New York
|
|
13-2682108
|
(State or Other Jurisdiction of
|
|
(I.R.S. Employer
|
Incorporation or Organization)
|
|
Identification No.)
|
Registrant’s Telephone Number:
|
|
(212) 244-0555
|
(Including Area Code)
|
|
|
|
Large Accelerated filer
|
o
|
Accelerated Filer o
|
|
|
|
|
|
Non-accelerated filer
|
o (Do not check if a smaller reporting company)
|
Smaller reporting company x
|
CLASS:COMMON STOCK
|
4,226,137 OUTSTANDING AT May 10, 2011
|
|
PAR VALUE: $.01 per share
|
|
PART I. FINANCIAL INFORMATION
|
|||||
|
|
|
|
|
|
|
Item 1.
|
FINANCIAL STATEMENTS
|
|
|
|
|
|
|
|
|
|
|
|
Index to Financial Statements
|
|
|
|
|
|
|
|
|
|
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
3
|
|
|
|
|
|
|
|
|
|
|
|
4
|
|
|
|
|
|
|
|
|
|
|
|
5-20
|
|
|
|
|
|
|
|
|
|
|
21-27
|
|
||
|
|
|
|
|
|
|
|
28-31
|
|
||
|
|
|
|
|
|
|
|
31
|
|
||
|
|
|
|
|
|
|
|
|
|||
|
|
32
|
|
||
|
|
|
|
|
|
|
|
32
|
|
||
|
|
|
|
|
|
|
|
33
|
|
||
|
|
|
|
|
|
|
|
33
|
|
||
|
|
|
|
|
|
|
|
33
|
|
||
|
|
|
|
|
|
|
|
33
|
|
||
|
|
|
|
|
|
|
|
34
|
|
|
|
UNAUDITED
March 31,
2011
|
|
|
December 31,
2010
|
|
||
ASSETS
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
CURRENT ASSETS
|
|
|
|
|
|
|
||
Cash and cash equivalents
|
|
$
|
71,414
|
|
|
$
|
57,741
|
|
Receivable from broker
|
|
|
34,501,544
|
|
|
|
32,382,439
|
|
Available-for-sale securities, at fair value
|
|
|
53,188,438
|
|
|
|
53,876,071
|
|
Accounts receivable, net of allowance for doubtful accounts of $125,402 in 2011 and $125,402 in 2010
|
|
|
196,487
|
|
|
|
178,820
|
|
Inventory
|
|
|
388,356
|
|
|
|
363,634
|
|
Prepaid expenses and other current assets
|
|
|
159,745
|
|
|
|
130,560
|
|
Total Current Assets
|
|
|
88,505,984
|
|
|
|
86,989,265
|
|
|
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
4,123,490
|
|
|
|
4,168,992
|
|
Other assets
|
|
|
37,158
|
|
|
|
37,158
|
|
|
|
|
|
|
|
|
|
|
Total Assets
|
|
$
|
92,666,632
|
|
|
$
|
91,195,415
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT LIABILITIES
|
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities
|
|
$
|
1,182,374
|
|
|
$
|
436,542
|
|
Loans payable
|
|
|
4,945,132
|
|
|
|
4,638,197
|
|
Income taxes payable
|
|
|
777,108
|
|
|
|
2,986,800
|
|
Mortgage payable, current portion
|
|
|
335,403
|
|
|
|
46,798
|
|
Put and call options, at fair value
|
|
|
3,390,048
|
|
|
|
4,330,069
|
|
Securities borrowed, at fair value
|
|
|
28,463,708
|
|
|
|
22,406,036
|
|
Deferred revenue
|
|
|
38,466
|
|
|
|
51,920
|
|
Deferred income taxes
|
|
|
7,437,730
|
|
|
|
9,003,946
|
|
Total Current Liabilities
|
|
|
46,569,969
|
|
|
|
43,900,308
|
|
|
|
|
|
|
|
|
|
|
LONG TERM LIABILITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage payable, less current portion
|
|
|
—
|
|
|
|
300,063
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities
|
|
|
46,569,969
|
|
|
|
44,200,371
|
|
|
|
|
|
|
|
|
|
|
STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
Common stock, $.01 par value, Authorized - 10,000,000 shares Issued – 5,316,550 shares Outstanding – 4,226,137 and 4,226,137 shares at March 31, 2011 and December 31, 2010, respectively
|
|
|
53,165
|
|
|
|
53,165
|
|
Additional paid in capital
|
|
|
10,675,228
|
|
|
|
10,675,228
|
|
Accumulated other comprehensive income
|
|
|
15,318,153
|
|
|
|
14,890,272
|
|
Retained earnings
|
|
|
31,654,079
|
|
|
|
32,980,341
|
|
Treasury stock, at cost, 1,090,413 and 1,090,413 shares at March 31, 2011 and December 31, 2010, respectively
|
|
|
(11,603,962
|
)
|
|
|
(11,603,962
|
)
|
Total Stockholders’ Equity
|
|
|
46,096,663
|
|
|
|
46,995,044
|
|
Total Liabilities and Stockholders’ Equity
|
|
$
|
92,666,632
|
|
|
$
|
91,195,415
|
|
|
|
March 31,
2011
|
|
|
March 31,
2010
|
|
||
REVENUES:
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Operating Revenues – equipment sales and related services
|
|
$
|
295,830
|
|
|
$
|
316,385
|
|
Operating Revenues – cryobanking and related services
|
|
|
81,639
|
|
|
|
79,887
|
|
|
|
|
|
|
|
|
|
|
Total Revenues
|
|
|
377,469
|
|
|
|
396,272
|
|
|
|
|
|
|
|
|
|
|
Cost of Sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of equipment sales and related services
|
|
|
154,231
|
|
|
|
185,961
|
|
Cost of cryobanking and related services
|
|
|
11,223
|
|
|
|
5,816
|
|
|
|
|
|
|
|
|
|
|
Total Cost of Sales
|
|
|
165,454
|
|
|
|
191,777
|
|
|
|
|
|
|
|
|
|
|
Gross Profit
|
|
|
212,015
|
|
|
|
204,495
|
|
|
|
|
|
|
|
|
|
|
OPERATING EXPENSES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development-equipment sales and related services
|
|
|
645,827
|
|
|
|
836,863
|
|
|
|
|
|
|
|
|
|
|
Research and development-cryobanking and related services
|
|
|
43,763
|
|
|
|
55,102
|
|
|
|
|
|
|
|
|
|
|
Total Research and Development Expenses
|
|
|
689,590
|
|
|
|
891,965
|
|
|
|
|
|
|
|
|
|
|
Selling, General & Administrative Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general, and administrative- equipment sales and related services
|
|
|
1,537,877
|
|
|
|
481,744
|
|
Selling, general, and administrative- cryobanking and related services
|
|
|
160,485
|
|
|
|
172,942
|
|
|
|
|
|
|
|
|
|
|
Total Selling, General & Administrative Expenses
|
|
|
1,698,362
|
|
|
|
654,686
|
|
|
|
|
|
|
|
|
|
|
Total Operating Expenses
|
|
|
2,387,952
|
|
|
|
1,546,651
|
|
|
|
|
|
|
|
|
|
|
Loss from Operations
|
|
|
(2,175,937
|
)
|
|
|
(1,342,156
|
)
|
|
|
|
|
|
|
|
|
|
Other Income (Expenses):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividend income-investment portfolio
|
|
|
573,666
|
|
|
|
568,408
|
|
Realized gains on sale of securities, net
|
|
|
3,744,373
|
|
|
|
6,076,382
|
|
Mark to market of short positions
|
|
|
(4,468,429)
|
|
|
|
(4,772,764
|
)
|
Other revenues
|
|
|
3,094
|
|
|
|
3,041
|
|
Interest expense
|
|
|
(30,648
|
)
|
|
|
(6,264
|
)
|
Administrative expense relating to portfolio investments
|
|
|
(32,394
|
)
|
|
|
(34,974
|
)
|
|
|
|
|
|
|
|
||
Total Other Income (Expenses)
|
|
|
(210,338
|
)
|
|
|
1,833,829
|
|
|
|
|
|
|
|
|
|
|
(Loss) Income before Income Taxes
|
|
|
(2,386,275
|
)
|
|
|
491,673
|
|
|
|
|
|
|
|
|
|
|
Income Tax (Benefit) Expense
|
|
|
(1,060,013
|
)
|
|
|
584,092
|
|
Net Loss
|
|
$
|
(1,326,262
|
)
|
|
$
|
(92,419
|
)
|
|
|
|
|
|
|
|
|
|
Comprehensive Loss:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss
|
|
$
|
(1,326,262
|
)
|
|
$
|
(92,419
|
)
|
Unrealized Gain on Securities Held for Sale, Net of Deferred Income Taxes
|
|
|
427,881
|
|
|
|
(852,942
|
)
|
Comprehensive Loss
|
|
$
|
(898,381
|
)
|
|
$
|
(945,361
|
)
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding – basic and diluted
|
|
|
4,226,137
|
|
|
|
4,247,285
|
|
|
|
|
|
|
|
|
|
|
Net loss per common equivalent share – basic and diluted
|
|
$
|
(0.31
|
)
|
|
$
|
(0.02
|
)
|
|
|
March 31,
2011
|
|
|
March 31,
2010
|
|
||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Net Loss
|
|
$
|
(1,326,262)
|
|
|
$
|
(92,419
|
)
|
Adjustment to reconcile net loss to net cash used in operating activities:
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
81,461
|
|
|
|
73,726
|
|
Deferred income taxes
|
|
|
(1,795,014
|
)
|
|
|
(2,003,401
|
)
|
Realized gains on sale of investments
|
|
|
(3,744,373
|
)
|
|
|
(6,076,382
|
)
|
Mark to market adjustments on options & short sales
|
|
|
4,468,429
|
|
|
|
4,772,764
|
|
|
|
|
|
|
|
|
|
|
Change in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
(Increase) Decrease in accounts receivable
|
|
|
(17,667
|
)
|
|
|
27,639
|
|
Increase in prepaid expenses & other current assets
|
|
|
(29,185
|
)
|
|
|
(25,106
|
)
|
(Increase) Decrease in inventory
|
|
|
(24,722)
|
|
|
|
5,561
|
|
Increase (Decrease) in accounts payable and accrued liabilities
|
|
|
745,832
|
|
|
|
(156,534
|
)
|
(Decrease) Increase in income taxes payable
|
|
|
(2,209,692)
|
|
|
|
1,579,596
|
|
Decrease in deferred revenue
|
|
|
(13,454)
|
|
|
|
(9,330)
|
|
|
|
|
|
|
|
|
|
|
Net cash used in operating activities
|
|
|
(3,864,647
|
)
|
|
|
(1,903,886
|
)
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Purchase of property and equipment
|
|
|
(35,959
|
)
|
|
|
(119,676
|
)
|
Increase in receivable due from broker
|
|
|
(6,329,653
|
)
|
|
|
(12,830,507
|
)
|
Increase in securities borrowed, at fair market value
|
|
|
6,057,672
|
|
|
|
13,032,707
|
|
Purchases of put and call options
|
|
|
(45,351
|
)
|
|
|
(46,866
|
)
|
Proceeds from sales of put and call options
|
|
|
2,451,867
|
|
|
|
5,116,310
|
|
Acquisition of available for sale securities
|
|
|
(6,774,540
|
)
|
|
|
(6,465,841
|
)
|
Proceeds from sale of available for sale securities
|
|
|
4,048,258
|
|
|
|
2,755,031
|
|
|
|
|
|
|
|
|
|
|
Net cash(used in) provided by investing activities
|
|
|
(627,706)
|
|
|
|
1,441,158
|
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Proceeds from margin loan payable
|
|
|
11,170,537
|
|
|
|
8,549,797
|
|
Repayment of margin loan payable
|
|
|
(6,653,053
|
)
|
|
|
(8,236,403
|
)
|
Purchase of treasury stock
|
|
|
—
|
|
|
(43,205
|
)
|
|
Repayment of mortgage payable
|
|
|
(11,458
|
)
|
|
|
(10,651
|
)
|
Net cash provided by financing activities
|
|
|
4,506,026
|
|
|
|
259,538
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
13,673
|
|
|
(203,190
|
)
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of period
|
|
|
57,741
|
|
|
|
277,088
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period
|
|
$
|
71,414
|
|
|
$
|
73,898
|
|
|
|
|
|
|
|
|
|
|
Supplemental Disclosures of Cash Flow Information:
|
|
|
|
|
|
|
|
|
Cash paid during the period for:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
|
|
$
|
30,648
|
|
|
$
|
7,383
|
|
Income taxes
|
|
$
|
2,952,052
|
|
|
$
|
1,013,017
|
|
Description
|
|
(Unaudited)
March 31, 2011
|
|
|
December 31, 2010
|
|
||
Money Market Accounts
|
|
$
|
5,905,250
|
|
|
$
|
10,115,798
|
|
Restricted Cash
|
|
|
28,596,294
|
|
|
|
22,266,641
|
|
Total Receivable from Broker
|
|
$
|
34,501,544
|
|
|
$
|
32,382,439
|
|
|
1.
|
The Company’s investment goals are capital preservation, maintaining returns on capital with a high degree of safety and generating income from dividends and option sales to help offset operating losses.
|
|
|
|
|
|
|
2.
|
In order to achieve these goals, the Company maintains a diversified securities portfolio comprised primarily of electric utility common and preferred stocks. The Company also sells covered calls on portions of its portfolio and also sells puts on stocks it is willing to own. It also sells uncovered calls and may have net short positions in common stock up to 15% of the value of the portfolio. The Company’s net short position may temporarily rise to 20% of the Company’s portfolio without any specific action because of changes in valuation, but should not exceed this amount. The Company’s investment policy is to maintain a minimum of 80% of its portfolio in electric utilities. The Board of Directors has authorized this minimum to be temporarily lowered to 70% when Company management deems it to be necessary. Investments in utilities are primarily in electric companies. Investments in non-utility stocks will generally not exceed 20% of the value of the portfolio.
|
|
|
|
|
|
|
3.
|
Investment in speculative issues, including short sales, maximum of 15%.
|
|
|
|
|
|
|
4.
|
Limited use of options to increase yearly investment income.
|
|
|
|
|
|
|
|
a.
|
The use of “Call” Options. Covered options can be sold up to a maximum of 20% of the value of the portfolio. This provides extra income in addition to dividends received from the Company’s investments. The risk of this strategy is that investments may be called away, which the Company may have preferred to retain. Therefore, a limitation of 20% is placed on the amount of stock on which options can be written. The amount of the portfolio on which options are actually written usually does not exceed 10% of the value of the portfolio. The historical turnover of the portfolio is such that the average holding period is in excess of five years for available for sale securities.
|
|
|
|
|
|
|
b.
|
The use of “Put” options. Put options are written on stocks which the Company is willing to purchase. While the Company does not have a high rate of turnover in its portfolio, there is some turnover; for example, due to preferred stocks being called back by the issuing Company, or stocks being called away because call options have been written. If the stock does not go below the put exercise price, the Company records the proceeds from the sale as income. If the put is exercised, the cost basis is reduced by the proceeds received from the sale of the put option. There may be occasions where the cost basis of the stock is lower than the market price at the time the option is exercised.
|
|
|
|
|
|
|
c.
|
Speculative Short Sales/Short Options. The Company normally limits its speculative transactions to no more than 15% of the value of the portfolio. The Company may sell uncovered calls on certain stocks. If the stock price does not rise to the price of the call, the option is not exercised and the Company records the proceeds from the sale of the call as income. If the call is exercised, the Company will have a short position in the related stock. The Company then has the choice of covering the short position, or selling a put against it. If the put is exercised, then the short position is covered. The Company’s current accounting policy is to mark to the market at the end of each quarter any short positions, and include it in the income statement. While the Company may have short positions equal to 15% of its accounts, in actual practice the net short stock positions usually account for less than 10% of the assets of the Company.
|
|
|
|
|
|
5.
|
In the event of a merger, the Company will elect to receive shares in the new company if this is an option. If the proposed merger is a cash only offer, the Company will receive cash and be forced to sell the stock.
|
Three months ended | Three months ended | |||||||
|
|
March 31, 2011
|
|
|
March 31, 2010
|
|
||
Basic and diluted shares
|
|
|
4,226,137
|
|
|
|
4,247,285
|
|
Net Loss
|
|
$
|
(1,326,262)
|
|
|
$
|
(92,419)
|
|
Basic and diluted loss per share
|
|
$
|
(0.31)
|
|
|
$
|
(0.02)
|
|
Type of Security
|
|
Market Value
|
|
|
Cost of Securities
|
|
|
Net Unrealized Gain
|
|
|
Unrealized Gains
|
|
|
Unrealized Losses
|
|
|||||
Common Stock
|
|
$
|
51,059,913
|
|
|
$
|
27,997,433
|
|
|
$
|
23,062,480
|
|
|
$
|
23,616,392
|
|
|
$
|
(553,912
|
)
|
Preferred Stock
|
|
|
2,128,525
|
|
|
|
1,626,216
|
|
|
|
502,309
|
|
|
|
512,559
|
|
|
|
(10,250
|
)
|
Total Equity Securities
|
|
$
|
53,188,438
|
|
|
$
|
29,623,649
|
|
|
$
|
23,564,789
|
|
|
$
|
24,128,951
|
|
|
$
|
(564,162
|
)
|
|
|
Less Than Twelve
Months
|
|
|
Twelve Months or
Greater
|
|
|
Total
|
|
|||||||||||||||
|
|
Fair Value
|
|
|
Unrealized Loss
|
|
|
Fair Value
|
|
|
Unrealized Loss
|
|
|
Fair Value
|
|
|
Unrealized Loss
|
|
||||||
Marketable Equity Securities
|
|
$
|
1,282,080
|
|
|
$
|
58,058
|
|
|
$
|
3,285,473
|
|
|
$
|
506,104
|
|
|
$
|
4,567,553
|
|
|
$
|
564,162
|
|
|
|
Less Than Twelve
Months
|
|
|
Twelve Months or
Greater
|
|
|
Total
|
|
|||||||||||||||
|
|
Fair Value
|
|
|
Unrealized Gains
|
|
|
Fair Value
|
|
|
Unrealized Gains
|
|
|
Fair Value
|
|
|
Unrealized Gains
|
|
||||||
Marketable Equity Securities
|
|
$
|
6,621,868
|
|
|
$
|
246,309
|
|
|
$
|
41,999,017
|
|
|
$
|
23,882,642
|
|
|
$
|
48,620,885
|
|
|
$
|
24,128,951
|
|
Type of Security
|
|
Market Value
|
|
|
Cost of Securities
|
|
|
Net Unrealized Gain
|
|
|
Unrealized Gains
|
|
|
Unrealized Losses
|
|
|||||
Common Stock
|
|
$
|
51,808,717
|
|
|
$
|
29,341,744
|
|
|
$
|
22,466,973
|
|
|
$
|
23,044,040
|
|
|
$
|
(577,067
|
)
|
Preferred Stock
|
|
|
2,067,354
|
|
|
|
1,626,215
|
|
|
|
441,139
|
|
|
|
454,032
|
|
|
|
(12,893
|
)
|
Total Equity Securities
|
|
$
|
53,876,071
|
|
|
$
|
30,967,959
|
|
|
$
|
22,908,112
|
|
|
$
|
23,498,072
|
|
|
$
|
(589,960
|
)
|
|
|
Less Than Twelve Months
|
|
|
Twelve Months or Greater
|
|
|
Total
|
|
|||||||||||||||
|
|
Fair Value
|
|
|
Unrealized Loss
|
|
|
Fair Value
|
|
|
Unrealized Loss
|
|
|
Fair Value
|
|
|
Unrealized Loss
|
|
||||||
Marketable Equity Securities
|
|
$
|
8,263,313
|
|
|
$
|
74,480
|
|
|
$
|
2,216,443
|
|
|
$
|
515,480
|
|
|
$
|
10,479,756
|
|
|
$
|
589,960
|
|
|
|
Less Than Twelve Months
|
|
|
Twelve Months or Greater
|
|
|
Total
|
|
|||||||||||||||
|
|
Fair Value
|
|
|
Unrealized Gains
|
|
|
Fair Value
|
|
|
Unrealized Gains
|
|
|
Fair Value
|
|
|
Unrealized Gains
|
|
||||||
Marketable Equity Securities
|
|
$
|
2,423,702
|
|
|
$
|
384,011
|
|
|
$
|
40,972,613
|
|
|
$
|
23,114,061
|
|
|
$
|
43,396,315
|
|
|
$
|
23,498,072
|
|
|
●
|
The extent to which the market value has been less than cost.
|
|
|
|
|
●
|
An evaluation of the financial condition of an issuer including a review of their profit and loss statements for the most recent completed fiscal year and the preceding two years.
|
|
|
|
|
●
|
The examination of the general market outlook of the issuer. This could include but is not limited to the issuer having a unique product or technology which would appear likely to have a positive impact on future earnings.
|
|
|
|
|
●
|
A review of the general market conditions.
|
|
|
|
|
●
|
Our intent and ability to retain the investment for a period of time sufficient to allow for the anticipated recovery in market value.
|
|
|
|
|
●
|
Specific adverse conditions related to the financial health of, and business outlook for, the issuer.
|
|
|
|
|
●
|
Changes in technology in the industry and its affect on the issuer.
|
|
|
|
|
●
|
Changes in the issuer’s credit rating.
|
|
|
March 31, 2011
|
|
|||||||||||||
|
|
Equipment
Sales &
Related
Services
|
|
|
Cryobanking
& Related
Services
|
|
|
Investment
Activity
|
|
|
Total
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Revenues
|
|
$
|
295,830
|
|
|
$
|
81,639
|
|
|
$
|
—
|
|
|
$
|
377,469
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of sales
|
|
|
154,231
|
|
|
|
11,223
|
|
|
|
—
|
|
|
|
165,454
|
|
Research and development expenses
|
|
|
645,827
|
|
|
|
43,763
|
|
|
|
—
|
|
|
|
689,590
|
|
Selling, general and administrative expenses
|
|
|
1,537,877
|
|
|
|
160,485
|
|
|
|
—
|
|
|
|
1,698,362
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Expenses
|
|
|
2,337,935
|
|
|
|
215,471
|
|
|
|
—
|
|
|
|
2,553,406
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating loss
|
|
|
(2,042,105
|
)
|
|
|
(133,832
|
)
|
|
|
—
|
|
|
|
(2,175,937
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment loss, net
|
|
|
—
|
|
|
|
—
|
|
|
|
(182,784)
|
|
|
|
(182,784)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expense)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, net
|
|
|
(6,339
|
)
|
|
|
—
|
|
|
|
(24,309
|
)
|
|
|
(30,648
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income
|
|
|
3,094
|
|
|
|
—
|
|
|
|
—
|
|
|
|
3,094
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Other Expense
|
|
|
(3,245
|
)
|
|
|
—
|
|
|
|
(24,309
|
)
|
|
|
(27,554
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes
|
|
|
(2,045,350
|
)
|
|
|
(133,832
|
)
|
|
|
(207,093)
|
|
|
|
(2,386,275)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense (benefit)
|
|
|
95,000
|
|
|
|
—
|
|
|
|
(1,155,013)
|
|
|
|
(1,060,013)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income
|
|
$
|
(2,140,350
|
)
|
|
$
|
(133,832
|
)
|
|
$
|
947,920
|
|
|
$
|
(1,326,262)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
4,817,566
|
|
|
$
|
159,084
|
|
|
$
|
87,689,982
|
|
|
$
|
92,666,632
|
|
|
|
March 31, 2010
|
|
|||||||||||||
|
|
Equipment
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
Sales &
|
|
|
Cryobanking
|
|
|
|
|
|
|
|
||||
|
|
Related
|
|
|
& Related
|
|
|
Investment
|
|
|
|
|
||||
|
|
Services
|
|
|
Services
|
|
|
Activity
|
|
|
Total
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Revenues
|
|
$
|
316,385
|
|
|
$
|
79,887
|
|
|
$
|
—
|
|
|
$
|
396,272
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of sales
|
|
|
185,961
|
|
|
|
5,816
|
|
|
|
—
|
|
|
|
191,777
|
|
Research and development expenses
|
|
|
836,863
|
|
|
|
55,102
|
|
|
|
—
|
|
|
|
891,965
|
|
Selling, general and administrative expenses
|
|
|
481,744
|
|
|
|
172,942
|
|
|
|
—
|
|
|
|
654,686
|
|
Total Expenses
|
|
|
1,504,568
|
|
|
|
233,860
|
|
|
|
—
|
|
|
|
1,738,428
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating loss
|
|
|
(1,188,183
|
)
|
|
|
(153,973
|
)
|
|
|
—
|
|
|
|
(1,342,156
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment income, net
|
|
|
—
|
|
|
|
—
|
|
|
|
1,837,052
|
|
|
|
1,837,052
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expense)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, net
|
|
|
(7,146
|
)
|
|
|
314
|
|
|
|
568
|
|
|
|
(6,264
|
)
|
Other income
|
|
|
3,041
|
|
|
|
—
|
|
|
|
—
|
|
|
|
3,041
|
|
Total Other Income (Expense)
|
|
|
(4,105
|
)
|
|
|
314
|
|
|
|
568
|
|
|
|
(3,223
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes
|
|
|
(1,192,288
|
)
|
|
|
(153,659
|
)
|
|
|
1,837,620
|
|
|
|
491,673
|
|
Income tax expense
|
|
|
36,000
|
|
|
|
—
|
|
|
|
548,092
|
|
|
|
584,092
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income
|
|
$
|
(1,228,288
|
)
|
|
$
|
(153,659
|
)
|
|
$
|
1,289,528
|
|
|
$
|
(92,419
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
4,914,496
|
|
|
$
|
207,007
|
|
|
$
|
81,876,482
|
|
|
$
|
86,997,985
|
|
Put and Call Options
|
|
Selling Price
|
|
|
Fair Market
Value
|
|
|
Unrealized
Gain
|
|
|||
March 31, 2011
|
|
$
|
5,849,022
|
|
|
$
|
3,390,047
|
|
|
$
|
2,458,975
|
|
December 31, 2010
|
|
$
|
9,896,627
|
|
|
$
|
4,330,069
|
|
|
$
|
5,566,558
|
|
|
|
March 31,
|
|
|
March 31,
|
|
||
|
|
2011
|
|
|
2010
|
|
||
Regular tax and Alternative Minimum Tax (AMT)
|
|
$
|
585,566
|
|
|
$
|
1,784,468
|
|
Personal Holding Company Tax (PHC)
|
|
|
54,435
|
|
|
|
767,025
|
|
State Franchise Taxes
|
|
|
95,000
|
|
|
|
36,000
|
|
Total Current Income Tax Provision
|
|
|
735,001
|
|
|
|
2,587,493
|
|
Deferred Income Taxes
|
|
|
(1,795,014
|
)
|
|
|
(2,003,401
|
)
|
Total Income Tax (Benefit) Expense
|
|
$
|
(1,060,013
|
)
|
|
$
|
584,092
|
|
|
|
(unaudited)
March 31,
2011
|
|
|
December 31,
2010
|
|
||
|
|
|
|
|
|
|
||
Deferred Tax Liabilities:
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Fair value adjustment for available-for-sale securities
|
|
$
|
8,247,676
|
|
|
$
|
8,017,839
|
|
Mark to market short positions
|
|
|
(901,484
|
)
|
|
|
856,641
|
|
Property and equipment
|
|
|
153,014
|
|
|
|
168,941
|
|
Other
|
|
|
(61,476
|
) |
|
|
(39,475
|
)
|
|
|
|
|
|
||||
|
|
$
|
7,437,730
|
|
|
$
|
9,003,946
|
|
Equipment Sales and Related Services:
|
|
Kit Sales
Three Months Ended
March 31, 2011
|
|
|
Equipment
Sales and Other Three Months Ended
March 31, 2011
|
|
|
Total
Three Months Ended
March 31, 2011
|
|
|||
Revenue
|
|
$
|
254,307
|
|
|
$
|
41,523
|
|
|
$
|
295,830
|
|
Cost of Goods Sold
|
|
|
123,741
|
|
|
|
30,490
|
|
|
|
154,231
|
|
Gross Profit
|
|
$
|
130,566
|
|
|
$
|
11,033
|
|
|
$
|
141,599
|
|
Gross Profit Percentage
|
|
|
51.3
|
%
|
|
|
26.6
|
%
|
|
|
47.9
|
%
|
Equipment Sales and Related Services:
|
|
Kit Sales
Three Months Ended
March 31, 2010
|
|
|
Equipment
Sales and Other Three Months Ended
March 31, 2010
|
|
|
Total
Three Months Ended
March 31, 2010
|
|
|||
Revenue
|
|
$
|
272,608
|
|
|
$
|
43,777
|
|
|
$
|
316,385
|
|
Cost of Goods Sold
|
|
|
135,178
|
|
|
|
50,783
|
|
|
|
185,961
|
|
Gross Profit (Loss)
|
|
$
|
137,430
|
|
|
$
|
(7,006
|
)
|
|
$
|
130,424
|
|
Gross Profit (Loss) Percentage
|
|
|
50.4
|
%
|
|
|
(16.0
|
)%
|
|
|
41.2
|
%
|
●
|
$70,000 in software charges related to the development of WIN BVA 6.0 that was incurred during the first quarter of 2010 which did not reoccur in 2011.
|
|
●
|
There was also a reduction in salary expense for Research and Development of $124,876 during the current quarter as compared to the same period in 2010.
|
|
1.
|
The Company’s investment goals are capital preservation, maintaining returns on capital with a high degree of safety and generating income from dividends and option sales to help offset operating losses.
|
|
|
|
|
|
|
2.
|
In order to achieve these goals, the Company maintains a diversified securities portfolio comprised primarily of electric utility common and preferred stocks. The Company also sells covered calls on portions of its portfolio and also sells puts on stocks it is willing to own. It also sells uncovered calls and may have net short positions in common stock up to 15% of the value of the portfolio. The Company’s net short position may temporarily rise to 20% of the Company’s portfolio without any specific action because of changes in valuation, but should not exceed this amount. The Company’s investment policy is to maintain a minimum of 80% of its portfolio in electric utilities. The Board of Directors has authorized this minimum to be temporarily lowered to 70% when Company management deems it to be necessary. Investments in utilities are primarily in electric companies. Investments in non-utility stocks will generally not exceed 20% of the value of the portfolio.
|
|
|
|
|
|
|
3.
|
Investment in speculative issues, including short sales, maximum of 15%.
|
|
|
|
|
|
|
4.
|
Limited use of options to increase yearly investment income.
|
|
|
|
|
|
|
|
a.
|
The use of “Call” Options. Covered options can be sold up to a maximum of 20% of the value of the portfolio. This provides extra income in addition to dividends received from the Company’s investments. The risk of this strategy is that investments may be called away, which the Company may have preferred to retain. Therefore, a limitation of 20% is placed on the amount of stock on which options can be written. The amount of the portfolio on which options are actually written is usually does not exceed 10% of the value of the portfolio. The historical turnover of the portfolio is such that the average holding period is in excess of five years for available for sale securities.
|
|
|
|
|
|
|
b.
|
The use of “Put” options. Put options are written on stocks which the Company is willing to purchase. While the Company does not have a high rate of turnover in its portfolio, there is some turnover; for example, due to preferred stocks being called back by the issuing Company, or stocks being called away because call options have been written. If the stock does not go below the put exercise price, the Company records the proceeds from the sale as income. If the put is exercised, the cost basis is reduced by the proceeds received from the sale of the put option. There may be occasions where the cost basis of the stock is lower than the market price at the time the option is exercised.
|
|
|
c.
|
Speculative Short Sales/Short Options. The Company normally limits its speculative transactions to no more than 15% of the value of the portfolio. The Company may sell uncovered calls on certain stocks. If the stock price does not rise to the price of the call, the option is not exercised and the Company records the proceeds from the sale of the call as income. If the call is exercised, the Company will have a short position in the related stock. The Company then has the choice of covering the short position, or selling a put against it. If the put is exercised, then the short position is covered. The Company’s current accounting policy is to mark to the market at the end of each quarter any short positions, and include it in the income statement. While the Company may have short positions equal to 15% of its accounts, in actual practice the net short stock positions usually account for less than 10% of the assets of the Company.
|
|
|
|
|
|
5.
|
In the event of a merger, the Company will elect to receive shares in the new company if this is an option. If the proposed merger is a cash only offer, the Company will receive cash and be forced to sell the stock.
|
Type of Security
|
|
Market Value
|
|
|
Cost of Securities
|
|
|
Net Unrealized Gain
|
|
|
Unrealized Gains
|
|
|
Unrealized Losses
|
|
|||||
Common Stock
|
|
$
|
51,059,913
|
|
|
$
|
27,997,433
|
|
|
$
|
23,062,480
|
|
|
$
|
23,616,392
|
|
|
$
|
(553,912
|
)
|
Preferred Stock
|
|
|
2,128,525
|
|
|
|
1,626,216
|
|
|
|
502,309
|
|
|
|
512,559
|
|
|
|
(10,250
|
)
|
Total Equity Securities
|
|
$
|
53,188,438
|
|
|
$
|
29,623,649
|
|
|
$
|
23,564,789
|
|
|
$
|
24,128,951
|
|
|
$
|
(564,162
|
)
|
|
|
Less Than Twelve
Months
|
|
|
Twelve Months or
Greater
|
|
|
Total
|
|
|||||||||||||||
|
|
Fair Value
|
|
|
Unrealized Loss
|
|
|
Fair Value
|
|
|
Unrealized Loss
|
|
|
Fair Value
|
|
|
Unrealized Loss
|
|
||||||
Marketable Equity Securities
|
|
$
|
1,282,080
|
|
|
$
|
58,058
|
|
|
$
|
3,285,473
|
|
|
$
|
506,104
|
|
|
$
|
4,567,553
|
|
|
$
|
564,162
|
|
|
|
Less Than Twelve
Months
|
|
|
Twelve Months or
Greater
|
|
|
Total
|
|
|||||||||||||||
|
|
Fair Value
|
|
|
Unrealized Gains
|
|
|
Fair Value
|
|
|
Unrealized Gains
|
|
|
Fair Value
|
|
|
Unrealized Gains
|
|
||||||
Marketable Equity Securities
|
|
$
|
6,621,868
|
|
|
$
|
246,309
|
|
|
$
|
41,999,017
|
|
|
$
|
23,882,642
|
|
|
$
|
48,620,885
|
|
|
$
|
24,128,951
|
|
Total Proceeds
Received on
open positions
at 01/01/11
|
|
|
Sale of
Options from
01/01/11-03/31/11
|
|
|
Expirations and
Assignments of
Options from
01/01/11-03/31/11
|
|
|
Proceeds
Received on
open positions
at 03/31/11
|
|
|
Market
Value at
03/31/11
|
|
|
Unrealized
Appreciation
at 03/31/11
|
|
||||||
$
|
9,896,627
|
|
|
$
|
2,451,866
|
|
|
$
|
6,499,471
|
|
|
$
|
5,849,022
|
|
|
$
|
3,390,047
|
|
|
$
|
2,458,975
|
|
Type of Security
|
|
Market Value
|
|
|
Cost of Securities
|
|
|
Net Unrealized Gain
|
|
|
Unrealized Gains
|
|
|
Unrealized Losses
|
|
|||||
Common Stock
|
|
$
|
51,808,717
|
|
|
$
|
29,341,744
|
|
|
$
|
22,466,973
|
|
|
$
|
23,044,040
|
|
|
$
|
(577,067
|
)
|
Preferred Stock
|
|
|
2,067,354
|
|
|
|
1,626,215
|
|
|
|
441,139
|
|
|
|
454,032
|
|
|
|
(12,893
|
)
|
Total Equity Securities
|
|
$
|
53,876,071
|
|
|
$
|
30,967,959
|
|
|
$
|
22,908,112
|
|
|
$
|
23,498,072
|
|
|
$
|
(589,960
|
)
|
Total Proceeds
Received on
open positions
at 01/01/10
|
|
|
Sale of
Options from
01/01/10-12/31/10
|
|
|
Expirations and
Assignments of
Options from
01/01/10-12/31/10
|
|
|
Proceeds
Received on
open positions
at 12/31/10
|
|
|
Market
Value at
12/31/10
|
|
|
Unrealized
Appreciation
at 12/31/10
|
|
||||||
$
|
9,605,476
|
|
|
$
|
18,623,868
|
|
|
$
|
18,332,717
|
|
|
$
|
9,896,627
|
|
|
$
|
4,330,069
|
|
|
$
|
5,566,558
|
|
|
|
Less Than Twelve Months
|
|
|
Twelve Months or Greater
|
|
|
Total
|
|
|||||||||||||||
|
|
Fair Value
|
|
|
Unrealized Loss
|
|
|
Fair Value
|
|
|
Unrealized Loss
|
|
|
Fair Value
|
|
|
Unrealized Loss
|
|
||||||
Marketable Equity Securities
|
|
$
|
8,263,313
|
|
|
$
|
74,480
|
|
|
$
|
2,216,443
|
|
|
$
|
515,480
|
|
|
$
|
10,479,756
|
|
|
$
|
589,960
|
|
|
|
Less Than Twelve Months
|
|
|
Twelve Months or Greater
|
|
|
Total
|
|
|||||||||||||||
|
|
Fair Value
|
|
|
Unrealized Gains
|
|
|
Fair Value
|
|
|
Unrealized Gains
|
|
|
Fair Value
|
|
|
Unrealized Gains
|
|
||||||
Marketable Equity Securities
|
|
$
|
2,423,702
|
|
|
$
|
384,011
|
|
|
$
|
40,972,613
|
|
|
$
|
23,114,061
|
|
|
$
|
43,396,315
|
|
|
$
|
23,498,072
|
|
|
|
31.1
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
31.2
|
Certification of Chief 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 Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
DATE: May 11, 2011
|
By:
|
/s/ JOSEPH FELDSCHUH, M.D.
|
|
|
JOSEPH FELDSCHUH, M.D.,
|
|
|
President
|
|
|
Chief Executive Officer
|
|
|
Chairman of the Board of Directors
|
|
|
Principal Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q for the period ended March 31, 2011 of Daxor Corporation (the registrant);
|
||
|
|
|
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
||
|
|
|
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
||
|
|
|
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the registrant and have:
|
||
|
|
|
|
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
|
|
|
|
|
|
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
|
|
|
|
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
|
|
|
|
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and
|
|
|
|
|
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s Board of Directors (or persons performing the equivalent functions):
|
||
|
|
|
|
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
|
|
|
|
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ Joseph Feldschuh, M.D.
|
|
Joseph Feldschuh, M.D.
|
|
President
|
|
Chief Executive Officer
|
|
Chairman of the Board of Directors
|
|
Principal Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q for the period ended March 31, 2011 of Daxor Corporation (the registrant);
|
|
|
|
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
|
|
|
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
|
|
|
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the registrant and have:
|
|
|
|
|
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
|
|
|
|
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
|
|
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
|
|
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
|
|
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s Board of Directors (or persons performing the equivalent functions):
|
|
|
|
|
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
|
|
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ David Frankel
|
|
David Frankel
|
|
Chief Financial Officer
|
|
Principal Financial Officer
|
|
Principal Accounting Officer
|
|
/s/ Joseph Feldschuh, M.D.
|
|
Joseph Feldshcuh
|
|
President
|
|
Chief Executive Officer
|
|
Chairman of the Board of Directors
|
|
Principal Executive Officer
|
|
May 11, 2011
|
|
/s/ David Frankel
|
|
David Frankel
|
|
Chief Financial Officer
|
|
Principal Financial Officer
|
|
Principal Accounting Officer
|
|
May 11, 2011
|