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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------------------------------------------------
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the
Securities Act of 1934
FOR QUARTER ENDED MARCH 31, 2004
Commission File Number 0-12248
DAXOR CORPORATION
(Exact Name as Specified in its Charter)
New York 13-2682108
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
350 Fifth Ave
Suite 7120
New York, New York 10118
(Address of Principal Executive Offices & Zip Code)
Registrant's Telephone Number: (212) 244-0555
(Including Area Code)
Indicate by check mark whether the registrant (1) has filed all reports
required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes |X| No |_|
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
CLASS OUTSTANDING AT MARCH 31, 2004
- --------------------------------------------------------------------------------
COMMON STOCK
PAR VALUE: $.O1 per share 4,629,426
TABLE OF CONTENTS
PAGE
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PART I. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS 2
Consolidated Balance Sheets as at March 31, 2004 and
December 31, 2003 F-1
Consolidated Statements of Income
for the Three Months ended March 31,2004 and 2003 F-2
Consolidated Statements of Cash Flows
for the Three Months ended March 31, 2004 and 2003 F-3
Notes to Financial Statements F-4-5
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 3
Item 3. Controls and Procedures 4
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 4
Item 2. Exhibits and Reports on Form 8-k 4
Signatures
Item 3. Exhibit Index
Item 1. Financial Statements
Index to Financial Statements
Consolidated Balance Sheets as at March 31, 2004 and
December 31, 2003 F-1
Consolidated Statements of Income for the Three Months
Ended March 31, 2004 and 2003 F-2
Consolidated Statements of Cash Flows for the Three
Months ended March 31, 2004 and 2003 F-3
Notes to Financial Statements F-4 & F-5
2
DAXOR CORPORATION
FINANCIAL STATEMENTS
DAXOR CORPORATION
CONSOLIDATED BALANCE SHEETS[UNAUDITED]
March 31, December 31,
2004 2003
---- ----
- -------------------------------------------------------------------------------
ASSETS
- -------------------------------------------------------------------------------
CURRENT ASSETS
Cash $ 55,502 $ 3,324
Marketable Securities at Fair Value
March 31,2004 and December 31,
2003. (Notes 1 and 2) 49,131,109 47,399,159
Accounts receivable 187,536 137,008
Other current assets 388,468 388,400
------------ ------------
Total Current Assets 49,762,615 47,927,891
EQUIPMENT AND IMPROVEMENTS
Storage tanks 125,815 125,815
Leasehold improvements, furniture
and equipment 939,038 931,468
Laboratory equipment 291,571 291,571
------------ ------------
1,356,424 1,348,854
Less: Accumulated depreciation and amortization 1,057,421 1,045,481
------------ ------------
Net equipment and improvements 299,003 303,373
Other Assets 69,268 69,268
Total Assets $ 50,130,886 $ 48,300,532
============ ============
- -------------------------------------------------------------------------------
LIABILITIES AND SHAREHOLDERS' EQUITY
- -------------------------------------------------------------------------------
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 183,150 $ 183,052
Loans payable (Note 2) 2,863,201 2,502,106
Other Liabilities 370,132 667,123
Deferred Taxes (Note 1) 9,176,962 8,531,081
------------ ------------
Total Liabilities 12,593,445 11,883,362
SHAREHOLDERS' EQUITY
Common stock, par value $.01 per share:
Authorized 10,000,000 shares: issued and
outstanding shares 4,629,426 March 31,
2004 and 4,640,026 December 31, 2003 53,097 53,097
Additional Paid in capital 9,801,548 9,801,548
Net unrealized holding gains
on available-for-sale securities (Note 1) 17,814,104 16,560,334
Retained earnings 15,189,731 15,169,967
Treasury stock (5,321,039) (5,167,776)
------------ ------------
Total Shareholders' Equity 37,537,441 36,417,170
Total Liabilities and Shareholders' Equity $ 50,130,886 $ 48,300,532
============ ============
See accompanying notes to financial statements
F-1
DAXOR CORPORATION
CONSOLIDATED STATEMENTS OF INCOME [UNAUDITED]
FOR THE THREE MONTHS ENDED MARCH 31,
2004 2003
---- ----
Revenues:
- --------------------------------------------------------------------------------
Operating revenues $ 408,248 $ 218,683
Other revenues $ 3,643 $ 3,143
Dividend income 493,569 479,889
Gains / (losses) on sale of securities 225,066 35,902
----------- -----------
Total Revenues 1,130,526 737,617
----------- -----------
- --------------------------------------------------------------------------------
Costs and expenses:
- --------------------------------------------------------------------------------
Operations of Laboratories & Costs of Production 381,162 337,259
Selling, General, and Administrative 691,152 638,886
Interest expense, net of interest income 19,443 14,507
----------- -----------
Total Costs and Expenses 1,091,757 990,652
----------- -----------
Net Income /(Loss) Before Income Taxes 38,769 (253,035)
Provision for income taxes 19,005 21,550
----------- -----------
Net Income /(Loss) $ 19,764 $ (274,585)
=========== ===========
Weighted Average Number of Shares Outstanding 4,633,659 4,656,584
=========== ===========
Net Income / (Loss) per Common Equivalent Share $ 0.00 $ (0.06)
=========== ===========
See accompanying notes to consolidated financial statements
F-2
DAXOR CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS [UNAUDITED]
FOR THE THREE MONTHS ENDED MARCH 31,
2004 2003
---- ----
Cash flows from operating activities:
Net income or (loss) $ 19,764 ($274,585)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Depreciation & Amortization 11,940 12,233
(Gain) loss on sale of investments (225,066) (35,902)
Basis of leased equipment sold 22,500
Change in assets and liabilities:
(Increase) decrease in accounts receivable (50,528) 5,827
(Increase) decrease in other current assets (68) (72,688)
Increase (decrease) in accounts payable, accrued
and other liabilities net of "short sales" 4,198 60,907
--------- ---------
Total adjustments (259,524) (7,123)
--------- ---------
Net cash provided by / (used in) operating activities (239,760) (281,708)
--------- ---------
Cah flows from investing activities:
Payment for purchase of equipment and
improvements (7,570) (20,892)
Net cash provided or (used) in purchase
and sale of investments (270,699) (256,667)
Net proceeds (repayments) of loans from
brokers used to purchase investments (238,905) 288,559
Proceeds from "short sales" not closed 362,375 140,719
--------- ---------
Net cash provided by / (used in) investing activities (154,799) 151,719
--------- ---------
Cash flows from financing activities
Receipt / (repayment) of bank loan 600,000 200,000
Payment for purchase of treasury stock (153,263) (45,586)
--------- ---------
Net cash provided by / (used in) financing activities 446,737 154,414
--------- ---------
Net increase (decrease) in cash and
cash equivalents 52,178 24,425
Cash and cash equivalents at beginning of year 3,324 13,035
--------- ---------
Cash and cash equivalents at end of period $ 55,502 $ 37,460
========= =========
See accompanying notes to consolidated financial statements
F-3
DAXOR CORPORATION
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
THREE MONTHS ENDED MARCH 31, 2004 AND 2003
In the opinion of the Company, the accompanying unaudited financial
statements contain all adjustments (consisting of only normal recurring
accruals) necessary to present fairly the financial position as of March
31,2004,and December 31, 2003, the results of operations for the three months
ended March 31,2004 and 2003 and cash flows for the three months ended March
31,2004 and 2003.
(1) MARKETABLE SECURITIES
Upon adoption of FASB No. 115, management has determined that the
company's portfolio is best characterized as "Available-For-Sale". This has
resulted in the balance sheet carrying value of the company's marketable
securities investments, as of March 31, 2004 and December 31, 2003 being
increased approximately 121.91 % and 112.48 % respectively over its historical
cost. A corresponding increase in shareholders' equity has been effectuated. In
accordance with the provisions of FASB No. 115, the adjustment in shareholders'
equity to reflect the company's unrealized gains has been made net of the tax
effect had these gains been realized.
The following tables summarize the Company's investments as of:
March 31, 2004
--------------
Type of Unrealized Unrealized
security Cost Fair Value Holding gains holding losses
- -------- ---- ---------- ------------- --------------
Equity $22,064,141 $49,102,746 $27,406,215 $ 367,610
Debt 75,902 28,363 1,920 49,459
----------- ----------- ----------- -----------
Total $22,140,043 $49,131,109 $27,408,135 $ 417,069
=========== =========== =========== ===========
December 31, 2003
-----------------
Unrealized Unrealized
Type of security Cost Fair Value holding gains holding losses
- ---------------- ---- ---------- ------------- --------------
Equity $22,271,842 $47,368,871 $25,407,422 $ 310,393
Debt 35,902 30,288 2,170 7,784
----------- ----------- ----------- -----------
Total $22,307,744 $47,399,159 $25,409,592 $ 318,177
=========== =========== =========== ===========
At March 31, 2004 the securities held by the Company had a market value of
$49,131,109 and a cost basis of $22,140,043 resulting in a net unrealized gain
of $ 26,991,066 or 121.91% of cost.
At December 31, 2003, the securities held by the Company had a market
value of $47,399,159 and a cost basis of $22,307,744 resulting in a net
unrealized gain of $25,091,415 or 112.48% of cost.
At March 31, 2004 and December 31, 2003 marketable securities, primarily
consisting of preferred and common stocks of utility companies, are valued at
fair value.
F-4
(2) LOANS PAYABLE
As at March 31, 2004 and December 31, 2003, the Company had loans
outstanding aggregating $1,500,000 and $900,000 borrowed on a short term basis
from a bank, which are secured by certain marketable securities of the Company.
The loans bear interest at approximately 3%.
Short term margin debt due to brokers, secured by the Companies marketable
securities, totaled $1,363,201 at March 31, 2004 and $1,602,106 at December 31,
2003.
F-5
MANAGEMENT'S DISCUSSION AND ANALYSIS
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
ITEM 2. RESULTS OF OPERATIONS
Three months ended March 31, 2004 as compared with three months ended March 31,
2003
For the three months ended March 31, 2004 total revenues increased by 53%
to $1,130,526 from $737,617 in 2003. Operating revenues increased by 87% to
$408,248 in 2004 from $218,683 in 2003. There were capital gains in 2004 of
$225,066 up from $35,902 in 2003. Dividend income was $493,569 with a net
interest expense of $19,443 in 2004, as compared to dividend income of $479,889
with a net interest expense of $14,507 in 2003. In 2004, the Company had a net
income before income taxes of $38,769 versus a net loss before income taxes of
($253,035) in 2003. Total Costs and Expenses increased by 10% in 2004 to
$1,091,757 vs. $990,652 in 2003. This was related to increased marketing efforts
and research and development expenses. The Company has increased research
expenses for additional features to the BVA-100. The Company's new sales team
began marketing in the fourth quarter of 2002. The increase in operating
revenues can be attributable to these sales efforts. The sales cycles from
initial contact to a sale can be 6 to 12 months. The Company anticipates that
the sales of the BVA-100 Blood Volume Analyzers and kits will become the major
source of income for the Company. The Company plans to continue expanding its
sales and marketing force, which currently consists of 12 salesmen and 4 support
personnel.
LIQUIDITY AND CAPITAL RESOURCES
At March 31,2004 the Company had total assets of $50,130,886 with
shareholders' equity of $37,537,441 as compared to total assets of $39,272,928
with shareholders' equity of $31,529,228 at March 31,2003. Despite increasing
its expenses, the Company has significantly increased its financial base as
compared to one year ago. The Company has a net pre-taxed unrealized gain of
$26,991,066 and $17,814,104 of net after tax unrealized capital gains on
available-for-sale securities in its portfolio. This amount is included in the
calculation of Total Shareholders' Equity. The Company's stock portfolio had a
market value of $49,131,109 with short-term loans of $ 2,863,201 with 4,629,426
shares outstanding. The Company has current liabilities of $12,593,445. Included
in these liabilities are deferred taxes of $9,176,962. These deferred taxes
would occur if the Company chose to sell its entire portfolio. Current
liabilities minus these deferred taxes equals $3,416,483.
The Company has adequate resources for the current marketing level of its
Blood Volume Analyzer as well as capital to sustain its localized semen and
blood banking services. The Company anticipates hiring additional regional
managers to the existing sales/marketing team. It is the goal of the marketing
team to develop an individual sales team for each regional manager. The Company
is also expanding its support services personnel. The decision to develop the
marketing team was partially based on the anticipation of new publications in
peer reviewed medical journals by current users of the Blood Volume Analyzer.
The Company's goal is to establish blood volume measurement as a standard
of care in multiple areas of medicine and surgery. It is hoped that the
publication of research studies from leading medical facilities will result in
an increase in sales in both the Blood Volume Analyzer and its associated kits.
The Company sells, as well as offers to lease or rent the BVA-100 as part
of the overall marketing plan. The Company also loans the instrument for a
limited time period, however facilities evaluating the instrument must pay for
the kits. Daxor Capital was established through a relationship with De Lage
Landen (DLL). The significance of this relationship is as sales through leases
increases, Daxor will not have to diminish its capital outlay for equipment as
DLL will fund the net present value of the lease upon installation of the
equipment. In an effort to obtain the best rates for our clients, the Company
will also work with other independent leasing firms.
3
The Company is evaluating blood volume instrumentation management programs
for hospitals. Under such a plan, the Company would provide equipment and
personnel on a sub-contract basis. The Company will use its current financial
reserves primarily for developing and marketing the Blood Volume Analyzer. The
Company is evaluating various options to expand blood banking services in
conjunction with the use of the Blood Volume Analyzer. Additional information on
the Company is available on our website www.daxor.com.
Item 3. Controls and Procedures
The Company's Chief Executive Officer and Chief Financial Officer have
evaluated the effectiveness of our disclosure controls and procedures as defined
by the Securities and Exchange Commission (SEC),as of the end of the period
covered by this report. Based upon that evaluation, our Chief Executive Officer
and Chief Financial Officer concluded that our disclosure controls and
procedures are effective in timely alerting them to information required to be
included in our periodic Securities and Exchange Commission filings. There was
no significant change in our internal control over financial reporting that
occurred during the quarter ended March 31, 2004, that materially affected or is
reasonably likely to materially affect, the Corporation's internal control over
financial reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Exhibits and Reports on Form 8-K
(a) Exhibits
31.1 Certification of Chief Executive Officer pursuant to Section
302 of the Sarbanes-Oxley Act of 2002
31.2 Certification of Principal Financial Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C
Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
32.2 Certification of Principal Financial Officer pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
(b) There were no reports on Form 8-k filed.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
DATE: May 13, 2004 By: /s/ JOSEPH FELDSCHUH, M.D.
--------------------------
JOSEPH FELDSCHUH, M.D.,
President and Chief Executive
Officer
DATE: May 13, 2004 By: /s/ STEPHEN FELDSCHUH
---------------------
STEPHEN FELDSCHUH
Vice President of Operations
And Chief Financial Officer
4