MEDIFAST INC — Earnings Release 2011

Apr 1, 2011

8-K 1 v217214_8k.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) March 31, 2011

MEDIFAST, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-23016	13-3714405
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Ident. No.)

11445 Cronhill Drive, Owing Mills, Maryland	21117
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code (410)-581-8042

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure

The following information is furnished under “Item 7.01. Regulation FD Disclosure” and “Item 2.02. Disclosure of Results of Operations and Financial Condition.”

On March 31, 2011, Medifast, Inc. (“Medifast”) issued a press release announcing fourth quarter and full year-end financial results for the period ended December 31, 2010. A revenue estimate for the first quarter of 2011 was also included. A copy of Medifast’s press release is attached hereto as Exhibit 99.1 and hereby incorporated by reference.

Item 9.01 Exhibits

Exhibits pursuant to Item 7.01

99.1 Press release dated March 31, 2011, announcing fourth quarter and year-end 2010 financial results and first quarter 2011 revenue estimate.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: March 31, 2011
/s/ Michael S. McDevitt
Michael S. McDevitt
Chief Executive Officer

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