Post-effective Amendment Filed Solely to Add Exhibits to a Registration Statement (pos Ex)
October 31 2018 - 9:32AM
Edgar (US Regulatory)
As
filed with the Securities and Exchange Commission on October 31, 2018
Registration
Nos. 333-224509
811-22684
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
N-2/A
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REGISTRATION
STATEMENT UNDER THE SECURITIES ACT OF 1933
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[X]
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Pre-Effective
Amendment No. ____
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[ ]
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Post-Effective
Amendment No. 1
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[X]
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and/or
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REGISTRATION
STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
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[X]
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Amendment
No. 6
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[X]
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DAXOR
CORPORATION
(Exact
Name of Registrant as Specified in Charter)
350
Fifth Avenue (Empire State Building)
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Suite
4740
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New
York, New York
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10118
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(212)
330-8500
(Registrant’s
Telephone Number, including Area Code)
Michael
Feldschuh
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Copy
to:
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Daxor
Corporation
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Peter
D. Fetzer
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350
Fifth Avenue (Empire State Building)
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Foley
& Lardner LLP
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Suite
4740
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777
East Wisconsin Avenue
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New
York, New York 10118
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Milwaukee,
Wisconsin 53202
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(Name
and Address of Agent for Service)
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Approximate
Date of Proposed Public Offering: As soon as practicable after the effective date of this Registration Statement.
[X]
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Check
box if any securities being registered on this form will be offered on a delayed or continuous basis in reliance on Rule 415
under the Securities Act of 1933, other than securities offered in connection with a dividend reinvestment plan.
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EXPLANATORY
NOTE
This
Post-Effective Amendment No. 1 to the Registration Statement on Form N-2 (File Nos. 333-224509 and 811-22684) of Daxor Corporation
(as amended, the “
Registration Statement
”) is being filed pursuant to Rule 462(d) under the Securities Act
of 1933, as amended (the “
Securities Act
”), solely for the purpose of filing Exhibit (h) to the Registration
Statement. No changes have been made to Part A, B or Part C of the Registration Statement, other than Item 25 (2) of Part C as
set forth below. Accordingly, this Post-Effective Amendment No. 1 consists only of the facing page, this explanatory note and
Item 25 (2) of the Registration Statement setting forth the exhibits to the Registration Statement. Pursuant to Rule 462(d) under
the Securities Act, this Post-Effective Amendment No. 1 shall become effective immediately upon filing with the Securities and
Exchange Commission. The contents of the Registration Statement are hereby incorporated by reference.
PART
C – OTHER INFORMATION
ITEM
25.
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FINANCIAL
STATEMENTS AND EXHIBITS
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(2)
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Exhibits:
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(a)
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Certificate of Incorporation – Filed as Exhibit (a) to Daxor Corporation’s Registration Statement on Form N-2, filed on June 28, 2012, and incorporated herein by reference.
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(b)
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Bylaws – Filed as Exhibit 3.2 to Daxor Corporation’s Annual Report on Form 10-K for the year ended December 31, 2009, filed on March 29, 2010, and incorporated herein by reference.
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(c)
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Not
Applicable.
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(d)(1)
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See
Item 25(2)(a).
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(d)(2)
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Specimen Stock Certificate – Filed as Exhibit 4.1 to Daxor Corporation’s Annual Report on Form 10-K for the year ended December 31, 2009, filed on March 29, 2010, and incorporated herein by reference.
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(e)
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Not
Applicable.
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(f)
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Not
Applicable.
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(g)
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Not
Applicable.
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(h)
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Equity Distribution Agreement – Filed herewith.
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(i)
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Not
Applicable.
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(j)
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Not
Applicable.
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(k)(1)
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Agreement of Lease Dated as of December 19, 2002 – Filed as Exhibit 10.1 to Daxor Corporation’s Annual Report on Form 10-K for the year ended December 31, 2009, filed on March 29, 2010, and incorporated herein by reference.
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(k)(2)
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2004 Stock Option Plan – Filed as Exhibit 4(a) to Daxor Corporation’s Form S-8, filed on July 6, 2004, and incorporated herein by reference.
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(l)
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Opinion and Consent of Foley & Lardner LLP – Filed as Exhibit (l) to Daxor Corporation’s Amended Registration Statement on Form N-2, filed on August 16, 2018, and incorporated herein by reference.
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(m)
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Not
Applicable.
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(n)
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Consent of WithumSmith+Brown, PC – Filed herewith.
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(o)
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Not
Applicable.
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(p)
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Not
Applicable.
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(q)
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Not
Applicable.
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(r)
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Code of Ethics – Filed as Exhibit (r) to Daxor Corporation’s Registration Statement on Form N-2, filed on June 28, 2012, and incorporated herein by reference.
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SIGNATURES
Pursuant
to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, and
State of New York, on the 31
st
day of October, 2018.
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DAXOR
CORPORATION
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By:
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/s/
Michael Feldschuh
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Michael
Feldschuh
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President,
Chief Executive Officer and Chairman
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Pursuant
to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the
capacities and on the dates indicated.
Signature
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Title
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Date
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/s/
Michael Feldschuh
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President,
Chief Executive Officer and
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October
31, 2018
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Michael
Feldschuh
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Chairman
(Principal Executive Officer)
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/s/
Robert J. Michel
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Chief
Financial Officer (Principal
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October
31, 2018
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Robert
J. Michel
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Financial
and Accounting Officer)
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James
Lombard
+
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Director
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Martin
S. Wolpoff
+
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Director
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Edward
Feuer
+
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Director
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Bernhard
Saxe, Esq.
+
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Director
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Johnathan
Feldschuh
+
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Director
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+
By:
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/s/
Michael Feldschuh
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Michael
Feldschuh
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Attorney-in-Fact
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October
31, 2018
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Signature
Page
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