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 JUNE 30, 2003 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 June 30, 2003 ------------------------------------------------------------------------ COMMON STOCK PAR VALUE: $.O1 per share 4,646,226 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS PAGE Consolidated Balance Sheet as at June 30, 2003 and Balance Sheet as at December 31, 2002 F-1 Consolidated Statements of Income for the Three and Six Months ended June 30, 2003 and 2002 F-2 Consolidated Statement of Cash Flows for the Six Months ended June 30, 2003 and 2002 F-3 Notes to Financial Statements F-4 to 5 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 3-4 PART II. OTHER INFORMATION ITEM 1. Legal Proceedings 4 ITEM 2. Exhibits and Reports on Form 8-k 4 Signatures 4 Exhibit Index 5-7 DAXOR CORPORATION FINANCIAL STATEMENTS ================================================================================ DAXOR CORPORATION CONSOLIDATED BALANCE SHEETS (UNAUDITED) June 30, December 31, 2003 2002 ---- ---- ------------------------------------------------------------------------------- ASSETS ------------------------------------------------------------------------------- CURRENT ASSETS Cash $ 60,532 $ 13,035 Marketable Securities at Fair Value June 30,2003 and December 31, 2002. (Notes 1 and 2) 44,546,379 40,573,162 Accounts receivable 192,960 211,979 Other current assets 389,520 364,913 ------------ ------------ Total Current Assets 45,189,391 41,163,089 EQUIPMENT AND IMPROVEMENTS Storage tanks 125,815 125,815 Leasehold improvements, furniture and equipment 905,732 928,581 Laboratory equipment 290,104 290,104 ------------ ------------ 1,321,651 1,344,500 Less: Accumulated depreciation and amortization 1,023,925 1,005,625 ------------ ------------ Net equipment and improvements 297,726 338,875 Other Assets 70,435 71,601 Total Assets $ 45,557,552 $ 41,573,565 ============ ============ ------------------------------------------------------------------------------- LIABILITIES AND SHAREHOLDERS' EQUITY ------------------------------------------------------------------------------- CURRENT LIABILITIES Accounts payable and accrued liabilities $ 107,837 $ 112,481 Loans payable (Note 2) 2,633,309 1,434,046 Other Liabilities 248,702 106,440 Deferred Taxes (Note 1) 7,502,414 6,373,701 ------------ ------------ Total Liabilities 10,492,262 8,026,668 SHAREHOLDERS' EQUITY Common stock, par value $.01 per share: Authorized 10,000,000 shares: issued and outstanding shares 4,646,226 June 30, 2003 and 4,657,784 December 31, 2002 53,097 53,097 Additional Paid in capital 9,801,548 9,798,232 Net unrealized holding gains on available-for-sale securities (Note 1) 14,563,509 12,372,477 Retained earnings 15,723,917 16,246,156 Treasury stock (5,076,781) (4,923,065) ------------ ------------ Total Shareholders' Equity 35,065,290 33,546,897 Total Liabilities and Shareholders' Equity $ 45,557,552 $ 41,573,565 ============ ============ See accompanying notes to financial statements F-1 ================================================================================ DAXOR CORPORATION CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) THREE MONTHS ENDED SIX MONTHS ENDED JUNE 30 JUNE 30 2003 2002 2003 2002 ---- ---- ---- ---- REVENUES: --------------------------------------------------------------------------------------------------------- Operating revenues $ 290,411 $ 196,441 $ 509,094 $ 389,504 Other revenues 5,143 9,829 8,286 21,815 Dividend income 430,752 452,557 910,641 908,543 Gains (losses) on sale of securities 45,361 94,261 81,263 95,064 Total Revenues 771,667 753,088 1,509,284 1,414,926 ----------- ----------- ----------- ----------- --------------------------------------------------------------------------------------------------------- COSTS AND EXPENSES --------------------------------------------------------------------------------------------------------- Operations of Laboratories & Cost of Production 343,683 200,036 680,942 402,784 Selling, General, and Administrative 656,468 468,573 1,295,354 867,771 Interest expense, net of interest income 19,075 7,221 33,582 18,793 ----------- ----------- ----------- ----------- Total Costs and Expenses 1,019,226 675,830 2,009,878 1,289,348 ----------- ----------- ----------- ----------- Net Income (Loss) Before Income Taxes (247,559) 77,258 (500,594) 125,578 Provision for income taxes 95 (833) 21,645 14,913 ----------- ----------- ----------- ----------- Net Income (Loss) $ (247,654) $ 78,091 $ (522,239) $ 110,665 =========== =========== =========== =========== Weighted Average Number of Shares Outstanding 4,645,631 4,664,909 4,651,108 4,664,909 Net Income or (Loss) per Common Equivalent Share $ (0.05) $ 0.01 $ (0.11) $ 0.02 =========== =========== =========== =========== See accompanying notes to financial statements F-2 ================================================================================ DAXOR CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE SIX MONTHS ENDED JUNE 30, JUNE 30, 2003 2002 ---- ---- CASH FLOWS FROM OPERATING ACTIVITIES Net income or (loss) $(522,239) $ 110,665 --------- --------- Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation & Amortization 24,466 28,161 (Gain) loss on sale of investments (81,263) (95,064) Basis of leased equipment sold 45,000 Change in assets and liabilities: (Increase) decrease in accounts receivable 19,019 35,579 (Increase) decrease in other current assets (24,607) 7,220 (Increase) decrease in other assets net of amortization -- -- Increase (decrease) in accounts payable, accrued and other liabilities net of "short sales" (4,644) (13,246) --------- --------- Total adjustments (22,029) (37,350) --------- --------- Net cash provided by or (used in) operating activities (544,268) 73,315 --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES: Payment for purchase of equipment and improvements (27,150) (33,568) Net cash provided or (used) in purchase and sale of investments (670,892) 85,965 Net proceeds (repayments) of loans from brokers used to purchase investments 999,262 30,318 Proceeds from "short sales" not closed 240,945 99,556 --------- --------- Net cash provided by or (used in) investing activities 542,165 182,271 --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES: Receipt / (repayment) of bank loan 200,000 (300,000) Payment for purchase of treasury stock (181,136) -- Proceeds from sale of treasury stock 30,736 -- --------- --------- Net cash provided by or (used in) financing activities 49,600 (300,000) --------- --------- Net increase (decrease) in cash and cash equivalents 47,497 (44,414) Cash and cash equivalents at beginning of year 13,035 431,949 --------- --------- Cash and cash equivalents at end of period $ 60,532 $ 387,535 ========= ========= See accompanying notes to financial statements F-3 DAXOR CORPORATION NOTES TO FINANCIAL STATEMENTS (UNAUDITED) SIX MONTHS ENDED JUNE 30, 2003 AND 2002 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 June 30, 2003, and December 31, 2002, the results of operations for the three and six months ended June 30,2003 and 2002 and cash flows for the six months ended June 30,2003 and 2002. (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 June 30, 2003 and December 31, 2002 being increased approximately 98.16 % and 85.89 % 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: June 30, 2003 Type of Unrealized Unrealized security Cost Fair Value Holding gains holding losses -------- ---- ---------- ------------- -------------- Equity $22,434,257 $44,496,454 $22,488,798 $ 426,601 Debt 46,199 49,925 17,460 13,734 ----------- ----------- ----------- ----------- Total $22,480,456 $44,546,379 $22,506,258 $ 440,335 =========== =========== =========== =========== December 31, 2002 Type of Unrealized Unrealized security Cost Fair Value holding gains holding losses ---- ---------- ------------- -------------- Equity $21,796,315 $40,547,587 $19,960,514 $ 1,209,242 Debt 30,669 25,575 8,865 13,959 ----------- ----------- ----------- ----------- Total $21,826,984 $40,573,162 $19,969,379 $ 1,223,201 =========== =========== =========== =========== At June 30, 2003 the securities held by the Company had a market value of $44,546,379 and a cost basis of $22,480,456 resulting in a net unrealized gain of $ 22,065,923 or 98.16% of cost. At December 31, 2002, the securities held by the Company had a market value of $40,573,162 and a cost basis of $21,826,984 resulting in a net unrealized gain of $18,746,178 or 85.89% of cost. At June 30, 2003 and December 31, 2002 marketable securities, primarily consisting of preferred and common stocks of utility companies, are valued at fair value. F-4 (2) LOANS PAYABLE As at June 30, 2003 and December 31, 2002, the Company had loans outstanding aggregating $900,000 and $700,000 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 4%. Short term margin debt due to brokers, secured by the Companies marketable securities, totaled $1,733,309 at June 30, 2003 and $734,046 at December 31, 2002. F-5 MANAGEMENT'S DISCUSSION AND ANALYSIS RESULTS OF OPERATIONS AND FINANCIAL CONDITION ITEM 2. RESULTS OF OPERATIONS Three months ended June 30, 2003 as compared with three months ended June 30, 2002. For the three months ended June 30, 2003 total revenues were $771,667, up from $753,088 in 2002. Operating revenues were $290,411 in 2003 up from $196,441 in 2002. Dividend income was $430,752 with a net interest expense of $19,075 in 2003, as compared to dividend income of $452,557 with a net interest expense of $7,221 in 2002. In 2003, the Company had a net loss before income taxes of $(247,559) versus a net income before income taxes of $77,258 in 2002. Total cost and Expenses in 2003 increased to $1,019,226 vs. $675,830 in 2002. This was related to increased marketing efforts and research and development expenses. Operating revenues increased by 48% from the comparable quarter in 2002. 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 Company anticipates that it's sales of BVA-100 Blood Volume Analyzers and kits will become the major source of income for the Company. The Company is currently in the process of expanding its sales and marketing force. Six months ended June 30, 2003 as compared with six months ended June 30, 2002. For the six months ended June 30,2003, total revenues were $1,509,284 up from $1,414,926 in 2002. Operating revenues were $509,094 up from $389,504 in 2002. Selling and administrative expenses were $1,295,354 in 2003, vs. $867,771 in 2002. The increased expenses were related to the employment of additional sales and marketing personnel. In 2003, Dividend income was $910,641 with a net interest expense of $33,582 as compared to the dividend income of $908,543 with a net interest expense of $18,793 in 2002. In 2003, the Company had $81,263 in capital gains vs. $95,064 in 2002. In 2003, the Company had a net loss of $(500,594) before income taxes versus $125,578 before income taxes in 2002. The Company has adopted a policy that encourages leasing or renting of BVA-100 equipment to enable hospitals to obtain the equipment. This results in sales of kits but a slower recognition of operating income from BVA sales. LIQUIDITY AND CAPITAL RESOURCES At June 30, 2003 the Company had total assets of $45,557,552 with shareholders' equity of $35,065,290. The Company has a net pre-taxed unrealized gain of $22,065,923 and $14,563,509 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 $44,546,379 with short-term loans of $ 2,633,309 with 4,646,226 shares outstanding. The Company has the current liabilities of $10,492,262. Included in these liabilities are deferred taxes of $7,502,414. These deferred taxes would occur if the Company chose to sell its entire portfolio. Current liabilities minus these deferred taxes equals $2,989,848. 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. F-6 The Company has an instrument loaner reagent plan which requires use of the Company's reserves. The equipment loaner reagent plan permits a user to make a minimal initial capital commitment. This results in a slower return on capital expenditure for the Company. The Company has established a private label leasing program called Daxor Capital through De Lage Landen. With this arrangement Daxor receives the net present value of the lease upon the signed completion of the installation of the equipment. 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. 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 31.2 Certification of Principal Financial Officer 32.1 Certification of Chief Executive Officer 32.2 Certification of Principal Financial Officer (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: August 11, 2003 By: /s/ JOSEPH FELDSCHUH, M.D. ------------------------------ JOSEPH FELDSCHUH, M.D., President and Chief Executive Officer DATE: August 11, 2003 By: /s/ STEPHEN FELDSCHUH ------------------------------ STEPHEN FELDSCHUH Vice President of Operations And Chief Financial Officer 4