Medifast, Inc. (MED) Earnings Call Transcript & Summary

Hello, and welcome to the Medifast Annual Meeting 2021. Please note that today's meeting is being recorded. It is now my pleasure to turn today's meeting over to Chairman, Dan Chard. The floor is yours.

Good afternoon, fellow stockholders, and thank you for joining us today. I am Daniel R. Chard, the Chairman and Chief Executive Officer of the company, and I want to welcome you all to the 2021 Annual Meeting of the Stockholders of Medifast, Inc. As a result of the dynamic brought about by COVID-19, we find ourselves adjusting to the new normal participating in this meeting virtually. We're hosting our second virtual meeting to support the health and well being of our stockholders, employees and their families and help stop the spread of the virus. Much like previous annual meetings, we will answer questions at the end of the meeting. [Operator Instructions] We may not be able to answer every single one, but we will do our best to provide a response. No one is permitted to use any audio recording device. The meeting will now come to order. I will serve as the chairperson of this meeting. Also present today are our nominees for election to the Board of Directors, who will be introduced later, officers of the company and guests. Rob Casillo, a representative from RSM US LLP, is also present today. During the question-and-answer period at the end of the meeting, he will be available to answer questions concerning the company's financial statements. Mr. Jason L. Groves, Executive Vice President, General Counsel and Corporate Secretary of the company, will act as secretary for this meeting. American Stock Transfer & Trust Company acts as the transfer agent for the company's common stock, and Broadridge Financial Solutions acts as its investor communication service. An affidavit of distribution has been prepared and delivered by American Stock Transfer and Broadridge to the effect that: one, the notice of Internet availability; and two, the Notice of Meeting and other proxy materials was duly made available on April 23, 2021 to stockholders of record as of April 5, 2021. According -- accordingly, a desire to proper notice of this meeting has been given, and that it is duly convened. The Board of Directors has designated James P. Maloney, Chief Financial Officer of the company, as the inspector of elections for this meeting. He has executed an oath of office in which he affirms that he will fully and faithfully execute his duties with strict impartiality and to the best of his ability. American Stock Transfer has been previously filed and certified -- American Stock Transfer has previously filed and certified a list of the stockholders of the company as of April 5, 2021, the record date of this meeting and is available for stockholders review. The inspector of election will now report whether, based on the information available to him, a quorum is present at this meeting.

Pursuant to our preliminary results, there are represented in person or by proxy approximately 86% of all shares entitled to vote at this meeting. I am pleased to report that a quorum is present at this meeting for the transaction of business.

On the basis of the inspector's report, I clear this -- declare this meeting to be duly convened for purposes of transacting such business as may properly come before it. I now call on Mr. Groves as the secretary of the meeting to read the notice of this meeting stating the purposes of this meeting and then to introduce those members of and nominees for election to the company's Board of Directors.

To the stockholders of Medifast, Inc., notice is hereby given that on 2021 Annual Meeting of Stockholders of Medifast, Inc. will be held on Wednesday, June 2, 2021 at 4:30 p.m. Eastern for the purpose -- for the following purpose: one, to elect 8 nominees to the Board of Directors; two, to ratify the appointment of RSM US LLP as the independent registered public accounting firm of the company for the fiscal year ending in December 31, 2021; three, to approve, on an advisory basis, the compensation of the company's named executive officers; four, to transact such other business as may properly come before the annual meeting. And now the introduction of the current members and nominees for reelection to the Board of Directors: Jeffrey J. Brown, Kevin G. Byrnes, Daniel R. Chard, Constance J. Hallquist, Michael A. Hoer, Scott Schlackman, Andrea B. Thomas and Ming Xian.