’s selling, general, and administrative expenses on the consolidated statement of income for the quarter ended December 31, 2023. The Company made a second milestone payment under the agreement of $2.5 million on March 18, 2024. Of the total $2.5 million second milestone payment, $1.3 million was recognized within selling, general, and administrative expenses for services performed by LifeMD for the quarter ended March 31, 2024, with the remaining $1.2 million recognized in the quarter ended June 30, 2024. The final milestone payment of $2.5 million was made on June 5, 2024. Of the total $2.5 million final milestone payment, $0.8 million was recognized within selling, general, and administrative expenses for services performed by LifeMD for the quarter ended June 30, 2024, with the remaining $1.7 million to be recognized in the third quarter of 2024.

DEBT

DEBT	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
DEBT	DEBT Credit Agreement On April 13, 2021, the Company and certain of its subsidiaries (collectively, the “Guarantors”) entered into a credit agreement (the “Credit Agreement”) among the Company, the Guarantors, the lenders party thereto and Citibank, N.A., in its capacity as administrative agent. On May 31, 2022, the Credit Agreement was amended to increase the borrowing capacity and convert the interest rate to be based on Secured Overnight Financing Rate (“SOFR”), from London Inter-Bank Offered Rate (LIBOR) (the “Amended Credit Agreement”). The Amended Credit Agreement provides for a $225.0 million senior secured revolving credit facility with a $20.0 million letter of credit sublimit. The Amended Credit Agreement also provides for an uncommitted incremental facility that permits the Company, subject to certain conditions, to increase the senior secured revolving credit facility by up to $100.0 million . The Amended Credit Agreement matures on April 13, 2026. The Company’s obligations under the Amended Credit Agreement are guaranteed by the Guarantors. The obligations of the Company and the Guarantors are secured by first-priority liens on substantially all of the assets of the Company and the Guarantors, subject to certain exceptions. Under the Amended Credit Agreement, the Company will pay to the administrative agent for the account of each revolving lender a commitment fee on a quarterly basis based on amounts committed but unused under the revolving facility from 0.20% to 0.40% per annum depending on the Company’s Total Net Leverage Ratio (as defined in the Amended Credit Agreement). The Company is also obligated to pay the administrative agent customary fees for credit facilities of this size and type. Revolving borrowings under the Amended Credit Agreement bear interest at a rate per annum equal to (i) the Term SOFR Rate for the interest period plus the Applicable Rate (as defined in the Amended Credit Agreement) based on the Company’s Total Net Leverage Ratio or (ii) the Alternate Base Rate (as defined in the Amended Credit Agreement) as in effect from time to time plus the Applicable Rate based on the Company’s Total Net Leverage Ratio. As of June 30, 2024, the Applicable Rate for Term SOFR Loans is 1.25% per annum and the Applicable Rate for ABR Loans is 0.25% per annum. SOFR based loans also include a Credit Spread Adjustment based on the duration of the borrowing. The Amended Credit Agreement contains affirmative and negative covenants customarily applicable to senior secured credit facilities, including covenants that, among other things, limit or restrict the ability of the Company and its subsidiaries, subject to negotiated exceptions, to incur additional indebtedness and additional liens on their assets, engage in mergers or acquisitions or dispose of assets, pay dividends or make other distributions, voluntarily prepay other indebtedness, enter into transactions with affiliated persons, make investments and change the nature of their businesses. The Amended Credit Agreement also contains customary events of default, subject to thresholds and grace periods, including, among others, payment default, covenant default, cross default to other material indebtedness and judgment default. In addition, the Amended Credit Agreement requires the Company to maintain a Total Net Leverage Ratio of no more than 2.75 to 1.00 and an Interest Coverage Ratio of at least 3.50 to 1.00. The Company had no borrowings outstanding under the Amended Credit Agreement, inclusive of the credit facility and letter of credit sublimit, as of June 30, 2024 and was in compliance with all covenants.

SUPPLY CHAIN OPTIMIZATION

SUPPLY CHAIN OPTIMIZATION	6 Months Ended
	Jun. 30, 2024
Restructuring and Related Activities [Abstract]
SUPPLY CHAIN OPTIMIZATION	SUPPLY CHAIN OPTIMIZATION During the three months ended June 30, 2024, the Company completed a supply chain optimization initiative with the goal of aligning the Company’s distribution footprint with current demand levels. On June 28, 2024, the Company closed its Maryland Distribution Center located in Ridgely, Maryland. The Company is currently assessing options for the disposition of the land and building, but the associated asset group that includes the land and building is not impaired. The assets within the facility are being actively marketed for sale and were written down to fair value less cost to sell, with the impact reflected below as the loss of impairment of equipment held for sale. The Company identified certain other supply chain assets at other locations within its distribution network that will no longer be utilized and are no longer useful to the Company’s operations, and adjusted their respective useful lives accordingly, with the impact reflected below in the accelerated depreciation charges. For the three months ended June 30, 2024, the components of the Company’s supply chain optimization charges were as follows: Three Months Ended Loss on impairment of equipment held for sale $ 2,499 Accelerated depreciation charges 9,190 Non-cash charges for supply chain optimization 11,689 One-time severance costs 813 Total supply chain optimization $ 12,502 For the three months ended June 30, 2024, the supply chain optimization charges were recorded in the Company’s Condensed Consolidated Statements of Operations as follows: Three Months Ended Selling, general, and administrative $ 12,502 Total supply chain optimization $ 12,502

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation - The accompanying unaudited condensed consolidated financial statements of Medifast, Inc. and its wholly-owned subsidiaries (“Medifast,” the “Company,” “we,” “us,” or “our”) included herein have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim reporting and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, certain information and notes that are normally required by GAAP have been condensed or omitted. However, in the opinion of management, all adjustments consisting of normal, recurring adjustments considered necessary for a fair presentation of the financial position and results of operations have been included and management believes the disclosures that are made are adequate to make the information presented not misleading. The condensed consolidated balance sheet at December 31, 2023 has been derived from the 2023 audited consolidated financial statements at that date included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (“2023 Form 10-K”). The results of operations for the three and six months ended June 30, 2024 are not necessarily indicative of results that may be expected for the fiscal year ending December 31, 2024. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto, which are included in the 2023 Form 10-K.
Presentation of Financial Statements	Presentation of Financial Statements - The unaudited condensed consolidated financial statements included herein include the accounts of the Company. All significant intercompany accounts and transactions have been eliminated.
Use of Estimates	Use of Estimates - The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates. The Company is, from time to time, subject to a variety of litigation and similar proceedings that arise out of the ordinary course of its business. Based upon the Company’s experience, current information and applicable law, it does not believe that these proceedings and claims will have a material adverse effect on its results of operations, financial position or liquidity. However, the results of legal actions cannot be predicted with certainty. Therefore, it is possible that the Company’s results of operations, financial condition or cash flows could be materially adversely affected in any particular period by the unfavorable resolution of one or more legal actions.
Accounting Pronouncements and Recently Issued Accounting Pronouncements	Accounting Pronouncements - Adopted in 2024 In June 2022, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2022-03—Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2023-03”) to (1) to clarify the guidance in Topic 820, Fair Value Measurement, when measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of an equity security, (2) to amend a related illustrative example, and (3) to introduce new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value in accordance with Topic 820. For public business entities, the amendments in ASU 2022-03 are effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted for both interim and annual financial statements that have not yet been issued or made available for issuance. The Company adopted the standard during the quarter ended March 31, 2024. The adoption of the standard had no material impact on the Company’s financial statements. The Company has not adopted any new accounting standards during the three months ended June 30, 2024. Recently Issued Accounting Pronouncements - Pending Adoption In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2023-09—Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”) to enhance the transparency and decision usefulness of income tax disclosures, including jurisdictional information, by requiring consistent categories and greater disaggregation of information in the rate reconciliation and income taxes paid disclosures. ASU 2023-09 is effective for public business entities for annual periods beginning after December 15, 2024. Prospective application is required, though retrospective application is permitted. Entities are permitted to early adopt the standard. The Company did not early adopt for the 2024 reporting period. The Company is currently evaluating the impact of adopting ASU 2023-09 on its consolidated financial statements.

INVENTORIES (Tables)

INVENTORIES (Tables)	6 Months Ended
	Jun. 30, 2024
Inventory Disclosure [Abstract]
Schedule of Inventories	Inventories consisted of the following (in thousands): June 30, 2024 December 31, 2023 Raw materials $ 5,507 $ 7,944 Packaging 1,219 1,962 Non-food finished goods 2,442 3,703 Finished goods 31,721 43,248 Reserve for obsolete inventory (1,286) (2,266) Total $ 39,603 $ 54,591

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
Schedule of the Computation of Basic and Diluted EPS	The following table sets forth the computation of basic and diluted EPS (in thousands, except per share data): Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Numerator: Net income (loss) $ (8,154) $ 30,280 $ 163 $ 70,248 Denominator: Weighted average shares of common stock outstanding 10,937 10,888 10,923 10,876 Effect of dilutive common stock equivalents — 29 44 47 Weighted average shares of common stock outstanding 10,937 10,917 10,967 10,923 Earnings per share - basic $ (0.75) $ 2.78 $ 0.01 $ 6.46 Earnings per share - diluted $ (0.75) $ 2.77 $ 0.01 $ 6.43

SHARE-BASED COMPENSATION (Table

SHARE-BASED COMPENSATION (Tables)	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of Stock Option Activity	The following table is a summary of our stock option activity (in thousands, except per share data): Six months ended June 30, 2024 2023 Awards Weighted-Average Exercise Price Awards Weighted-Average Exercise Price Outstanding at beginning of period 26 $ 62.20 33 $ 54.98 Exercised (1) 27.68 (4) 27.18 Forfeited (2) 26.52 — — Outstanding at end of the period 23 $ 66.68 29 $ 58.65 Exercisable at end of the period 23 $ 66.68 29 $ 58.65
Schedule of Restricted Stock Activity	The following table summarizes our restricted stock activity (in thousands, except per share data): Six months ended June 30, 2024 2023 Shares Weighted-Average Grant Date Fair Value Shares Weighted-Average Grant Date Fair Value Outstanding at beginning of period 114 $ 127.87 60 $ 188.11 Granted 210 32.23 85 98.17 Vested (34) 138.80 (24) 169.42 Forfeited (4) 52.06 (3) 156.26 Outstanding at end of the period 286 $ 57.21 118 $ 127.93
Schedule of Share-based Compensation Expense	The total expense during the three months ended June 30, 2024 and 2023 was as follows (in thousands): Three months ended June 30, 2024 2023 Shares Share-Based Compensation Expense Shares Share-Based Compensation Expense Options and restricted stock 309 $ 1,717 147 $ 1,642 Performance-based share awards granted in 2024 117 371 — — Market and performance-based share awards granted in 2023 47 482 47 482 Market and performance-based share awards granted in 2022 24 — 24 — Performance-based share awards granted in 2021 1 (116) 14 340 Performance-based share awards granted in 2020 — — 28 50 Total share-based compensation 498 $ 2,454 260 $ 2,514 The total expense during the six months ended June 30, 2024 and 2023 was as follows (in thousands): Six months ended June 30, 2024 2023 Shares Share-Based Compensation Expense Shares Share-Based Compensation Expense Options and restricted stock 309 $ 3,317 147 $ 2,869 Performance-based share awards granted in 2024 117 448 — — Market and performance-based share awards granted in 2023 47 964 47 561 Market and performance-based share awards granted in 2022 24 — 24 (1,388) Performance-based share awards granted in 2021 1 (104) 14 980 Performance-based share awards granted in 2020 — — 28 98 Total share-based compensation 498 $ 4,625 260 $ 3,120

LEASES (Tables)

LEASES (Tables)	6 Months Ended
	Jun. 30, 2024
Leases [Abstract]
Schedule of Supplemental Cash Flow Information	Supplemental cash flow information related to the Company’s operating leases was as follows (in thousands): Six months ended June 30, 2024 2023 Cash paid for amounts included in the measurements of lease liabilities Operating cash flow used in operating leases $ 3,141 $ 3,387 Right-of-use assets obtained in exchange for lease obligations Operating leases $ — $ 753
Schedule of Maturity of Company's Operating Lease Liabilities	The following table presents the maturity of the Company’s operating lease liabilities as of June 30, 2024 (in thousands): 2024 (excluding the six months ended June 30, 2024) $ 3,171 2025 6,462 2026 4,783 2027 2,553 2028 2,618 Thereafter 240 Total lease payments $ 19,827 Less: imputed interest (727) Total $ 19,100

ACCUMULATED OTHER COMPREHENSI_2

ACCUMULATED OTHER COMPREHENSIVE INCOME (Tables)	6 Months Ended
	Jun. 30, 2024
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Schedule of Accumulated Other Comprehensive Income	The following table sets forth the components of accumulated other comprehensive income, net of tax where applicable (in thousands): June 30, 2024 December 31, 2023 Foreign currency translation $ (5) $ (48) Unrealized net gains on investment securities 31 296 Accumulated other comprehensive income $ 26 $ 248

INVESTMENTS (Tables)

INVESTMENTS (Tables)	6 Months Ended
	Jun. 30, 2024
Investments, All Other Investments [Abstract]
Schedule of Cash and Financial Assets Measured at Fair Value on a Recurring Basis	The following tables present the Company’s cash and financial assets that are measured at fair value on a recurring basis for each of the hierarchy levels (in thousands): June 30, 2024 Cost Unrealized Gains (Losses) Accrued Interest Estimated Fair Cash & Cash Investment Cash and cash equivalents, excluding money market accounts $ 102,982 $ — $ — $ 102,982 $ 102,982 $ — Level 1: Money market accounts 5,034 — — 5,034 5,034 — Government & agency securities 16,128 (42) 74 16,160 — 16,160 Equity Securities 10,000 (1,600) — 8,400 — 8,400 31,162 (1,642) 74 29,594 5,034 24,560 Level 2: Corporate bonds 30,577 79 273 30,929 — 30,929 Total $ 164,721 $ (1,563) $ 347 $ 163,505 $ 108,016 $ 55,489 December 31, 2023 Cost Unrealized Gains Accrued Interest Estimated Fair Cash & Cash Investment Cash and cash equivalents, excluding money market accounts $ 88,778 $ — $ — $ 88,778 $ 88,778 $ — Level 1: Money market accounts 5,662 — — 5,662 5,662 — Government & agency securities 15,282 126 40 15,448 — 15,448 Equity Securities 10,000 150 — 10,150 — 10,150 30,944 276 40 31,260 5,662 25,598 Level 2: Corporate bonds 29,440 293 270 30,003 — 30,003 Total $ 149,162 $ 569 $ 310 $ 150,041 $ 94,440 $ 55,601
Schedule of Investment Losses	The losses related to the Company’s LifeMD investment for the three and six months ended June 30, 2024 and 2023 are summarized in the table below (in thousands): Three months ended June 30, 2024 2023 Net losses recognized during the period on equity securities $ (4,188) $ — Less: Net losses recognized on equity securities sold — — Unrealized losses recognized during the reporting period on equity securities still held at the reporting date $ (4,188) $ — Six months ended June 30, 2024 2023 Net losses recognized during the period on equity securities $ (1,750) $ — Less: Net losses recognized on equity securities sold — — Unrealized losses recognized during the reporting period on equity securities still held at the reporting date $ (1,750) $ —

SUPPLY CHAIN OPTIMIZATION (Tabl

SUPPLY CHAIN OPTIMIZATION (Tables)	6 Months Ended
	Jun. 30, 2024
Restructuring and Related Activities [Abstract]
Summary of Components Optimization Charges	For the three months ended June 30, 2024, the components of the Company’s supply chain optimization charges were as follows: Three Months Ended Loss on impairment of equipment held for sale $ 2,499 Accelerated depreciation charges 9,190 Non-cash charges for supply chain optimization 11,689 One-time severance costs 813 Total supply chain optimization $ 12,502 For the three months ended June 30, 2024, the supply chain optimization charges were recorded in the Company’s Condensed Consolidated Statements of Operations as follows: Three Months Ended Selling, general, and administrative $ 12,502 Total supply chain optimization $ 12,502

INVENTORIES (Details)

INVENTORIES (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Raw materials	$ 5,507	$ 7,944
Packaging	1,219	1,962
Non-food finished goods	2,442	3,703
Finished goods	31,721	43,248
Reserve for obsolete inventory	(1,286)	(2,266)
Total	$ 39,603	$ 54,591

EARNINGS PER SHARE - Computatio

EARNINGS PER SHARE - Computation of Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Numerator:
Net income	$ (8,154)	$ 8,316	$ 30,280	$ 39,968	$ 163	$ 70,248
Denominator:
Weighted average shares of common stock outstanding (in shares)	10,937		10,888		10,923	10,876
Effect of dilutive common stock equivalents (in shares)	0		29		44	47
Weighted average shares of common stock outstanding (in shares)	10,937		10,917		10,967	10,923
Earnings per share - basic (in usd per share)	$ (0.75)		$ 2.78		$ 0.01	$ 6.46
Earnings per share - diluted (in usd per share)	$ (0.75)		$ 2.77		$ 0.01	$ 6.43

EARNINGS PER SHARE - Narrative

EARNINGS PER SHARE - Narrative (Details) - shares shares in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Restricted Stock
Anti-dilutive awards (in shares)	326	45	142	22

SHARE-BASED COMPENSATION - Narr

SHARE-BASED COMPENSATION - Narrative (Details) - USD ($)	3 Months Ended			6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation, shares authorized under stock option plans, exercise price range, upper range limit (in usd per share)				$ 66.68
Awards granted (in shares)				0	0
Weighted-average remaining contractual life of options outstanding (in years)				3 years 7 months 6 days
Weighted-average remaining contractual life of options exercisable (in years)				3 years 7 months 6 days
Aggregate intrinsic value of options outstanding	$ 0			$ 0
Aggregate intrinsic value of options exercisable	0			0
Employee service share based compensation nonvested awards	0			0
Options exercised by directors				36,000	$ 105,000
Intrinsic value of options exercised				15,000	328,000
Share-based payment arrangement, expense	(2,454,000)	$ (2,514,000)		(4,625,000)	(3,120,000)
Total income tax benefit recognized related to restricted stock awards	100,000	$ 0		$ (400,000)	$ 100,000
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)				3 years
Award expiration period (in years)				10 years
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)				3 years
Shares withheld for employee taxes				11,000	9,000
Share-based compensation arrangement, fair value of awards vested				$ 1,300,000	$ 2,500,000
Unrecognized compensation costs	$ 10,700,000			$ 10,700,000
Compensation cost recognition weighted average period (in years)				2 years
Unvested awards (in shares)	286,000	118,000		286,000	118,000	114,000	60,000
Performance-based Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Performance period (in years)				3 years
Unvested awards (in shares)	118,000			118,000
Performance-based Shares | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Additional shares earned (as a percent)				0%
Performance-based Shares | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Additional shares earned (as a percent)				250%
Market and Performance-based Share Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares withheld for employee taxes				8,000	21,000
Share-based compensation arrangement, fair value of awards vested				$ 1,300,000	$ 5,300,000
Unrecognized compensation costs	$ 6,600,000			$ 6,600,000
Compensation cost recognition weighted average period (in years)				1 year 10 months 17 days
Unvested awards (in shares)	71,000			71,000
Market and Performance-based Share Awards | Granted In March 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based payment arrangement, expense			$ 1,400,000
Market and Performance-based Share Awards | Granted In October 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based payment arrangement, expense	$ 100,000

SHARE-BASED COMPENSATION - Stoc

SHARE-BASED COMPENSATION - Stock Options Activity (Details) - $ / shares shares in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Awards
Outstanding at beginning of period (in shares)	26	33
Exercised (in shares)	(1)	(4)
Forfeited (in shares)	(2)	0
Outstanding at end of the period (in shares)	23	29
Exercisable at end of the period (in shares)	23	29
Weighted-Average Exercise Price
Outstanding at beginning of period (in usd per share)	$ 62.20	$ 54.98
Exercised (in usd per share)	27.68	27.18
Forfeited (in usd per share)	26.52	0
Outstanding at beginning of period (in usd per share)	66.68	58.65
Exercisable at end of the period (in usd per share)	$ 66.68	$ 58.65

SHARE-BASED COMPENSATION - Rest

SHARE-BASED COMPENSATION - Restricted Stock Activity (Details) - Restricted Stock - $ / shares shares in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Shares
Outstanding at beginning of period (in shares)	114	60
Granted (in shares)	210	85
Vested (in shares)	(34)	(24)
Forfeited (in shares)	(4)	(3)
Outstanding at end of period (in shares)	286	118
Weighted-Average Grant Date Fair Value
Outstanding at beginning of period (in usd per share)	$ 127.87	$ 188.11
Granted (in usd per share)	32.23	98.17
Vested (in usds per share)	138.80	169.42
Forfeited (in usd per share)	52.06	156.26
Outstanding at beginning of period (in usd per share)	$ 57.21	$ 127.93

SHARE-BASED COMPENSATION - Summ

SHARE-BASED COMPENSATION - Summary of Performance-based Share Awards (Details) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares	498	260	498	260
Share-Based Compensation Expense	$ 2,454	$ 2,514	$ 4,625	$ 3,120
Options and restricted stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares	309	147	309	147
Share-Based Compensation Expense	$ 1,717	$ 1,642	$ 3,317	$ 2,869
Market and performance-based share awards | Granted In 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares	47	47	47	47
Share-Based Compensation Expense	$ 482	$ 482	$ 964	$ 561
Market and performance-based share awards | Granted In 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares	24	24	24	24
Share-Based Compensation Expense	$ 0	$ 0	$ 0	$ (1,388)
Performance-based share awards | Granted In 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares	117	0	117	0
Share-Based Compensation Expense	$ 371	$ 0	$ 448	$ 0
Performance-based share awards | Granted In 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares	1	14	1	14
Share-Based Compensation Expense	$ (116)	$ 340	$ (104)	$ 980
Performance-based share awards | Granted In 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares	0	28	0	28
Share-Based Compensation Expense	$ 0	$ 50	$ 0	$ 98

LEASES - Narrative (Details)

LEASES - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Lessee, Lease, Description [Line Items]
Operating lease expense	$ 1.2	$ 1.3	$ 2.5	$ 2.8
Weighted average remaining lease term	3 years 5 months		3 years 5 months
Weighted average discount rate (as a percent)	2.30%		2.30%
Minimum | Operating Lease Arrangement for Real Estate
Lessee, Lease, Description [Line Items]
Lease term (in months)	65 months		65 months
Minimum | Operating Lease Arrangement for Equipment
Lessee, Lease, Description [Line Items]
Lease term (in months)	36 months		36 months
Maximum | Operating Lease Arrangement for Real Estate
Lessee, Lease, Description [Line Items]
Lease term (in months)	102 months		102 months

LEASES - Supplemental Cash Flow

LEASES - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Leases [Abstract]
Operating cash flow used in operating leases	$ 3,141	$ 3,387
Right-of-use assets obtained in exchange for lease obligations	$ 0	$ 753

LEASES - Future Minimum Lease C

LEASES - Future Minimum Lease Commitments (Details) $ in Thousands	Jun. 30, 2024 USD ($)
Lessee, Operating Lease, Liability, Payment, Due [Abstract]
2024 (excluding the six months ended June 30, 2024)	$ 3,171
2025	6,462
2026	4,783
2027	2,553
2028	2,618
Thereafter	240
Total lease payments	19,827
Less: imputed interest	(727)
Total	$ 19,100

ACCUMULATED OTHER COMPREHENSI_3

ACCUMULATED OTHER COMPREHENSIVE INCOME (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Foreign currency translation	$ (5)	$ (48)
Unrealized net gains on investment securities	31	296
Accumulated other comprehensive income	$ 26	$ 248

INVESTMENTS - Cash and Financia

INVESTMENTS - Cash and Financial Assets Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Cash And Cash Equivalents And Marketable securities [Line Items]
Cost, Cash and cash equivalents	$ 108,016		$ 108,016		$ 94,440
Cost, Total	164,721		164,721		149,162
Unrealized Gains (Losses), Equity securities	(4,188)	$ 0	(1,750)	$ 0
Unrealized Gains (Losses), Total	(1,563)		(1,563)		569
Accrued Interest, Debt securities	347		347		310
Estimated Fair Value, Total	163,505		163,505		150,041
Investment Securities	55,489		55,489		55,601
Level 1
Cash And Cash Equivalents And Marketable securities [Line Items]
Cost, Equity securities	10,000		10,000		10,000
Cost, Total	31,162		31,162		30,944
Unrealized Gains (Losses), Equity securities			(1,600)		150
Unrealized Gains (Losses), Total	(1,642)		(1,642)		276
Accrued Interest, Debt securities	74		74		40
Estimated Fair Value, Equity securities	8,400		8,400		10,150
Estimated Fair Value, Total	29,594		29,594		31,260
Investment Securities	24,560		24,560		25,598
Government & agency securities | Level 1
Cash And Cash Equivalents And Marketable securities [Line Items]
Cost, Debt securities	16,128		16,128		15,282
Unrealized Gains (Losses), Debt securities	(42)		(42)		126
Accrued Interest, Debt securities	74		74		40
Estimated Fair Value, Debt securities	16,160		16,160		15,448
Corporate bonds | Level 2
Cash And Cash Equivalents And Marketable securities [Line Items]
Cost, Debt securities	30,577		30,577		29,440
Unrealized Gains (Losses), Debt securities	79		79		293
Accrued Interest, Debt securities	273		273		270
Estimated Fair Value, Debt securities	30,929		30,929		30,003
Cash and cash equivalents, excluding money market accounts
Cash And Cash Equivalents And Marketable securities [Line Items]
Cost, Cash and cash equivalents	102,982		102,982		88,778
Estimated Fair Value, Cash and cash equivalents	102,982		102,982		88,778
Money market accounts | Level 1
Cash And Cash Equivalents And Marketable securities [Line Items]
Cost, Cash and cash equivalents	5,034		5,034		5,662
Estimated Fair Value, Cash and cash equivalents	$ 5,034		$ 5,034		$ 5,662

INVESTMENTS - Narrative (Detail

INVESTMENTS - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Jun. 30, 2024	Dec. 31, 2023	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Schedule of Investments [Line Items]
Realized gains	$ 65		$ 0	$ 74	$ 0
LifeMD
Schedule of Investments [Line Items]
Investments made		$ 10,000

INVESTMENTS - Investment Losses

INVESTMENTS - Investment Losses (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Text Block [Abstract]
Net losses recognized during the period on equity securities	$ (4,188)	$ 0	$ (1,750)	$ 0
Less: Net losses recognized on equity securities sold	0	0	0	0
Unrealized losses recognized during the reporting period on equity securities still held at the reporting date	$ (4,188)	$ 0	$ (1,750)	$ 0

INVESTMENTS - Collaborate Arran

INVESTMENTS - Collaborate Arrangement (Details) - USD ($) $ in Thousands	3 Months Ended				6 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Jun. 05, 2024	Mar. 18, 2024	Dec. 31, 2023
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Selling, general, and administrative		$ 131,314		$ 172,009	$ 250,666	$ 364,887
Initial Milestone Payment | LifeMD
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Milestone payments									$ 5,000
Second Milestone Payment | LifeMD
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Milestone payments								$ 2,500
Selling, general, and administrative		1,200	$ 1,300
Final Milestone Payment | LifeMD
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Milestone payments							$ 2,500
Selling, general, and administrative		$ 800
Final Milestone Payment | LifeMD | Forecast
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Selling, general, and administrative	$ 1,700

DEBT (Details)

DEBT (Details) - Credit Agreement		6 Months Ended
	Apr. 13, 2021 USD ($)	Jun. 30, 2024 USD ($)
Debt Instrument [Line Items]
Maximum total net leverage ratio	2.75
Minimum interest coverage ratio	3.50
Borrowings outstanding		$ 0
SOFR
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)		1.25%
Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)		0.25%
Minimum
Debt Instrument [Line Items]
Commitment fee (as a percent)	0.20%
Maximum
Debt Instrument [Line Items]
Commitment fee (as a percent)	0.40%
Revolving Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 225,000,000
Letter of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity	20,000,000
Uncommitted Incremental Facility
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 100,000,000

SUPPLY CHAIN OPTIMIZATION - Sum

SUPPLY CHAIN OPTIMIZATION - Summary of Components of Supply Chain Optimization Charges (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2024	Jun. 30, 2023
Restructuring and Related Activities [Abstract]
Loss on impairment of equipment held for sale	$ 2,499
Accelerated depreciation charges	9,190
Non-cash charges for supply chain optimization	11,689	$ 11,689	$ 0
One-time severance costs	813
Total supply chain optimization	$ 12,502

SUPPLY CHAIN OPTIMIZATION - S_2

SUPPLY CHAIN OPTIMIZATION - Summary of Condensed Consolidated Statement of Operation (Details) $ in Thousands	3 Months Ended
	Jun. 30, 2024 USD ($)
Restructuring and Related Activities [Abstract]
Total supply chain optimization	$ 12,502