MEDIFAST INC, 10-K filed on 2/18/2025
Annual Report
v3.25.0.1
Cover Page - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2024
Feb. 11, 2025
Jun. 30, 2024
Cover [Abstract]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2024    
Current Fiscal Year End Date --12-31    
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, $0.001 par value per share    
Trading Symbol MED    
Security Exchange Name NYSE    
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Document Financial Statement Error Correction [Flag] false    
Entity Shell Company false    
Entity Public Float     $ 230.0
Entity Common Stock, Shares Outstanding   10,937,830  
Documents Incorporated by Reference
Portions of the Registrant’s definitive proxy statement to be filed with the Securities and Exchange Commission for its 2024 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K.
    
Entity Central Index Key 0000910329    
Document Fiscal Year Focus 2024    
Document Fiscal Period Focus FY    
Amendment Flag false    
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Audit Information
 12 Months Ended
Dec. 31, 2024
Audit Information [Abstract]  
Auditor Firm ID 49
Auditor Name RSM US LLP
Auditor Location Baltimore, Maryland
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CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Income Statement [Abstract]      
Revenue $ 602,463 $ 1,072,054 $ 1,598,577
Cost of sales 157,840 296,204 458,163
Gross profit 444,623 775,850 1,140,414
Selling, general, and administrative 441,745 649,448 955,608
Income from operations 2,878 126,402 184,806
Other income (expense)      
Interest income (expense) 4,804 2,490 (701)
Other expense (3,895) (95) (46)
Total other income (expense) 909 2,395 (747)
Income before provision for income taxes 3,787 128,797 184,059
Provision for income taxes 1,696 29,382 40,491
Net income $ 2,091 $ 99,415 $ 143,568
Earnings per share      
Basic (in usd per share) $ 0.19 $ 9.13 $ 12.82
Diluted (in usd per share) $ 0.19 $ 9.10 $ 12.73
Weighted average shares outstanding      
Basic (in shares) 10,930 10,884 11,195
Diluted (in shares) 10,963 10,921 11,276
Cash dividends declared per share (in usd per share) $ 0 $ 4.95 $ 6.56
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Statement of Comprehensive Income [Abstract]      
Net income $ 2,091 $ 99,415 $ 143,568
Other comprehensive (loss) income, net of tax:      
Foreign currency translation 47 (72) (67)
Unrealized (losses) gains on investment securities (115) 296 (20)
Other comprehensive (loss) income (68) 224 (87)
Comprehensive income $ 2,023 $ 99,639 $ 143,481
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CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Current Assets    
Cash and cash equivalents $ 90,928 $ 94,440
Inventories, net 42,421 54,591
Investments 71,416 55,601
Income taxes, prepaid 0 8,727
Prepaid expenses and other current assets 9,639 10,670
Total current assets 214,404 224,029
Property, plant and equipment - net of accumulated depreciation 37,527 51,467
Right-of-use assets 11,155 15,645
Other assets 9,667 14,650
Deferred tax assets, net 11,460 4,117
TOTAL ASSETS 284,213 309,908
Current Liabilities    
Accounts payable and accrued expenses 56,494 86,415
Income taxes payable 1,485 0
Current lease obligations 6,182 5,885
Total current liabilities 64,161 92,300
Lease obligations, net of current lease obligations 9,943 16,127
Total liabilities 74,104 108,427
Commitments (Note 12)
Stockholders' Equity    
Common stock, par value 0.001 per share: 20,000 shares authorized; 10,938 and 10,896 issued and outstanding at December 31, 2024 and December 31, 2023 11 11
Additional paid-in capital 33,136 26,573
Accumulated other comprehensive income 180 248
Retained earnings 176,782 174,649
Total stockholders' equity 210,109 201,481
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 284,213 $ 309,908
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CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
Dec. 31, 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) 10,938,000 10,896,000
Common stock, outstanding (in shares) 10,938,000 10,896,000
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CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Operating Activities      
Net income $ 2,091 $ 99,415 $ 143,568
Adjustments to reconcile net income to cash provided by operating activities      
Depreciation and amortization 12,707 13,107 10,980
Non-cash lease expense 4,490 4,607 6,098
Share-based compensation 7,363 8,188 11,053
Loss on sale of disposal of property, plant and equipment 89 1,172 2,130
Realized gain on sale of investment securities (95) 0 0
Amortization of (discount) premium on investment securities (799) (169) 14
Deferred income taxes (7,403) 1,211 (924)
Unrealized loss (gain) on equity investment securities 4,089 (150) 0
Non-cash charges for supply chain optimization 11,689 0 0
Change in operating assets and liabilities:      
Inventories 12,170 64,265 61,187
Income taxes 10,212 (9,155) 1,373
Prepaid expenses and other current assets 2,471 5,567 97
Other assets 396 (4,694) (3,412)
Accounts payable and accrued expenses (34,994) (35,707) (37,594)
Net cash flow provided by operating activities 24,476 147,657 194,570
Investing Activities      
Purchase of investment securities (46,595) (59,756) 0
Proceeds from sale and maturities of investment securities 27,529 5,192 5,267
Purchase of property and equipment (7,454) (6,483) (16,681)
Net cash flow used in investing activities (26,520) (61,047) (11,414)
Financing Activities      
Options exercised by executives and directors 36 188 0
Net shares repurchased for taxes (836) (3,358) (1,516)
Cash dividends paid to stockholders (715) (73,017) (71,620)
Stock repurchases 0 (3,602) (126,445)
Net cash flow used in financing activities (1,515) (79,789) (199,581)
Foreign currency impact 47 (72) (67)
Increase (Decrease) in cash and cash equivalents (3,512) 6,749 (16,492)
Cash and cash equivalents - beginning of the period 94,440 87,691 104,183
Cash and cash equivalents - end of period 90,928 94,440 87,691
Supplemental disclosure of cash flow information      
Income taxes (refunded) paid (1,617) 34,255 37,212
Dividends included in accounts payable and accrued expenses $ 648 $ 1,407 $ 19,641
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CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($)
shares in Thousands, $ in Thousands
Total
Common Stock
Additional Paid-In Capital
Accumulated Other Comprehensive Income (Loss)
Retained Earnings
Treasury Stock
Balance (in shares) at Dec. 31, 2021   11,594        
Balance at Dec. 31, 2021 $ 202,474 $ 12 $ 12,018 $ 111 $ 190,333 $ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net income 143,568       143,568  
Share-based compensation (in shares)   20        
Share-based compensation $ 11,053   11,053   0  
Net shares repurchased for taxes (in shares) (9) (9)        
Net shares repurchased for taxes $ (1,516)   (1,516)      
Treasury stock from stock repurchases (126,445)         (126,445)
Treasury stock retired from stock repurchases (in shares)   (677)        
Treasury stock retired from stock repurchases (1) $ (1)     (120,047) 120,047
Other comprehensive income (loss) (87)     (87)    
Cash dividends declared to stockholders (74,002)       (74,002)  
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 99,415       99,415  
Share-based compensation (in shares)   76        
Share-based compensation $ 8,188   8,188      
Options exercised by executives and directors (in shares) 7 7        
Options exercised by executives and directors $ 188   188      
Net shares repurchased for taxes (in shares) (9) (31)        
Net shares repurchased for taxes $ (3,358)   (3,358)      
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 (loss) 224     224    
Cash dividends declared to stockholders $ (54,618)       (54,618)  
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 2,091       2,091  
Share-based compensation (in shares)   60        
Share-based compensation $ 7,363   7,363      
Options exercised by executives and directors (in shares) 1 1        
Options exercised by executives and directors $ 36   36      
Net shares repurchased for taxes (in shares) (11) (19)        
Net shares repurchased for taxes $ (836)   (836)      
Other comprehensive income (loss) (68)     (68)    
Forfeiture of dividends on unvested awards $ 42       42  
Balance (in shares) at Dec. 31, 2024 10,938 10,938        
Balance at Dec. 31, 2024 $ 210,109 $ 11 $ 33,136 $ 180 $ 176,782 $ 0
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NATURE OF THE BUSINESS
 12 Months Ended
Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
NATURE OF THE BUSINESS NATURE OF THE BUSINESS
Medifast, Inc. (the “Company” or “Medifast”) is a Delaware corporation, incorporated in 1989. The Company’s operations are primarily conducted through its wholly owned subsidiaries, Jason Pharmaceuticals, Inc., OPTAVIA LLC, Jason Enterprises, Inc., Jason Properties, LLC, OPTAVIA (Hong Kong) Limited, and OPTAVIA Health Consultation (Shanghai) Co., Ltd. Medifast is the health and wellness company known for its habit-based and coach-guided lifestyle solution OPTAVIA. The Company has one modern, United States Food and Drug Administration (the “FDA”) approved manufacturing facility located in Owings Mills, Maryland.
Medifast sells a variety of weight loss, weight management and healthy living products all based on our proprietary formulas under the OPTAVIA, OPTAVIA ACTIVE, and Optimal Health brands. The Company’s product line includes approximately 79 consumable options, including, but not limited to, bars, puffs, cereal, crunchers, drinks, hearty choices, oatmeal, pancakes, pudding, soft serve, shakes, smoothies, soft bakes, and soups. Medifast’s nutritional products are formulated with high-quality ingredients. The processing, formulation, packaging, labeling and advertising of the Company’s products are subject to regulation by one or more federal agencies, including the FDA, the Federal Trade Commission (the “FTC”), the Consumer Product Safety Commission, the United States Department of Agriculture, and the United States Environmental Protection Agency.
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SIGNIFICANT ACCOUNTING POLICIES
 12 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
SIGNIFICANT ACCOUNTING POLICIES SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation - The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company’s fiscal year ends on December 31.
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.
Cash and Cash Equivalents - Cash and cash equivalents consist of cash on deposit in financial institutions, institutional money funds and other short-term investments with a maturity of 90 days or less at the time of purchase. All credit card and debit card transactions that process in less than seven days are classified as cash and cash equivalents. The amounts due from banks for these transactions classified as cash and cash equivalents totaled $4.8 million as of December 31, 2024, and $3.7 million as of December 31, 2023.
Concentration of Credit Risk - Our cash and cash equivalents and available-for-sale debt securities are maintained at several financial institutions and the balances with these financial institutions often exceed the amount of insurance provided on such accounts by the Federal Deposit Insurance Corporation. The cash and cash equivalents generally are maintained with financial institutions with reputable credit, and therefore bear minimal credit risk. Historically, we have not experienced any losses due to such concentration of credit risk.
Fair Value of Financial Instruments - Our financial instruments include cash and cash equivalents, and investments in debt and equity securities. The carrying amounts of cash and cash equivalents approximate fair value due to their short maturities. The fair value of investments in available-for-sale debt securities are based on third-party pricing services provided by the Company’s investment advisory firm. The fair value of investments in equity securities with readily determinable fair values are based on the closing price on the last trading day of the period from the applicable exchange.
Inventories - Inventories consist principally of raw materials and packaged meal replacements held in the Company’s warehouses and outsourced distribution center. 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.
Investments - The Company’s investments consist of debt securities classified as available-for-sale securities and equity investments with readily determinable fair values.
Available-for-sale debt securities are stated at fair value and unrealized holding gains and losses, net of the related deferred tax effect, are reported as a separate component of accumulated other comprehensive income (loss) in stockholders’ equity. Interest and dividends on marketable debt securities are recognized in income when declared. Realized gains and losses, if any, are included in income.
Equity investments with readily determinable fair values are those securities in which the Company has no control or significant influence and is not the primary beneficiary. The securities are stated at fair value based on a quoted market price per unit in active markets multiplied by the number of units held without consideration of transaction costs (Level 1). Gains and losses are recorded in other income (expense), net on the accompanying Consolidated Statements of Operations.
Property, Plant, and Equipment - Property, plant and equipment are stated at cost less accumulated depreciation and amortization. The Company computes depreciation and amortization using the straight-line method over the estimated useful lives of the assets acquired as follows:
Building and building improvements
10 - 35 years
Leasehold Improvements (1)
Lease term
Equipment and fixtures
3 - 15 years
Software (2)
2 - 5 years
Vehicles
5 years
(1)The depreciation life for leasehold improvements is the lesser of the estimated useful life or the term of the related lease.
(2)Capitalized costs of cloud software are reported in Other assets on the balance sheet and are amortized over an estimated useful life of 2 to 5 years.
Long-lived Asset Impairment - Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset.
Revenue Recognition - Our revenue is derived primarily from point-of-sale transactions executed over an e-commerce platform for weight loss, weight management, and other healthy living products. Revenue is recognized when control of the promised products is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for transferring those products. When determining whether the customer has obtained control of the products, we consider any future performance obligations.
A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the unit of account in Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, each performance obligation is satisfied. Our contracts have performance obligations to fulfill and deliver products from the point of sale transaction along with the related customer reward programs.
Our performance obligations are satisfied at a point in time. Revenue from products transferred to customers at a point in time accounted for substantially all of our revenue for the years ended December 31, 2024, 2023, and 2022. Revenue on these contracts is recognized when the obligations under the terms of the contract with our customer are satisfied.
Sales returns
Our return policy allows for customer returns of consumable products from the time of order until 30 days following the date of receipt, and upon our authorization. We adjust revenues for the products expected to be returned and a liability is recognized for expected refunds to customers. We estimate expected returns based on historical levels and project this experience into the future.
Customer reward programs and sales incentives
Our sales contracts may give customers the option to purchase additional products priced at a discount. Options to acquire additional products at a discount can come in many forms, such as customer reward programs and incentive offerings including pricing arrangements and promotions.
We reduce the transaction price for certain customer reward programs and incentive offerings including pricing arrangements, promotions, and incentives that represent variable consideration and separate performance obligations. The Company accounts for sales rewards that provide the customer with a material right as a separate performance obligation of the transactions, and therefore allocates consideration between the initial sale of products and the customer reward program and incentive offering.
Shipping and handling costs
Amounts billed to customers for shipping and handling activities are treated as a promised service performance obligation and are recorded in revenue in the accompanying Consolidated Statements of Operations upon fulfillment of the performance obligation. Shipping and handling costs incurred by the Company for the delivery of products to customers are considered a cost to fulfill the contract and are included in cost of sales in the accompanying Consolidated Statements of Operations.
Contract costs
We expense OPTAVIA coach compensation and credit card fees during the period in which the corresponding revenue is earned. These costs are recorded in selling, general and administrative expense in the accompanying Consolidated Statements of Operations.
Leases - The Company determines if an arrangement is a lease at inception and categorizes leases with contractual terms longer than twelve months as either operating or finance. All the Company’s leases are operating leases. The right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term, and lease liabilities represent an obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit interest rate, the Company uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. The ROU asset also consists of any prepaid lease payments and lease incentives received. The lease terms used to calculate the ROU asset and related lease liability include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for operating leases is recognized on a straight-line basis over the lease term as an operating expense.
Advertising Costs - Advertising costs are expensed as incurred. They are recorded in selling, general, and administrative expense in the accompanying Consolidated Statements of Operations. Advertising expense, excluding agency fees, for the years ended December 31, 2024, 2023 and 2022, amounted to $14.1 million, $3.4 million and $1.7 million, respectively.
Research and Development - The Company incurs research and development costs in connection with the development of new products and programs and clinical research activities, which are expensed as incurred. They are recorded in selling, general, and administrative expense in the accompanying Consolidated Statements of Operations. The Company incurred $4.6 million, $4.6 million, $4.5 million in research and development expense for the years ended December 31, 2024, 2023 and 2022, respectively.
Share-Based Compensation - Share-based compensation consists primarily of restricted stock awards, performance-based share awards, and stock options granted to employees and directors. Restricted stock awards are measured at the grant date, based on the calculated fair value of the award, and are recognized as an expense over the requisite service period. Performance-based share awards are measured based on the grant-date market price of the Company's common stock adjusted by expected level of achievement over the performance period. Market and performance-based share awards that are tied to the Company's total stockholder return ("TSR") are valued using the Monte Carlo method. The fair value of the incentive stock
options and non-qualified stock options is calculated using the Black-Scholes option pricing model as of the grant date and recognized over the service period.
Income Taxes - Deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.
The benefit of a tax position is recognized in the consolidated financial statements in the period during which, based on all available evidence, management believes it is more-likely-than-not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50% likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the accompanying Consolidated Balance Sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination.
Our policy is to recognize interest and penalties accrued on uncertain tax positions as part of income tax expense.
Earnings Per Share - Basic earnings per share (“EPS”) computations are calculated utilizing the weighted average number of shares of common stock outstanding during the periods presented. Diluted EPS is calculated utilizing the weighted average number of shares of common stock outstanding adjusted for the effect of dilutive common stock equivalents.
Comprehensive Income - Other comprehensive income refers to revenues, expenses, and gains and losses that are not included in net income but rather are recorded directly in stockholders’ equity. Comprehensive income consists of net income, unrealized gains and losses on available-for-sale debt securities, and foreign currency translation adjustments.
Accounting Pronouncements - Adopted in 2024
In June 2022, the FASB issued Accounting Standards Update ("ASU") 2022-03—Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions 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 this Update are effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption was 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 consolidated financial statements.
In November 2023, the FASB issued Accounting Standards Update 2023-07—Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”) to improve financial reporting by requiring disclosure of incremental segment information on an annual and interim basis for all public entities to enable investors to develop more decision-useful financial analyses. ASU 2023-07 is effective for public business entities for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company adopted the standard during the quarter ended December 31, 2024. The Company's segment disclosures are reported in Footnote 15.
Recently Issued Accounting Pronouncements - Pending Adoption
In December 2023, the Financial Accounting Standards Board (FASB) issued ASU 2023-09—Income Taxes (Topic 740): Improvements to Income Tax Disclosures 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. The ASU is effective for public business entities for annual periods beginning after December 15, 2024, and for all other entities for annual periods beginning after December 15, 2025. 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 the ASU on its consolidated financial statements.
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INVENTORIES
 12 Months Ended
Dec. 31, 2024
Inventory Disclosure [Abstract]  
INVENTORIES INVENTORIES
Inventories consisted of the following (in thousands):
December 31, 2024December 31, 2023
Raw materials$6,704 $7,944 
Packaging1,429 1,962 
Non-food finished goods2,031 3,703 
Finished goods33,702 43,248 
Reserve for obsolete inventory(1,445)(2,266)
Total$42,421 $54,591 
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PROPERTY, PLANT AND EQUIPMENT
 12 Months Ended
Dec. 31, 2024
Property, Plant and Equipment [Abstract]  
PROPERTY, PLANT AND EQUIPMENT PROPERTY, PLANT AND EQUIPMENT
Property, plant, and equipment consisted of the following (in thousands):
December 31, 2024December 31, 2023
Land$345 $565 
Building and improvements and leasehold improvements21,348 24,499 
Equipment and fixtures44,907 50,344 
Software29,210 23,270 
Vehicles58 95 
Property, plant and equipment - gross95,868 98,773 
Less: accumulated depreciation(58,341)(47,306)
Property, plant and equipment - net$37,527 $51,467 
Depreciation expense for the years ended December 31, 2024, 2023 and 2022 was $17.4 million, $10.0 million and $7.9 million, respectively. Refer to Footnote 16. Supply Chain Optimization for information on assets held for sale and accelerated depreciation charges.
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ACCOUNTS PAYABLE AND ACCRUED EXPENSES
 12 Months Ended
Dec. 31, 2024
Payables and Accruals [Abstract]  
ACCOUNTS PAYABLE AND ACCRUED EXPENSES ACCOUNTS PAYABLE AND ACCRUED EXPENSES
Accounts payable and accrued expenses consisted of the following (in thousands):
December 31, 2024December 31, 2023
Trade payables and accrued expenses$23,051 $39,193 
Accrued payroll and related taxes9,953 17,184 
OPTAVIA coach compensation payable
8,914 13,277 
Gross unrecognized tax liability, including interest and penalties
9,176 8,763 
Promotional sales incentive accruals
4,077 4,923 
Dividends payable
648 1,407 
Sales tax payable
359 1,094 
Deferred revenue316 574 
Total$56,494 $86,415 
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EARNINGS PER SHARE
 12 Months Ended
Dec. 31, 2024
Earnings Per Share [Abstract]  
EARNINGS PER SHARE EARNINGS PER SHARE
The following table sets forth the computation of basic and diluted EPS for the years ended December 31, 2024, 2023 and 2022 (in thousands, except per share data):
202420232022
Numerator:
Net income$2,091 $99,415 $143,568 
Denominator:
Weighted average shares of common stock outstanding10,930 10,884 11,195 
Effect of dilutive common stock equivalents33 37 81 
Weighted average shares of common stock outstanding10,963 10,921 11,276 
Earnings per share - basic$0.19 $9.13 $12.82 
Earnings per share - diluted$0.19 $9.10 $12.73 
The calculation of diluted earnings per share for the years ended December 31, 2024, 2023 and 2022 excluded 223 thousand, 24 thousand and no antidilutive restricted stock awards, respectively.
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EQUITY
 12 Months Ended
Dec. 31, 2024
Equity [Abstract]  
EQUITY EQUITY
Authorized Shares
Pursuant to the Company’s Restated and Amended Certificate of Incorporation, the Company has the authority to issue 21.5 million capital shares consisting of: (i) 20.0 million shares of common stock having a par value of $0.001 per share and (ii) 1.5 million shares of preferred stock having a par value $0.001 per share. As of December 31, 2024, there were approximately 10.9 million and 0 shares of common stock and preferred stock issued, respectively.
Issuance of Additional Common Stock
On June 19, 2024, the stockholders of the Company approved the Medifast, Inc. Amended and Restated 2012 Share Incentive Plan (the “Amended and Restated 2012 Plan”) that increased the number of shares of the Company’s common stock that may be awarded under the Amended and Restated 2012 Plan by 0.5 million, to an aggregate of 2.1 million.
Stock Repurchase Plan
The Company implemented a stock repurchase plan on September 16, 2014 (the “Stock Repurchase Plan”). On September 12, 2019, the Company's Board of Directors authorized an additional 2.0 million shares for repurchase under the Stock Repurchase Plan. The Company repurchased approximately 0 and 31 thousand shares during the years ended December 31, 2024 and 2023, respectively. As of December 31, 2024, there were approximately 1.3 million shares of common stock remaining under the Company’s Stock Repurchase Plan. There is no guarantee as to the exact number of shares of the Company’s common stock, if any, that will be repurchased under the Stock Repurchase Plan.
v3.25.0.1
SHARE-BASED COMPENSATION
 12 Months Ended
Dec. 31, 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 value of these options were estimated on the date of grant 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 December 31, 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 years ended December 31, 2024 and 2023, the Company did not grant stock options.
The number of stock options and weighted-average exercise prices as of December 31, 2024 and 2023 are as follows:
20242023
AwardsWeighted-Average Exercise PriceAwardsWeighted-Average Exercise Price
(awards in thousands)
Outstanding at beginning of period25 $62.20 32 $54.98 
Exercised(1)27.68 (7)27.40 
Forfeited(2)26.52 — — 
Outstanding at end of the period22 $66.68 25 $62.20 
Exercisable at end of the period22 $66.68 25 $62.20 
As of December 31, 2024, the weighted-average remaining contractual life for both outstanding and exercisable stock options was 3.1 years with an aggregate intrinsic value of $0. There was no unrecognized compensation on the awards for the period ended December 31, 2024. The Company received $36 thousand, $188 thousand, and $0 thousand in cash proceeds from the exercise of stock options during the years ended December 31, 2024, 2023, and 2022, respectively. The total intrinsic value of stock options exercised during the years ended December 31, 2024, 2023, and 2022 was $15 thousand, $440 thousand, and $0 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. A summary of outstanding restricted stock activity as of December 31, 2024 and 2023 are as follows:
20242023
SharesWeighted-Average Grant Date Fair ValueSharesWeighted-Average Grant Date Fair Value
(shares in thousands)
Outstanding at beginning of period114 $127.87 60 $187.94 
Granted210 32.2387 97.96
Vested(35)138.85(25)169.69
Forfeited(10)50.31(8)133.57
Outstanding at end of the period279 $57.21 114 $127.87 
The Company withheld approximately 11 thousand, 9 thousand, 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 years ended December 31, 2024, 2023, and 2022, respectively. The total fair value of restricted stock awards vested during the years ended December 31, 2024, 2023, and 2022 was $1.3 million, $8.3 million, and $3.5 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 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 previously estimated achievement 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 would not reach the previously estimated achievement of the predetermined performance goals resulting in a reversal of previously recorded share-based compensation expense of $1.4 million for the year ended December 31, 2023. Management also determined that the market and performance-based share awards granted in March of 2023 would not reach the previously estimated achievement of the predetermined performance goals. The Company reversed $1.4 million of previously recorded share-based compensation expense during the quarter ended September 30, 2024. The Company continues to record stock-based compensation expense on the performance-based share awards granted in March of 2023 at the revised performance factor over the life of the awards.
The Company withheld approximately 8 thousand, 22 thousand, and 0 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 years ended December 31, 2024, 2023, and 2022, respectively. The total fair value of performance-based share awards issued for the years ended December 31, 2024, 2023, and 2022 was $1.3 million, $5.7 million, and $0.0 million respectively.
Share-based compensation expense for all types of awards is recorded in selling, general, and administrative expense in the accompanying Consolidated Statements of Operations. The total expenses during the years ended December 31, 2024, 2023, and 2022 are as follows (in thousands):
202420232022
SharesShare-Based Compensation ExpenseSharesShare-Based Compensation ExpenseSharesShare-Based Compensation Expense
Options and restricted stock301 $6,521 139 $5,926 92 $5,167 
Performance-based share awards granted in 2024117 1,198 — — — — 
Market and performance-based share awards granted in 202347 (252)47 1,536 — — 
Market and performance-based share awards granted in 2022
— — 24 (1,388)25 1,389 
Performance-based share awards granted in 2021— (104)14 2,005 15 2,595 
Performance-based share awards granted in 2020— — — 109 52 1,902 
Total share-based compensation465 $7,363 224 $8,188 184 $11,053 
The total income tax benefit recognized in the accompanying Consolidated Statements of Operations for stock awards was $1.0 million, $0.6 million and $1.2 million for the years ended December 31, 2024, 2023, and 2022, respectively.
There was $7.2 million of total unrecognized compensation expense related to restricted stock awards as of December 31, 2024, which is expected to be recognized over a weighted-average period of 20 months. There was $3.7 million of unrecognized compensation expense related to the 47 thousand market and performance-based shares and 117 thousand performance-based shares presented in the table above as of December 31, 2024, which is expected to be recognized over a weighted-average period of 19 months
v3.25.0.1
ACCUMULATED OTHER COMPREHENSIVE INCOME
 12 Months Ended
Dec. 31, 2024
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]  
ACCUMULATED OTHER COMPREHENSIVE INCOME ACCUMULATED OTHER COMPREHENSIVE INCOME
The following table sets forth the components of accumulated other comprehensive income, net of tax where applicable (in thousands):
December 31, 2024December 31, 2023
Foreign currency translation$(1)$(48)
Unrealized gains on investment securities181 296 
Accumulated other comprehensive income $180 $248 
v3.25.0.1
INVESTMENTS
 12 Months Ended
Dec. 31, 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 ongoing 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):
December 31, 2024
Cost
Unrealized
Gains (Losses)
Accrued
Interest		Estimated
Fair Value		Cash & Cash
Equivalents		Investment
Securities
Cash and cash equivalents, excluding money market accounts
$77,551 $— $— $77,551 $77,551 $— 
Level 1:
Money market accounts13,377 — — 13,377 13,377 — 
Government & agency securities28,920 15 96 29,031 — 29,031 
Equity securities
10,000 (3,939)— 6,061 — 6,061 
52,297 (3,924)96 48,469 13,377 35,092 
Level 2:
Corporate bonds
35,771 227 326 36,324 — 36,324 
Total$165,619 $(3,697)$422 $162,344 $90,928 $71,416 
December 31, 2023
Cost
Unrealized
Gains (Losses)
Accrued
Interest		Estimated
Fair Value		Cash & Cash
Equivalents		Investment
Securities
Cash and cash equivalents, excluding money market accounts
$88,778 $— $— $88,778 $88,778 $— 
Level 1:
Money market accounts5,662 — — 5,662 5,662 — 
Government & agency securities15,282 126 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 $95 thousand in realized gains for the year ended December 31, 2024, and no realized gains or losses for the years ended December 31, 2023, and 2022.
During the fourth quarter of 2023, the Company entered into an agreement with LifeMD (Nasdaq: LFMD), a leading provider of virtual primary care, to purchase shares of common stock of LifeMD for $10 million. The 180-day lock-up period expired on June 8, 2024, and the registration process was completed, effective July 18, 2024. The fair value of the investment is recorded within the investment securities of the accompanying Consolidated Balance Sheets. The losses related to the Company’s LifeMD investment for the year ended December 31, 2024, 2023, and 2022 are summarized in the table below (in thousands):
Twelve months ended December 31,
202420232022
Net (losses) gains recognized during the period on equity securities
$(4,089)$150 $— 
Less: Net gains (losses) recognized on equity securities sold
— — — 
Unrealized (losses) gains recognized during the reporting period on equity securities still held at the reporting date
$(4,089)$150 $— 
The Company concurrently entered into an agreement in which LifeMD would provide services to stand-up the collaboration between LifeMD and the Company. The Company made payments of $5 million in each of the years ended December 31, 2024 and 2023. This amount was included in the Company's selling, general, and administrative expenses on the accompanying Consolidated Statements of Operations for the years ended December 31, 2024 and 2023, respectively.
v3.25.0.1
INCOME TAXES
 12 Months Ended
Dec. 31, 2024
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXES
Income tax expense for the years ended December 31, 2024, 2023, and 2022 consisted of the following (in thousands):
202420232022
Current
Federal$7,059 $25,170 $35,857 
State2,040 3,001 5,558 
Total current9,099 28,171 41,415 
Deferred
Federal(6,325)1,523 (738)
State(1,078)(312)(186)
Total deferred(7,403)1,211 (924)
Provision for income taxes$1,696 $29,382 $40,491 
The total provision for income taxes for the years ended December 31, 2024, 2023, and 2022 was $1.6 million, $29.5 million, and $40.5 million, respectively. Those amounts have been allocated to the following financial statement items (in thousands):
202420232022
Provision for income taxes
$1,696 $29,382 $40,491 
Stockholders' equity, unrealized (losses) gains on investment securities & foreign currency(52)112 (27)
Total provision for income taxes$1,644 $29,494 $40,464 
The reconciliation of the United States federal statutory tax provision to the Company’s provision for income taxes for the years ended December 31, 2024, 2023, and 2022 (in thousands, except percentages):
202420232022
Statutory federal tax$795 21.0 %$27,048 21.0 %$38,621 21.0 %
State income taxes, net of federal benefit759 20.0 %2,124 1.7 %4,635 2.5 %
Foreign taxes
Hong Kong(5)(0.1)%63 0.0 %75 0.0 %
Singapore(1)0.0 %(199)(0.2)%28 0.0 %
Share-based compensation
889 23.4 %143 0.1 %(26)— %
Research and development and jobs credits(713)(18.9)%(1,258)(1.0)%(819)(0.4)%
Executive compensation52 1.2 %1,895 1.5 %1,470 0.8 %
Charitable donations(236)(6.2)%(1,094)(0.8)%(4,316)(2.3)%
Valuation allowance(20)(0.5)%(613)(0.5)%396 0.2 %
Intercompany loan restructuring— — %1,167 0.9 %— — %
Other permanent differences176 4.9 %106 0.1 %427 0.2 %
Provision for income taxes$1,696 44.8 %$29,382 22.8 %$40,491 22.0 %
Significant components of the Company’s deferred tax assets (liabilities) consisted of the following (in thousands):
December 31, 2024December 31, 2023
Reserves on inventory and sales$472 $721 
Credit and loss carryforwards2,730 2,881 
Stock compensation2,055 1,784 
Accrued expenses and deferred costs2,235 2,986 
Inventory capitalization708 587 
Lease obligations4,047 5,542 
Capitalized research costs7,028 5,841 
Charitable donations83 114 
State taxes1,594 1,520 
Unrealized loss on investment
967 — 
Other183 164 
Valuation allowance(1,624)(1,680)
Total deferred tax assets20,478 20,460 
Right-of-use assets(2,800)(3,938)
Prepaid expenses(1,590)(2,084)
Depreciation(4,628)(10,321)
Total deferred tax liabilities(9,018)(16,343)
Net deferred tax assets$11,460 $4,117 

On August 12, 2022, the President of the United States signed into law the Inflation Reduction Act. The two primary tax implications for corporations are a 15% alternative minimum tax (“AMT”) that applies to corporations with at least one billion of pretax income and a one percent surtax on share buybacks. The AMT will not apply to the Company for the years ended December 31, 2024 and 2023 since the Company’s pretax income does not exceed the threshold. The share buyback surtax will not apply to the Company as its share issuances exceed its share buybacks for the years ended December 31, 2024 and 2023. The Inflation Reduction Act did not have a material impact on the Company’s tax provision for the years ended December 31, 2024 and 2023.

We file income tax returns in the United States and various states and foreign jurisdictions. The Company has separate state and foreign net operating loss carry forwards totaling $26.4 million that start expiring in 2029. The Company has recorded a valuation allowance for the portion of the net operating loss carry forwards which are not expected to be realized.
As of December 31, 2024, the Company had $7.4 million of gross unrecognized tax benefits, which would have a net $6.2 million impact on the effective tax rate, if recognized. As of December 31, 2023, the Company had $7.5 million of gross unrecognized tax benefits, which would have a net $6.2 million impact on the effective tax rate, if recognized. The change for both 2024 and 2023 primarily relates to additional gross unrecognized benefits for current tax positions and reductions of gross unrecognized benefits for prior year tax positions and lapses in statute of limitations. The amounts of unrecognized tax benefits were as follows (in thousands):

December 31, 2024December 31, 2023
Unrecognized tax benefit at the beginning of the period
$7,502 $6,011 
Increase for current year tax positions
71 1,744 
(Decrease) increase for prior period tax positions
(5)38 
Reduction due to lapse in statute of limitations(135)(291)
Unrecognized tax benefit at the end of the period
$7,433 $7,502 
The Company recognizes interest and penalty expenses related to unrecognized tax positions as a component of the income tax provision. As of December 31, 2024, and 2023, interest and penalties accrued were $1.7 million and $1.3 million, respectively. For 2024 and 2023, the Company recorded expenses related to interest and penalties of $0.4 million and $0.3 million, respectively. As of December 31, 2024, the current year reduction primarily relates to the expiration of federal, state, and foreign statutes of limitation. The Company cannot reasonably project the change in its uncertain tax positions over the next twelve months. Our tax returns are subject to examination by various federal, state, and local tax authorities. The Company believes that it has adequately provided for all tax positions; however, amounts asserted by taxing authorities could be greater than our accrued position. Pending the resolution of one examination, and specific to jurisdictions where the Company has filed tax returns and examination of such returns is constrained by a statute of limitations, we are no longer subject to United States federal, state, and local income tax examinations by tax authorities for years prior to 2021.
v3.25.0.1
COMMITMENTS
 12 Months Ended
Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS COMMITMENTS
Unconditional purchase obligations:
At December 31, 2024, the Company had $10.8 million in unconditional purchase obligations with a remaining term in excess of one year primarily for inventories and outsourced information technology.
v3.25.0.1
LEASES
 12 Months Ended
Dec. 31, 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 years ended December 31, 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 clauses relating to 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 will be recognized as expense when they are incurred.
The operating lease expense was $4.9 million, $5.1 million and $6.7 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Supplemental cash flow information related to the Company’s operating leases were as follows (in thousands):
202420232022
Cash paid for amounts included in the measurements of lease liabilities
Operating cash flow used in operating leases$6,312$6,333$7,199
Right-of-use assets obtained in exchange for lease obligations
Operating leases$—$1,785$101
As of December 31, 2024, the weighted average remaining lease term was 3 years, 1 month and the weighted average discount rate was 2.2%.
The following table presents the maturity of the Company’s operating lease liabilities as of December 31, 2024 (in thousands):
20256,462
20264,783
20272,553
20282,618
2029240
Thereafter—
Total lease payments$16,656
Less: imputed interest(531)
Total $16,125
v3.25.0.1
DEBT
 12 Months Ended
Dec. 31, 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 provided for a $225.0 million senior secured revolving credit facility with a $20.0 million letter of credit sublimit. The Amended Credit Agreement also provided for an uncommitted incremental facility that permitted the Company, subject to certain conditions, to increase the senior secured revolving credit facility by up to $100.0 million. The Credit Agreement otherwise would have matured on April 13, 2026.

The Company had no borrowings under the Amended Credit Agreement as of December 31, 2023. On October 30, 2024, the Company terminated its Amended Credit Agreement with Citibank, N.A. The Company had no borrowings under the Amended Credit Agreement, inclusive of the credit facility and letter of credit sublimit as of the termination date.
v3.25.0.1
SEGMENT REPORTING
 12 Months Ended
Dec. 31, 2024
Segment Reporting [Abstract]  
SEGMENT REPORTING SEGMENT REPORTING
The Company's OPTAVIA segment derives revenues from customers through the sale of OPTAVIA products which are shipped directly to customers. Our OPTAVIA coaches help customers adopt healthy habits and learn the benefits of our products. The accounting policies of the Company's single segment are the same as those described in the Company's Significant Accounting Policies.

The Company’s chief operating decision maker (“CODM”) is the chief executive officer. The CODM assesses performance for the segment and decides how to allocate resources based on net income that also is reported on the accompanying Consolidated Statements of Operations as net income. The measure of segment assets is reported on the Consolidated Balance Sheets as total assets. The CODM uses net income to evaluate income generated from segment assets in deciding whether to reinvest profits into the segment or into other parts of the entity, such as for share buybacks. Net income is used to monitor budget versus actual results. The CODM also uses net income in competitive analysis by benchmarking to the Company’s competitors. The competitive analysis along with the monitoring of budgeted versus actual results are used in assessing performance of the segment and in establishing management’s compensation. The Company does not have significant intra-entity sales or transfers.

The Company has one reportable segment: OPTAVIA. The OPTAVIA segment recognizes revenue when control of the products is transferred to the customer. The segment pays commissions on the sale of products to OPTAVIA coaches. The Company derives all of its revenue from sales within the United States and manages the business activities on a consolidated basis.

The following table presents the OPTAVIA segment's revenue, significant segment expenses, and segment net income for the years ended December 31, 2024, 2023, and 2022 (in thousands):
2024
2023
2022
Revenue
602,4631,072,0541,598,577
Less:
Cost of sales
157,840296,204458,163
Selling, marketing, and after sales support
304,481501,188766,331
Distribution
37,71040,53461,899
Technology
49,93956,59554,736
Administrative and corporate support functions
42,25242,94361,589
Equity compensation
7,3638,18811,053
Other (income) expense (1)
(909)(2,395)747
Provision for income taxes
1,69629,38240,491
Segment net income
$2,091 $99,415 $143,568 
Reconciliation of profit or loss
Adjustments and reconciling items
———
Consolidated net income
$2,091 $99,415 $143,568 
(1) Other (income) expense included within Segment net income includes interest income, interest expense, and unrealized gains and losses on LifeMD common stock.
Segment depreciation expense for the years ended December 31, 2024, 2023, and 2022 was $17.4 million, $10.0 million and $7.9 million, respectively. Segment additions of property, plant, and equipment for the years ended December 31, 2024, 2023, and 2022 were $7.5 million, $6.5 million, and $16.7 million, respectively.
v3.25.0.1
SUPPLY CHAIN OPTIMIZATION
 12 Months Ended
Dec. 31, 2024
Restructuring and Related Activities [Abstract]  
SUPPLY CHAIN OPTIMIZATION SUPPLY CHAIN OPTIMIZATION
During the year ended December 31, 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 assets within the facility were sold during the year ended December 31, 2024, 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 year ended December 31, 2024, the components of the Company’s supply chain optimization charges were as follows:

Twelve Months Ended December 31, 2024
Loss on impairment of equipment held for sale
$2,499 
Accelerated depreciation charges9,190 
     Non-cash charges for supply chain optimization11,689 
One-time severance costs813 
     Total supply chain optimization
$12,502 

For the year ended December 31, 2024, the supply chain optimization charges were recorded in the Company’s accompanying Consolidated Statements of Operations as follows:
Twelve Months Ended December 31, 2024
Selling, general, and administrative $12,502 
Total supply chain optimization
$12,502 

During the three months ended December 31, 2024, the Company readied and listed the Maryland Distribution Center building and land for sale. The Company expects to sell the land and building in 2025. The net book value of the building and land is $1.4 million. The fair value of assets exceed their carrying value and no impairment was recognized. The assets are recorded within Prepaid expenses and other current assets on the Consolidated Balance Sheets.
v3.25.0.1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Pay vs Performance Disclosure      
Net income $ 2,091 $ 99,415 $ 143,568
v3.25.0.1
Insider Trading Arrangements
 3 Months Ended
Dec. 31, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.25.0.1
Insider Trading Policies and Procedures
 12 Months Ended
Dec. 31, 2024
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true
v3.25.0.1
Cybersecurity Risk Management and Strategy Disclosure
 12 Months Ended
Dec. 31, 2024
Cybersecurity Risk Management, Strategy, and Governance [Line Items]  
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]
We have established processes for assessing, identifying, and managing material risks from cybersecurity threats and have integrated these cybersecurity processes into our overall risk management system. Specifically, we have adopted a cybersecurity framework that, where appropriate, aligns with the NIST's Cybersecurity Framework, and we have maintained systems that, where appropriate, are PCI compliant under current standards.
We regularly review our Incident Response Plans to ensure readiness if and when an incident does occur, including through live testing via planned and surprise tabletop exercises. In the event of a cybersecurity incident, if a system does become non-operational, we maintain disaster recovery capabilities to return to normal operation in a timely manner.
Our cybersecurity processes to assess and identify cybersecurity risks includes periodic risk assessments, deployment of security monitoring tools for continuous monitoring of our information systems, periodic testing for vulnerabilities in our systems, periodic testing of employees’ cybersecurity awareness, receiving cybersecurity alerts, among other procedures. Our Information Security (“IS”) department, which reports to the Vice President, Information Security, evaluates cybersecurity risks and works to design and ensure implementation of appropriate controls and safeguards in alignment with our business objectives and operational needs. Management periodically reviews cybersecurity risks as part of the overall risks to the company as part of the enterprise risk management program. This review helps in identifying areas for improvement and ensuring the alignment of cybersecurity efforts with the overall risk management framework.
We engage various third parties to assess, test, or assist with the implementation of our risk management strategies, policies, and procedures to enhance our detection and management of cybersecurity risks, including but not limited to: consultants who assist with assessing risks, assist with our PCI compliance assessments, assess our systems alignment with the NIST Cybersecurity Framework, and test and/or scan for vulnerabilities.
We rely on software, hardware, and network systems, including cloud-based technology, that are either developed by us or licensed from or maintained by third parties to maintain operations. In the ordinary course of our business, we collect and utilize proprietary and customer information and data. We utilize systems designed to protect customer information and prevent fraudulent transactions and other security breaches. We rely on third-party software products to secure our credit card transactions.
Furthermore, we maintain a process to evaluate and manage risks associated with third-party service providers. We conduct cybersecurity assessments of our key vendors before engagement, maintain continued monitoring during the engagement, and maintain the ability to discontinue our engagement with a key vendor if their cybersecurity posture fails to meet pre-established standards.
Cybersecurity Risk Management Processes Integrated [Flag] true
Cybersecurity Risk Management Processes Integrated [Text Block]
We have established processes for assessing, identifying, and managing material risks from cybersecurity threats and have integrated these cybersecurity processes into our overall risk management system. Specifically, we have adopted a cybersecurity framework that, where appropriate, aligns with the NIST's Cybersecurity Framework, and we have maintained systems that, where appropriate, are PCI compliant under current standards.
Cybersecurity Risk Management Third Party Engaged [Flag] true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag] true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag] false
Cybersecurity Risk Board of Directors Oversight [Text Block]
The Board of Directors has responsibility for oversight and approval of our cybersecurity risk management processes, and the Board has established an oversight mechanism for cybersecurity risks.
Senior executives provide the Board of Directors with quarterly updates concerning cybersecurity risks and the Company’s cybersecurity strategies and objectives. In addition, members of management briefed on specific issues attend Board meetings to provide additional insight into the specific issues being discussed, including risk exposure.
The Board works with our senior executives in reviewing the cybersecurity risks and strategy, provides guidance on the Company’s cybersecurity goals and objectives, and monitors the information it receives from management regarding the assessment and management of cybersecurity risk. If a significant cybersecurity incident occurs, it will be reported promptly to the Board near the time of discovery.
Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block] The Board of Directors has responsibility for oversight and approval of our cybersecurity risk management processes, and the Board has established an oversight mechanism for cybersecurity risks.
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block]
Senior executives provide the Board of Directors with quarterly updates concerning cybersecurity risks and the Company’s cybersecurity strategies and objectives. In addition, members of management briefed on specific issues attend Board meetings to provide additional insight into the specific issues being discussed, including risk exposure.
The Board works with our senior executives in reviewing the cybersecurity risks and strategy, provides guidance on the Company’s cybersecurity goals and objectives, and monitors the information it receives from management regarding the assessment and management of cybersecurity risk. If a significant cybersecurity incident occurs, it will be reported promptly to the Board near the time of discovery.
The IS department is charged with monitoring risks, implementing controls, developing information security policies and procedures, and assessing cyber events. On a day-to-day basis, IS informs the Vice President, Information Security concerning cybersecurity risks and events, including any mitigation and remediation efforts. Our Vice President, Information Security joined the Company in September 2022, and is responsible for approving IS policies and procedures, implementing controls, monitoring and detection programs, and employee training on cybersecurity risks, and reports cybersecurity risks and strategies directly to executive leadership. He has over a decade of security experience, received his Master of Science in Computer Information and Information Systems Security/Information Assurance from Norwich University, and holds various certifications including Certified Ethical Hacker (CEH) and Certified Information Systems Security Professional (CISSP).
Cybersecurity incidents are escalated to the cybersecurity incident response team ("CIRT") who is responsible for overseeing our incident response strategy, including remediation. Significant cybersecurity incidents are escalated to the Company’s Incident Response Materiality Assessment Committee (“IRMAC”) that assesses and evaluates whether the incident is material
using criteria based on our enterprise risks. This committee is comprised of a cross-functional team that consists, in part, of employees at the management level and members of the executive team. As noted above, if a significant cybersecurity incident occurs, it will be reported promptly to the Board on an ad hoc and as-needed basis. Otherwise, management reports cybersecurity risks and developments to the Board quarterly.
Cybersecurity Risk Role of Management [Text Block]
Senior executives provide the Board of Directors with quarterly updates concerning cybersecurity risks and the Company’s cybersecurity strategies and objectives. In addition, members of management briefed on specific issues attend Board meetings to provide additional insight into the specific issues being discussed, including risk exposure.
The Board works with our senior executives in reviewing the cybersecurity risks and strategy, provides guidance on the Company’s cybersecurity goals and objectives, and monitors the information it receives from management regarding the assessment and management of cybersecurity risk. If a significant cybersecurity incident occurs, it will be reported promptly to the Board near the time of discovery.
The IS department is charged with monitoring risks, implementing controls, developing information security policies and procedures, and assessing cyber events. On a day-to-day basis, IS informs the Vice President, Information Security concerning cybersecurity risks and events, including any mitigation and remediation efforts. Our Vice President, Information Security joined the Company in September 2022, and is responsible for approving IS policies and procedures, implementing controls, monitoring and detection programs, and employee training on cybersecurity risks, and reports cybersecurity risks and strategies directly to executive leadership. He has over a decade of security experience, received his Master of Science in Computer Information and Information Systems Security/Information Assurance from Norwich University, and holds various certifications including Certified Ethical Hacker (CEH) and Certified Information Systems Security Professional (CISSP).
Cybersecurity incidents are escalated to the cybersecurity incident response team ("CIRT") who is responsible for overseeing our incident response strategy, including remediation. Significant cybersecurity incidents are escalated to the Company’s Incident Response Materiality Assessment Committee (“IRMAC”) that assesses and evaluates whether the incident is material
using criteria based on our enterprise risks. This committee is comprised of a cross-functional team that consists, in part, of employees at the management level and members of the executive team. As noted above, if a significant cybersecurity incident occurs, it will be reported promptly to the Board on an ad hoc and as-needed basis. Otherwise, management reports cybersecurity risks and developments to the Board quarterly.
Cybersecurity Risk Management Positions or Committees Responsible [Flag] true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block]
The IS department is charged with monitoring risks, implementing controls, developing information security policies and procedures, and assessing cyber events. On a day-to-day basis, IS informs the Vice President, Information Security concerning cybersecurity risks and events, including any mitigation and remediation efforts. Our Vice President, Information Security joined the Company in September 2022, and is responsible for approving IS policies and procedures, implementing controls, monitoring and detection programs, and employee training on cybersecurity risks, and reports cybersecurity risks and strategies directly to executive leadership. He has over a decade of security experience, received his Master of Science in Computer Information and Information Systems Security/Information Assurance from Norwich University, and holds various certifications including Certified Ethical Hacker (CEH) and Certified Information Systems Security Professional (CISSP).
Cybersecurity incidents are escalated to the cybersecurity incident response team ("CIRT") who is responsible for overseeing our incident response strategy, including remediation. Significant cybersecurity incidents are escalated to the Company’s Incident Response Materiality Assessment Committee (“IRMAC”) that assesses and evaluates whether the incident is material
using criteria based on our enterprise risks. This committee is comprised of a cross-functional team that consists, in part, of employees at the management level and members of the executive team. As noted above, if a significant cybersecurity incident occurs, it will be reported promptly to the Board on an ad hoc and as-needed basis. Otherwise, management reports cybersecurity risks and developments to the Board quarterly.
Cybersecurity Risk Management Expertise of Management Responsible [Text Block] Our Vice President, Information Security joined the Company in September 2022, and is responsible for approving IS policies and procedures, implementing controls, monitoring and detection programs, and employee training on cybersecurity risks, and reports cybersecurity risks and strategies directly to executive leadership. He has over a decade of security experience, received his Master of Science in Computer Information and Information Systems Security/Information Assurance from Norwich University, and holds various certifications including Certified Ethical Hacker (CEH) and Certified Information Systems Security Professional (CISSP).
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block]
The IS department is charged with monitoring risks, implementing controls, developing information security policies and procedures, and assessing cyber events. On a day-to-day basis, IS informs the Vice President, Information Security concerning cybersecurity risks and events, including any mitigation and remediation efforts. Our Vice President, Information Security joined the Company in September 2022, and is responsible for approving IS policies and procedures, implementing controls, monitoring and detection programs, and employee training on cybersecurity risks, and reports cybersecurity risks and strategies directly to executive leadership. He has over a decade of security experience, received his Master of Science in Computer Information and Information Systems Security/Information Assurance from Norwich University, and holds various certifications including Certified Ethical Hacker (CEH) and Certified Information Systems Security Professional (CISSP).
Cybersecurity incidents are escalated to the cybersecurity incident response team ("CIRT") who is responsible for overseeing our incident response strategy, including remediation. Significant cybersecurity incidents are escalated to the Company’s Incident Response Materiality Assessment Committee (“IRMAC”) that assesses and evaluates whether the incident is material
using criteria based on our enterprise risks. This committee is comprised of a cross-functional team that consists, in part, of employees at the management level and members of the executive team. As noted above, if a significant cybersecurity incident occurs, it will be reported promptly to the Board on an ad hoc and as-needed basis. Otherwise, management reports cybersecurity risks and developments to the Board quarterly.
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] true
v3.25.0.1
SIGNIFICANT ACCOUNTING POLICIES (Policies)
 12 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Principles of Consolidation
Principles of Consolidation - The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company’s fiscal year ends on December 31.
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.
Commitments and Contingencies
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.
Cash and Cash Equivalents Cash and Cash Equivalents - Cash and cash equivalents consist of cash on deposit in financial institutions, institutional money funds and other short-term investments with a maturity of 90 days or less at the time of purchase. All credit card and debit card transactions that process in less than seven days are classified as cash and cash equivalents.
Concentration of Credit Risk
Concentration of Credit Risk - Our cash and cash equivalents and available-for-sale debt securities are maintained at several financial institutions and the balances with these financial institutions often exceed the amount of insurance provided on such accounts by the Federal Deposit Insurance Corporation. The cash and cash equivalents generally are maintained with financial institutions with reputable credit, and therefore bear minimal credit risk. Historically, we have not experienced any losses due to such concentration of credit risk.
Fair Value of Financial Instruments
Fair Value of Financial Instruments - Our financial instruments include cash and cash equivalents, and investments in debt and equity securities. The carrying amounts of cash and cash equivalents approximate fair value due to their short maturities. The fair value of investments in available-for-sale debt securities are based on third-party pricing services provided by the Company’s investment advisory firm. The fair value of investments in equity securities with readily determinable fair values are based on the closing price on the last trading day of the period from the applicable exchange.
Inventories
Inventories - Inventories consist principally of raw materials and packaged meal replacements held in the Company’s warehouses and outsourced distribution center. 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.
Investments
Investments - The Company’s investments consist of debt securities classified as available-for-sale securities and equity investments with readily determinable fair values.
Available-for-sale debt securities are stated at fair value and unrealized holding gains and losses, net of the related deferred tax effect, are reported as a separate component of accumulated other comprehensive income (loss) in stockholders’ equity. Interest and dividends on marketable debt securities are recognized in income when declared. Realized gains and losses, if any, are included in income.
Equity investments with readily determinable fair values are those securities in which the Company has no control or significant influence and is not the primary beneficiary. The securities are stated at fair value based on a quoted market price per unit in active markets multiplied by the number of units held without consideration of transaction costs (Level 1). Gains and losses are recorded in other income (expense), net on the accompanying Consolidated Statements of Operations.
Property, Plant, and Equipment
Property, Plant, and Equipment - Property, plant and equipment are stated at cost less accumulated depreciation and amortization. The Company computes depreciation and amortization using the straight-line method over the estimated useful lives of the assets acquired as follows:
Building and building improvements
10 - 35 years
Leasehold Improvements (1)
Lease term
Equipment and fixtures
3 - 15 years
Software (2)
2 - 5 years
Vehicles
5 years
(1)The depreciation life for leasehold improvements is the lesser of the estimated useful life or the term of the related lease.
(2)Capitalized costs of cloud software are reported in Other assets on the balance sheet and are amortized over an estimated useful life of 2 to 5 years.
Long-lived Asset Impairment
Long-lived Asset Impairment - Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset.
Revenue Recognition
Revenue Recognition - Our revenue is derived primarily from point-of-sale transactions executed over an e-commerce platform for weight loss, weight management, and other healthy living products. Revenue is recognized when control of the promised products is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for transferring those products. When determining whether the customer has obtained control of the products, we consider any future performance obligations.
A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the unit of account in Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, each performance obligation is satisfied. Our contracts have performance obligations to fulfill and deliver products from the point of sale transaction along with the related customer reward programs.
Our performance obligations are satisfied at a point in time. Revenue from products transferred to customers at a point in time accounted for substantially all of our revenue for the years ended December 31, 2024, 2023, and 2022. Revenue on these contracts is recognized when the obligations under the terms of the contract with our customer are satisfied.
Sales returns
Our return policy allows for customer returns of consumable products from the time of order until 30 days following the date of receipt, and upon our authorization. We adjust revenues for the products expected to be returned and a liability is recognized for expected refunds to customers. We estimate expected returns based on historical levels and project this experience into the future.
Customer reward programs and sales incentives
Our sales contracts may give customers the option to purchase additional products priced at a discount. Options to acquire additional products at a discount can come in many forms, such as customer reward programs and incentive offerings including pricing arrangements and promotions.
We reduce the transaction price for certain customer reward programs and incentive offerings including pricing arrangements, promotions, and incentives that represent variable consideration and separate performance obligations. The Company accounts for sales rewards that provide the customer with a material right as a separate performance obligation of the transactions, and therefore allocates consideration between the initial sale of products and the customer reward program and incentive offering.
Shipping and handling costs
Amounts billed to customers for shipping and handling activities are treated as a promised service performance obligation and are recorded in revenue in the accompanying Consolidated Statements of Operations upon fulfillment of the performance obligation. Shipping and handling costs incurred by the Company for the delivery of products to customers are considered a cost to fulfill the contract and are included in cost of sales in the accompanying Consolidated Statements of Operations.
Contract costs
We expense OPTAVIA coach compensation and credit card fees during the period in which the corresponding revenue is earned. These costs are recorded in selling, general and administrative expense in the accompanying Consolidated Statements of Operations.
Leases
Leases - The Company determines if an arrangement is a lease at inception and categorizes leases with contractual terms longer than twelve months as either operating or finance. All the Company’s leases are operating leases. The right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term, and lease liabilities represent an obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit interest rate, the Company uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. The ROU asset also consists of any prepaid lease payments and lease incentives received. The lease terms used to calculate the ROU asset and related lease liability include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for operating leases is recognized on a straight-line basis over the lease term as an operating expense.
Advertising Costs Advertising Costs - Advertising costs are expensed as incurred. They are recorded in selling, general, and administrative expense in the accompanying Consolidated Statements of Operations.
Research and Development Research and Development - The Company incurs research and development costs in connection with the development of new products and programs and clinical research activities, which are expensed as incurred. They are recorded in selling, general, and administrative expense in the accompanying Consolidated Statements of Operations.
Share-Based Compensation
Share-Based Compensation - Share-based compensation consists primarily of restricted stock awards, performance-based share awards, and stock options granted to employees and directors. Restricted stock awards are measured at the grant date, based on the calculated fair value of the award, and are recognized as an expense over the requisite service period. Performance-based share awards are measured based on the grant-date market price of the Company's common stock adjusted by expected level of achievement over the performance period. Market and performance-based share awards that are tied to the Company's total stockholder return ("TSR") are valued using the Monte Carlo method. The fair value of the incentive stock
options and non-qualified stock options is calculated using the Black-Scholes option pricing model as of the grant date and recognized over the service period.
Income Taxes
Income Taxes - Deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.
The benefit of a tax position is recognized in the consolidated financial statements in the period during which, based on all available evidence, management believes it is more-likely-than-not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50% likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the accompanying Consolidated Balance Sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination.
Our policy is to recognize interest and penalties accrued on uncertain tax positions as part of income tax expense.
Earnings Per Share
Earnings Per Share - Basic earnings per share (“EPS”) computations are calculated utilizing the weighted average number of shares of common stock outstanding during the periods presented. Diluted EPS is calculated utilizing the weighted average number of shares of common stock outstanding adjusted for the effect of dilutive common stock equivalents.
Comprehensive Income
Comprehensive Income - Other comprehensive income refers to revenues, expenses, and gains and losses that are not included in net income but rather are recorded directly in stockholders’ equity. Comprehensive income consists of net income, unrealized gains and losses on available-for-sale debt securities, and foreign currency translation adjustments.
Accounting Pronouncements and Recently Issued Accounting Pronouncements
Accounting Pronouncements - Adopted in 2024
In June 2022, the FASB issued Accounting Standards Update ("ASU") 2022-03—Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions 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 this Update are effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption was 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 consolidated financial statements.
In November 2023, the FASB issued Accounting Standards Update 2023-07—Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”) to improve financial reporting by requiring disclosure of incremental segment information on an annual and interim basis for all public entities to enable investors to develop more decision-useful financial analyses. ASU 2023-07 is effective for public business entities for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company adopted the standard during the quarter ended December 31, 2024. The Company's segment disclosures are reported in Footnote 15.
Recently Issued Accounting Pronouncements - Pending Adoption
In December 2023, the Financial Accounting Standards Board (FASB) issued ASU 2023-09—Income Taxes (Topic 740): Improvements to Income Tax Disclosures 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. The ASU is effective for public business entities for annual periods beginning after December 15, 2024, and for all other entities for annual periods beginning after December 15, 2025. 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 the ASU on its consolidated financial statements.
v3.25.0.1
SIGNIFICANT ACCOUNTING POLICIES (Tables)
 12 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Schedule of Property Plant and Equipment Useful Lives The Company computes depreciation and amortization using the straight-line method over the estimated useful lives of the assets acquired as follows:
Building and building improvements
10 - 35 years
Leasehold Improvements (1)
Lease term
Equipment and fixtures
3 - 15 years
Software (2)
2 - 5 years
Vehicles
5 years
(1)The depreciation life for leasehold improvements is the lesser of the estimated useful life or the term of the related lease.
(2)Capitalized costs of cloud software are reported in Other assets on the balance sheet and are amortized over an estimated useful life of 2 to 5 years.
v3.25.0.1
INVENTORIES (Tables)
 12 Months Ended
Dec. 31, 2024
Inventory Disclosure [Abstract]  
Schedule of Inventories
Inventories consisted of the following (in thousands):
December 31, 2024December 31, 2023
Raw materials$6,704 $7,944 
Packaging1,429 1,962 
Non-food finished goods2,031 3,703 
Finished goods33,702 43,248 
Reserve for obsolete inventory(1,445)(2,266)
Total$42,421 $54,591 
v3.25.0.1
PROPERTY, PLANT AND EQUIPMENT (Tables)
 12 Months Ended
Dec. 31, 2024
Property, Plant and Equipment [Abstract]  
Schedule of Property, Plant and Equipment
Property, plant, and equipment consisted of the following (in thousands):
December 31, 2024December 31, 2023
Land$345 $565 
Building and improvements and leasehold improvements21,348 24,499 
Equipment and fixtures44,907 50,344 
Software29,210 23,270 
Vehicles58 95 
Property, plant and equipment - gross95,868 98,773 
Less: accumulated depreciation(58,341)(47,306)
Property, plant and equipment - net$37,527 $51,467 
v3.25.0.1
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables)
 12 Months Ended
Dec. 31, 2024
Payables and Accruals [Abstract]  
Schedule of Accounts Payable and Accrued Liabilities
Accounts payable and accrued expenses consisted of the following (in thousands):
December 31, 2024December 31, 2023
Trade payables and accrued expenses$23,051 $39,193 
Accrued payroll and related taxes9,953 17,184 
OPTAVIA coach compensation payable
8,914 13,277 
Gross unrecognized tax liability, including interest and penalties
9,176 8,763 
Promotional sales incentive accruals
4,077 4,923 
Dividends payable
648 1,407 
Sales tax payable
359 1,094 
Deferred revenue316 574 
Total$56,494 $86,415 
v3.25.0.1
EARNINGS PER SHARE (Tables)
 12 Months Ended
Dec. 31, 2024
Earnings Per Share [Abstract]  
Schedule of Computation of Basic and Diluted EPS
The following table sets forth the computation of basic and diluted EPS for the years ended December 31, 2024, 2023 and 2022 (in thousands, except per share data):
202420232022
Numerator:
Net income$2,091 $99,415 $143,568 
Denominator:
Weighted average shares of common stock outstanding10,930 10,884 11,195 
Effect of dilutive common stock equivalents33 37 81 
Weighted average shares of common stock outstanding10,963 10,921 11,276 
Earnings per share - basic$0.19 $9.13 $12.82 
Earnings per share - diluted$0.19 $9.10 $12.73 
v3.25.0.1
SHARE-BASED COMPENSATION (Tables)
 12 Months Ended
Dec. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Schedule of Stock Option Activity
The number of stock options and weighted-average exercise prices as of December 31, 2024 and 2023 are as follows:
20242023
AwardsWeighted-Average Exercise PriceAwardsWeighted-Average Exercise Price
(awards in thousands)
Outstanding at beginning of period25 $62.20 32 $54.98 
Exercised(1)27.68 (7)27.40 
Forfeited(2)26.52 — — 
Outstanding at end of the period22 $66.68 25 $62.20 
Exercisable at end of the period22 $66.68 25 $62.20 
Schedule of Restricted Stock Activity A summary of outstanding restricted stock activity as of December 31, 2024 and 2023 are as follows:
20242023
SharesWeighted-Average Grant Date Fair ValueSharesWeighted-Average Grant Date Fair Value
(shares in thousands)
Outstanding at beginning of period114 $127.87 60 $187.94 
Granted210 32.2387 97.96
Vested(35)138.85(25)169.69
Forfeited(10)50.31(8)133.57
Outstanding at end of the period279 $57.21 114 $127.87 
Schedule of Share-based Compensation Expense The total expenses during the years ended December 31, 2024, 2023, and 2022 are as follows (in thousands):
202420232022
SharesShare-Based Compensation ExpenseSharesShare-Based Compensation ExpenseSharesShare-Based Compensation Expense
Options and restricted stock301 $6,521 139 $5,926 92 $5,167 
Performance-based share awards granted in 2024117 1,198 — — — — 
Market and performance-based share awards granted in 202347 (252)47 1,536 — — 
Market and performance-based share awards granted in 2022
— — 24 (1,388)25 1,389 
Performance-based share awards granted in 2021— (104)14 2,005 15 2,595 
Performance-based share awards granted in 2020— — — 109 52 1,902 
Total share-based compensation465 $7,363 224 $8,188 184 $11,053 
v3.25.0.1
ACCUMULATED OTHER COMPREHENSIVE INCOME (Tables)
 12 Months Ended
Dec. 31, 2024
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]  
Schedule of Accumulated Other Comprehensive Income
The following table sets forth the components of accumulated other comprehensive income, net of tax where applicable (in thousands):
December 31, 2024December 31, 2023
Foreign currency translation$(1)$(48)
Unrealized gains on investment securities181 296 
Accumulated other comprehensive income $180 $248 
v3.25.0.1
INVESTMENTS (Tables)
 12 Months Ended
Dec. 31, 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):
December 31, 2024
Cost
Unrealized
Gains (Losses)
Accrued
Interest		Estimated
Fair Value		Cash & Cash
Equivalents		Investment
Securities
Cash and cash equivalents, excluding money market accounts
$77,551 $— $— $77,551 $77,551 $— 
Level 1:
Money market accounts13,377 — — 13,377 13,377 — 
Government & agency securities28,920 15 96 29,031 — 29,031 
Equity securities
10,000 (3,939)— 6,061 — 6,061 
52,297 (3,924)96 48,469 13,377 35,092 
Level 2:
Corporate bonds
35,771 227 326 36,324 — 36,324 
Total$165,619 $(3,697)$422 $162,344 $90,928 $71,416 
December 31, 2023
Cost
Unrealized
Gains (Losses)
Accrued
Interest		Estimated
Fair Value		Cash & Cash
Equivalents		Investment
Securities
Cash and cash equivalents, excluding money market accounts
$88,778 $— $— $88,778 $88,778 $— 
Level 1:
Money market accounts5,662 — — 5,662 5,662 — 
Government & agency securities15,282 126 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 
Summary of Investment Gains The losses related to the Company’s LifeMD investment for the year ended December 31, 2024, 2023, and 2022 are summarized in the table below (in thousands):
Twelve months ended December 31,
202420232022
Net (losses) gains recognized during the period on equity securities
$(4,089)$150 $— 
Less: Net gains (losses) recognized on equity securities sold
— — — 
Unrealized (losses) gains recognized during the reporting period on equity securities still held at the reporting date
$(4,089)$150 $— 
v3.25.0.1
INCOME TAXES (Tables)
 12 Months Ended
Dec. 31, 2024
Income Tax Disclosure [Abstract]  
Schedule of Components of Income Tax Expense
Income tax expense for the years ended December 31, 2024, 2023, and 2022 consisted of the following (in thousands):
202420232022
Current
Federal$7,059 $25,170 $35,857 
State2,040 3,001 5,558 
Total current9,099 28,171 41,415 
Deferred
Federal(6,325)1,523 (738)
State(1,078)(312)(186)
Total deferred(7,403)1,211 (924)
Provision for income taxes$1,696 $29,382 $40,491 
Schedule of Components of Total Income Tax Provision Those amounts have been allocated to the following financial statement items (in thousands):
202420232022
Provision for income taxes
$1,696 $29,382 $40,491 
Stockholders' equity, unrealized (losses) gains on investment securities & foreign currency(52)112 (27)
Total provision for income taxes$1,644 $29,494 $40,464 
Schedule of Effective Income Tax Rate Reconciliation
The reconciliation of the United States federal statutory tax provision to the Company’s provision for income taxes for the years ended December 31, 2024, 2023, and 2022 (in thousands, except percentages):
202420232022
Statutory federal tax$795 21.0 %$27,048 21.0 %$38,621 21.0 %
State income taxes, net of federal benefit759 20.0 %2,124 1.7 %4,635 2.5 %
Foreign taxes
Hong Kong(5)(0.1)%63 0.0 %75 0.0 %
Singapore(1)0.0 %(199)(0.2)%28 0.0 %
Share-based compensation
889 23.4 %143 0.1 %(26)— %
Research and development and jobs credits(713)(18.9)%(1,258)(1.0)%(819)(0.4)%
Executive compensation52 1.2 %1,895 1.5 %1,470 0.8 %
Charitable donations(236)(6.2)%(1,094)(0.8)%(4,316)(2.3)%
Valuation allowance(20)(0.5)%(613)(0.5)%396 0.2 %
Intercompany loan restructuring— — %1,167 0.9 %— — %
Other permanent differences176 4.9 %106 0.1 %427 0.2 %
Provision for income taxes$1,696 44.8 %$29,382 22.8 %$40,491 22.0 %
Schedule of Deferred Tax Assets and Liabilities
Significant components of the Company’s deferred tax assets (liabilities) consisted of the following (in thousands):
December 31, 2024December 31, 2023
Reserves on inventory and sales$472 $721 
Credit and loss carryforwards2,730 2,881 
Stock compensation2,055 1,784 
Accrued expenses and deferred costs2,235 2,986 
Inventory capitalization708 587 
Lease obligations4,047 5,542 
Capitalized research costs7,028 5,841 
Charitable donations83 114 
State taxes1,594 1,520 
Unrealized loss on investment
967 — 
Other183 164 
Valuation allowance(1,624)(1,680)
Total deferred tax assets20,478 20,460 
Right-of-use assets(2,800)(3,938)
Prepaid expenses(1,590)(2,084)
Depreciation(4,628)(10,321)
Total deferred tax liabilities(9,018)(16,343)
Net deferred tax assets$11,460 $4,117 
Schedule of Unrecognized Tax Benefits Roll Forward The amounts of unrecognized tax benefits were as follows (in thousands):
December 31, 2024December 31, 2023
Unrecognized tax benefit at the beginning of the period
$7,502 $6,011 
Increase for current year tax positions
71 1,744 
(Decrease) increase for prior period tax positions
(5)38 
Reduction due to lapse in statute of limitations(135)(291)
Unrecognized tax benefit at the end of the period
$7,433 $7,502 
v3.25.0.1
LEASES (Tables)
 12 Months Ended
Dec. 31, 2024
Leases [Abstract]  
Schedule of Supplemental Cash Flow Information
Supplemental cash flow information related to the Company’s operating leases were as follows (in thousands):
202420232022
Cash paid for amounts included in the measurements of lease liabilities
Operating cash flow used in operating leases$6,312$6,333$7,199
Right-of-use assets obtained in exchange for lease obligations
Operating leases$—$1,785$101
Schedule of Maturity of Company's Operating Lease Liabilities
The following table presents the maturity of the Company’s operating lease liabilities as of December 31, 2024 (in thousands):
20256,462
20264,783
20272,553
20282,618
2029240
Thereafter—
Total lease payments$16,656
Less: imputed interest(531)
Total $16,125
v3.25.0.1
SEGMENT REPORTING (Tables)
 12 Months Ended
Dec. 31, 2024
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment
The following table presents the OPTAVIA segment's revenue, significant segment expenses, and segment net income for the years ended December 31, 2024, 2023, and 2022 (in thousands):
2024
2023
2022
Revenue
602,4631,072,0541,598,577
Less:
Cost of sales
157,840296,204458,163
Selling, marketing, and after sales support
304,481501,188766,331
Distribution
37,71040,53461,899
Technology
49,93956,59554,736
Administrative and corporate support functions
42,25242,94361,589
Equity compensation
7,3638,18811,053
Other (income) expense (1)
(909)(2,395)747
Provision for income taxes
1,69629,38240,491
Segment net income
$2,091 $99,415 $143,568 
Reconciliation of profit or loss
Adjustments and reconciling items
———
Consolidated net income
$2,091 $99,415 $143,568 
(1) Other (income) expense included within Segment net income includes interest income, interest expense, and unrealized gains and losses on LifeMD common stock
v3.25.0.1
SUPPLY CHAIN OPTIMIZATION (Tables)
 12 Months Ended
Dec. 31, 2024
Restructuring and Related Activities [Abstract]  
Summary of Components Optimization Charges
For the year ended December 31, 2024, the components of the Company’s supply chain optimization charges were as follows:

Twelve Months Ended December 31, 2024
Loss on impairment of equipment held for sale
$2,499 
Accelerated depreciation charges9,190 
     Non-cash charges for supply chain optimization11,689 
One-time severance costs813 
     Total supply chain optimization
$12,502 

For the year ended December 31, 2024, the supply chain optimization charges were recorded in the Company’s accompanying Consolidated Statements of Operations as follows:
Twelve Months Ended December 31, 2024
Selling, general, and administrative $12,502 
Total supply chain optimization
$12,502 
v3.25.0.1
NATURE OF THE BUSINESS (Details)
 12 Months Ended
Dec. 31, 2024
consumable_option
facility
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Number of manufacturing facility | facility 1
Number of consumable options | consumable_option 79
v3.25.0.1
SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Accounting Policies [Abstract]      
Due from banks $ 4.8 $ 3.7  
Advertising expense 14.1 3.4 $ 1.7
Research and development expense $ 4.6 $ 4.6 $ 4.5
v3.25.0.1
SIGNIFICANT ACCOUNTING POLICIES - Estimated Useful Lives of Assets (Details)
Dec. 31, 2024
Building and building improvements | Minimum  
Property, Plant and Equipment [Line Items]  
Property, plant and equipment, useful life (in years) 10 years
Building and building improvements | Maximum  
Property, Plant and Equipment [Line Items]  
Property, plant and equipment, useful life (in years) 35 years
Equipment and fixtures | Minimum  
Property, Plant and Equipment [Line Items]  
Property, plant and equipment, useful life (in years) 3 years
Equipment and fixtures | Maximum  
Property, Plant and Equipment [Line Items]  
Property, plant and equipment, useful life (in years) 15 years
Software | Minimum  
Property, Plant and Equipment [Line Items]  
Property, plant and equipment, useful life (in years) 2 years
Software | Maximum  
Property, Plant and Equipment [Line Items]  
Property, plant and equipment, useful life (in years) 5 years
Vehicles  
Property, Plant and Equipment [Line Items]  
Property, plant and equipment, useful life (in years) 5 years
v3.25.0.1
INVENTORIES (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Inventory Disclosure [Abstract]    
Raw materials $ 6,704 $ 7,944
Packaging 1,429 1,962
Non-food finished goods 2,031 3,703
Finished goods 33,702 43,248
Reserve for obsolete inventory (1,445) (2,266)
Total $ 42,421 $ 54,591
v3.25.0.1
PROPERTY, PLANT AND EQUIPMENT - Property, Plant and Equipment (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Property, Plant and Equipment [Line Items]    
Property, plant and equipment - gross $ 95,868 $ 98,773
Less: accumulated depreciation (58,341) (47,306)
Property, plant and equipment - net 37,527 51,467
Land    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment - gross 345 565
Building and improvements and leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment - gross 21,348 24,499
Equipment and fixtures    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment - gross 44,907 50,344
Software    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment - gross 29,210 23,270
Vehicles    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment - gross $ 58 $ 95
v3.25.0.1
PROPERTY, PLANT AND EQUIPMENT - Narrative (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Property, Plant and Equipment [Abstract]      
Depreciation $ 17.4 $ 10.0 $ 7.9
v3.25.0.1
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Payables and Accruals [Abstract]      
Trade payables and accrued expenses $ 23,051 $ 39,193  
Accrued payroll and related taxes 9,953 17,184  
OPTAVIA coach compensation payable 8,914 13,277  
Gross unrecognized tax liability, including interest and penalties 9,176 8,763  
Promotional sales incentive accruals 4,077 4,923  
Dividends payable 648 1,407 $ 19,641
Sales tax payable 359 1,094  
Deferred revenue 316 574  
Total $ 56,494 $ 86,415  
v3.25.0.1
EARNINGS PER SHARE - Computation of Basic and Diluted EPS (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Numerator:      
Net income $ 2,091 $ 99,415 $ 143,568
Denominator:      
Weighted average shares of common stock outstanding (in shares) 10,930 10,884 11,195
Effect of dilutive common stock equivalents (in shares) 33 37 81
Weighted average shares of common stock outstanding (in shares) 10,963 10,921 11,276
Earnings per share - basic (in usd per share) $ 0.19 $ 9.13 $ 12.82
Earnings per share - diluted (in usd per share) $ 0.19 $ 9.10 $ 12.73
v3.25.0.1
EARNINGS PER SHARE - Narrative (Details) - shares
shares in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Restricted Stock      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Anti-dilutive awards (less than in 2022) (in shares) 223 24 0
v3.25.0.1
EQUITY (Details) - $ / shares
 12 Months Ended
Jun. 19, 2024
Dec. 31, 2024
Dec. 31, 2023
Sep. 12, 2019
Equity [Abstract]        
Capital units authorized (in shares)   21,500,000    
Common stock, authorized (in shares)   20,000,000 20,000,000  
Common stock, par value (in usd per share)   $ 0.001 $ 0.001  
Preferred stock, shares authorized (in shares)   1,500,000    
Preferred stock, par value (in usd per share)   $ 0.001    
Common stock, issued (in shares)   10,938,000 10,896,000  
Preferred stock, issued (in shares)   0    
Increase in the number of shares authorized (in shares) 500,000      
Shares authorized for issuance (in shares) 2,100,000      
Additional shares authorized for repurchase (in shares)       2,000,000.0
Stock repurchased (in shares)   0 31,000  
Remaining number of shares authorized to be repurchased (in shares)   1,300,000    
v3.25.0.1
SHARE-BASED COMPENSATION - Narrative (Details) - USD ($)
 3 Months Ended 12 Months Ended
Sep. 30, 2024
Dec. 31, 2024
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 (in usd per share)   $ 66.68 $ 62.20 $ 54.98
Awards granted (in shares)   0 0  
Weighted-average remaining contractual life of options outstanding (in months)   3 years 1 month 6 days    
Weighted-average remaining contractual life of options exercisable (in months)   3 years 1 month 6 days    
Aggregate intrinsic value of options outstanding   $ 0    
Aggregate intrinsic value of options exercisable   0    
Unrecognized compensation on stock options   0    
Proceeds from stock options exercised   36,000 $ 188,000 $ 0
Intrinsic value of options exercised   $ 15,000 $ 440,000 $ 0
Shares withheld for employee taxes   11,000 9,000 9,000
Share-based compensation expense   $ 7,363,000 $ 8,188,000 $ 11,053,000
Shares   465,000 224,000 184,000
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    
Share-based compensation arrangement, fair value of awards vested   $ 1,300,000 $ 8,300,000 $ 3,500,000
Total income tax benefit recognized related to restricted stock awards   1,000,000.0 $ 600,000 $ 1,200,000
Unrecognized compensation costs   $ 7,200,000    
Compensation cost recognition weighted average period (in months)   20 months    
Market and Performance-Based Share Awards        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Shares withheld for employee taxes   8,000 22,000 0
Share-based compensation arrangement, fair value of awards vested   $ 1,300,000 $ 5,700,000 $ 0.0
Performance period (in years)   3 years    
Unrecognized compensation costs   $ 3,700,000    
Compensation cost recognition weighted average period (in months)   19 months    
Market and Performance-Based Share Awards | Granted In March 2022        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Share-based compensation expense     (1,400,000)  
Market and Performance-Based Share Awards | Granted In March 2023        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Share-based compensation expense $ (1,400,000)      
Market and Performance-Based Share Awards | Granted in 2023        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Share-based compensation expense   $ (252,000) $ 1,536,000 $ 0
Shares   47,000 47,000 0
Market and Performance-Based Share Awards | Minimum        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Additional shares earned (as a percent)   0.00%    
Market and Performance-Based Share Awards | Maximum        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Additional shares earned (as a percent)   250.00%    
Performance-Based Shares | Granted In 2024        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Share-based compensation expense   $ 1,198,000 $ 0 $ 0
Shares   117,000 0 0
v3.25.0.1
SHARE-BASED COMPENSATION - Stock Options Activity (Details) - $ / shares
shares in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Awards    
Shares, Outstanding at beginning of period (in shares) 25 32
Shares, Exercised (in shares) (1) (7)
Shares, Forfeited (in shares) (2) 0
Shares, Outstanding at end of the period (in shares) 22 25
Shares, Exercisable at end of the period (in shares) 22 25
Weighted-Average Exercise Price    
Weighted-Average Exercise Price, Outstanding at beginning of period (in usd per share) $ 62.20 $ 54.98
Weighted-Average Exercise Price, Exercised (in usd per share) 27.68 27.40
Weighted-Average Exercise Price, Forfeited (in usd per share) 26.52 0
Weighted-Average Exercise Price, Outstanding at end of the period (in usd per share) 66.68 62.20
Weighted-Average Exercise Price, Exercisable at end of the period (in usd per share) $ 66.68 $ 62.20
v3.25.0.1
SHARE-BASED COMPENSATION - Restricted Stock Activity (Details) - Restricted Stock - $ / shares
shares in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Shares    
Outstanding at beginning of period (in shares) 114 60
Granted (in shares) 210 87
Vested (in shares) (35) (25)
Forfeited (in shares) (10) (8)
Outstanding at end of the period (in shares) 279 114
Weighted-Average Grant Date Fair Value    
Outstanding at beginning of period (in usd per share) $ 127.87 $ 187.94
Granted (in usd per share) 32.23 97.96
Vested (in usd per share) 138.85 169.69
Forfeited (in usd per share) 50.31 133.57
Outstanding at end of the period (in usd per share) $ 57.21 $ 127.87
v3.25.0.1
SHARE-BASED COMPENSATION - Expenses (Details) - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Shares 465 224 184
Share-Based Compensation Expense $ 7,363 $ 8,188 $ 11,053
Options and restricted stock      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Shares 301 139 92
Share-Based Compensation Expense $ 6,521 $ 5,926 $ 5,167
Performance-based share awards | Granted In 2024      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Shares 117 0 0
Share-Based Compensation Expense $ 1,198 $ 0 $ 0
Performance-based share awards | Granted in 2021      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Shares 0 14 15
Share-Based Compensation Expense $ (104) $ 2,005 $ 2,595
Performance-based share awards | Granted in 2020      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Shares 0 0 52
Share-Based Compensation Expense $ 0 $ 109 $ 1,902
Market and performance-based share awards | Granted in 2023      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Shares 47 47 0
Share-Based Compensation Expense $ (252) $ 1,536 $ 0
Market and performance-based share awards | Granted in 2022      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Shares 0 24 25
Share-Based Compensation Expense $ 0 $ (1,388) $ 1,389
v3.25.0.1
ACCUMULATED OTHER COMPREHENSIVE INCOME - Accumulated Other Comprehensive Income (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]    
Foreign currency translation $ (1) $ (48)
Unrealized gains on investment securities 181 296
Accumulated other comprehensive income $ 180 $ 248
v3.25.0.1
INVESTMENTS - Cash and Financial Assets Measured at Fair Value on a Recurring Basis (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Cash And Cash Equivalents And Marketable securities [Line Items]    
Cash & Cash Equivalents $ 90,928 $ 94,440
Cost 165,619 149,162
Unrealized Gains (Losses), Total (3,697) 569
Accrued Interest, Debt securities 422 310
Estimated Fair Value 162,344 150,041
Investment Securities 71,416 55,601
Level 1    
Cash And Cash Equivalents And Marketable securities [Line Items]    
Cost, Equity securities 10,000 10,000
Cost 52,297 30,944
Unrealized Gains (Losses), Equity securities (3,939) 150
Unrealized Gains (Losses), Total (3,924) 276
Accrued Interest, Debt securities 96 40
Estimated Fair Value, Equity securities 6,061 10,150
Estimated Fair Value 48,469 31,260
Investment Securities 35,092 25,598
Government & agency securities | Level 1    
Cash And Cash Equivalents And Marketable securities [Line Items]    
Cost, Debt Securities 28,920 15,282
Unrealized Gains (Losses), Debt securities 15 126
Accrued Interest, Debt securities 96 40
Estimated Fair Value, Debt securities 29,031 15,448
Corporate bonds | Level 2    
Cash And Cash Equivalents And Marketable securities [Line Items]    
Cost, Debt Securities 35,771 29,440
Unrealized Gains (Losses), Debt securities 227 293
Accrued Interest, Debt securities 326 270
Estimated Fair Value, Debt securities 36,324 30,003
Cash and cash equivalents, excluding money market accounts    
Cash And Cash Equivalents And Marketable securities [Line Items]    
Cash & Cash Equivalents 77,551 88,778
Estimated Fair Value, Cash and cash equivalents 77,551 88,778
Money market accounts | Level 1    
Cash And Cash Equivalents And Marketable securities [Line Items]    
Cash & Cash Equivalents 13,377 5,662
Estimated Fair Value, Cash and cash equivalents $ 13,377 $ 5,662
v3.25.0.1
INVESTMENTS - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Schedule of Investments [Line Items]        
Realized gains   $ 95 $ 0 $ 0
LifeMD        
Schedule of Investments [Line Items]        
Payments to acquire investments $ 10,000      
v3.25.0.1
INVESTMENTS - Investment Gains (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Investments, All Other Investments [Abstract]      
Net (losses) gains recognized during the period on equity securities $ (4,089) $ 150 $ 0
Less: Net gains (losses) recognized on equity securities sold 0 0 0
Unrealized (losses) gains recognized during the reporting period on equity securities still held at the reporting date $ (4,089) $ 150 $ 0
v3.25.0.1
INVESTMENTS - Collaborate Arrangement (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]      
Selling, general, and administrative $ 441,745 $ 649,448 $ 955,608
Collaborative Arrangement, Transaction with Party to Collaborative Arrangement | LifeMD      
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]      
Selling, general, and administrative $ 5,000 $ 5,000  
v3.25.0.1
INCOME TAXES - Income Tax Expense from Continuing Operations (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Current      
Federal $ 7,059 $ 25,170 $ 35,857
State 2,040 3,001 5,558
Total current 9,099 28,171 41,415
Deferred      
Federal (6,325) 1,523 (738)
State (1,078) (312) (186)
Total deferred (7,403) 1,211 (924)
Provision for income taxes $ 1,696 $ 29,382 $ 40,491
v3.25.0.1
INCOME TAXES - Narrative (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Income Tax Disclosure [Abstract]      
Income tax expense (benefit), intraperiod tax allocation $ 1,644 $ 29,494 $ 40,464
Operating loss carryforwards 26,400    
Gross unrecognized tax liability, including interest and penalties 7,433 7,502 $ 6,011
Unrecognized tax benefits 6,200 6,200  
Income tax examination, penalties and interest accrued 1,700 1,300  
Income tax penalties and interest expense $ 400 $ 300  
v3.25.0.1
INCOME TAXES - Tax Provision Allocation to Financial Statement Items (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Income Tax Disclosure [Abstract]      
Provision for income taxes $ 1,696 $ 29,382 $ 40,491
Stockholders' equity, unrealized (losses) gains on investment securities & foreign currency (52) 112 (27)
Total provision for income taxes $ 1,644 $ 29,494 $ 40,464
v3.25.0.1
INCOME TAXES - Statutory Tax Rate and Effective Tax Rate (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Income Tax Expense (Benefit), Effective Income Tax Rate Reconciliation, Amount [Abstract]      
Statutory federal tax $ 795 $ 27,048 $ 38,621
State income taxes, net of federal benefit 759 2,124 4,635
Share-based compensation 889 143 (26)
Research and development and jobs credits (713) (1,258) (819)
Executive compensation 52 1,895 1,470
Charitable donations (236) (1,094) (4,316)
Valuation allowance (20) (613) 396
Intercompany loan restructuring 0 1,167 0
Other permanent differences 176 106 427
Provision for income taxes $ 1,696 $ 29,382 $ 40,491
Effective Income Tax Rate Reconciliation, Percent [Abstract]      
Statutory federal tax, effective tax rate, percent 21.00% 21.00% 21.00%
State income taxes, net of federal benefit, effective tax rate, percent 20.00% 1.70% 2.50%
Share-based compensation, effective tax rate, percent 23.40% 0.10% 0.00%
Research and development and jobs credits, effective tax rate, percent (18.90%) (1.00%) (0.40%)
Executive compensation, effective tax rate, percent 1.20% 1.50% 0.80%
Charitable donations, effective tax rate, percent (6.20%) (0.80%) (2.30%)
Valuation allowance, effective tax rate, percent (0.50%) (0.50%) 0.20%
Intercompany loan restructuring, effective tax rate, percent 0 0.009 0
Other permanent differences, effective tax rate, percent 4.90% 0.10% 0.20%
Provision for income taxes, effective tax rate, percent 44.80% 22.80% 22.00%
Hong Kong      
Income Tax Expense (Benefit), Effective Income Tax Rate Reconciliation, Amount [Abstract]      
Foreign taxes $ (5) $ 63 $ 75
Effective Income Tax Rate Reconciliation, Percent [Abstract]      
Foreign taxes, effective tax rate, percent (0.10%) 0.00% 0.00%
Singapore      
Income Tax Expense (Benefit), Effective Income Tax Rate Reconciliation, Amount [Abstract]      
Foreign taxes $ (1) $ (199) $ 28
Effective Income Tax Rate Reconciliation, Percent [Abstract]      
Foreign taxes, effective tax rate, percent 0.00% (0.20%) 0.00%
v3.25.0.1
INCOME TAXES - Deferred Tax Assets and Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Income Tax Disclosure [Abstract]    
Reserves on inventory and sales $ 472 $ 721
Credit and loss carryforwards 2,730 2,881
Stock compensation 2,055 1,784
Accrued expenses and deferred costs 2,235 2,986
Inventory capitalization 708 587
Lease obligations 4,047 5,542
Capitalized research costs 7,028 5,841
Charitable donations 83 114
State taxes 1,594 1,520
Unrealized loss on investment 967 0
Other 183 164
Valuation allowance (1,624) (1,680)
Total deferred tax assets 20,478 20,460
Right-of-use assets (2,800) (3,938)
Prepaid expenses (1,590) (2,084)
Depreciation (4,628) (10,321)
Total deferred tax liabilities (9,018) (16,343)
Net deferred tax assets $ 11,460 $ 4,117
v3.25.0.1
INCOME TAXES - Unrecognized Tax Benefits Roll Forward (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Unrecognized Tax Benefits [Roll Forward]    
Unrecognized tax benefit at the beginning of the period $ 7,502 $ 6,011
Increase for current year tax positions 71 1,744
(Decrease) for prior period tax positions (5)  
Increase for prior period tax positions   38
Reduction due to lapse in statute of limitations (135) (291)
Unrecognized tax benefit at the end of the period $ 7,433 $ 7,502
v3.25.0.1
COMMITMENTS (Details)
$ in Millions
Dec. 31, 2024
USD ($)
Inventories  
Recorded Unconditional Purchase Obligation [Line Items]  
Unconditional purchase obligation $ 10.8
v3.25.0.1
LEASES - Narrative (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Operating Leased Assets [Line Items]      
Operating lease expense $ 4.9 $ 5.1 $ 6.7
Weighted average remaining lease term (in months) 3 years 1 month    
Weighted average discount rate (as a percent) 2.20%    
Operating Lease Arrangement for Equipment      
Operating Leased Assets [Line Items]      
Lease term (in months) 36 months    
Minimum | Operating Lease Arrangement for Real Estate      
Operating Leased Assets [Line Items]      
Lease term (in months) 65 months    
Maximum | Operating Lease Arrangement for Real Estate      
Operating Leased Assets [Line Items]      
Lease term (in months) 102 months    
v3.25.0.1
LEASES - Supplemental Cash Flow Information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Cash paid for amounts included in the measurements of lease liabilities      
Operating cash flow used in operating leases $ 6,312 $ 6,333 $ 7,199
Right-of-use assets obtained in exchange for lease obligations      
Operating leases $ 0 $ 1,785 $ 101
v3.25.0.1
LEASES - Future Minimum Lease Commitments (Details)
$ in Thousands
Dec. 31, 2024
USD ($)
Leases [Abstract]  
2025 $ 6,462
2026 4,783
2027 2,553
2028 2,618
2029 240
Thereafter 0
Total lease payments 16,656
Less: imputed interest (531)
Total $ 16,125
v3.25.0.1
DEBT (Details) - Amended Credit Agreement - USD ($)
Oct. 30, 2024
Dec. 31, 2023
Apr. 13, 2021
Debt Instrument [Line Items]      
Borrowings outstanding $ 0 $ 0  
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
v3.25.0.1
SEGMENT REPORTING - Segment Reporting Information, by Segment (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
USD ($)
segment
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Segment Reporting [Abstract]      
Number of reportable segments | segment 1    
Segment Reporting Information [Line Items]      
Revenue $ 602,463 $ 1,072,054 $ 1,598,577
Cost of sales 157,840 296,204 458,163
Equity compensation 7,363 8,188 11,053
Other (income) expense (909) (2,395) 747
Provision for income taxes 1,696 29,382 40,491
Net income 2,091 99,415 143,568
Optavia Segment | Operating segments      
Segment Reporting Information [Line Items]      
Revenue 602,463 1,072,054 1,598,577
Cost of sales 157,840 296,204 458,163
Selling, marketing, and after sales support 304,481 501,188 766,331
Distribution 37,710 40,534 61,899
Technology 49,939 56,595 54,736
Administrative and corporate support functions 42,252 42,943 61,589
Equity compensation 7,363 8,188 11,053
Other (income) expense (909) (2,395) 747
Provision for income taxes 1,696 29,382 40,491
Net income 2,091 99,415 143,568
Optavia Segment | Adjustments and reconciling items      
Segment Reporting Information [Line Items]      
Net income $ 0 $ 0 $ 0
v3.25.0.1
SEGMENT REPORTING - Narrative (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Segment Reporting Information [Line Items]      
Depreciation $ 17.4 $ 10.0 $ 7.9
Segment additions of property, plant and equipment 7.5 6.5 16.7
Optavia Segment      
Segment Reporting Information [Line Items]      
Depreciation $ 17.4 $ 10.0 $ 7.9
v3.25.0.1
SUPPLY CHAIN OPTIMIZATION - Summary of Components of Supply Chain Optimization Charges (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
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 $ 0 $ 0
One-time severance costs 813    
Total supply chain optimization $ 12,502    
v3.25.0.1
SUPPLY CHAIN OPTIMIZATION - Summary of Condensed Consolidated Statement of Operations (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
USD ($)
Restructuring and Related Activities [Abstract]  
Total supply chain optimization $ 12,502
v3.25.0.1
SUPPLY CHAIN OPTIMIZATION - Narrative (Details)
 3 Months Ended 12 Months Ended
Dec. 31, 2024
USD ($)
Dec. 31, 2024
USD ($)
Restructuring Cost and Reserve [Line Items]    
Impairment of building and land held for sale   $ 2,499,000
Discontinued Operations, Held-for-Sale | Maryland Distribution Center    
Restructuring Cost and Reserve [Line Items]    
Building and land held for sale, net book value $ 1,400,000 $ 1,400,000
Impairment of building and land held for sale $ 0