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Statement of Shareholders’ Equity, Comprehensive Loss and Noncontrolling Interest

9 Months Ended

Sep. 30, 2013

Statement of Shareholders’ Equity, Comprehensive Loss and Noncontrolling Interest

9. Shareholders’ Equity, comprehensive loss and noncontrolling interest

(in thousands, except					Accumulated	Total
Share amounts)	Common	Common	Additional		Other	Solitario	Non-	Total
	Stock	Stock	Paid-in	Accumulated	Comprehensive	Shareholder	Controlling	Shareholders’
	Shares	Amount	Capital	Deficit	Income	Equity	Interest	Equity
Balance at December 31, 2012	34,479,958	$345	$47,107	$(42,678)	$3,914	$8,688	$529	$9,217

Exercise of stock options for cash	117,500	1	182			183		183
Issuance of shares to noncontrolling shareholder for future earn-in	50,000	-	77	-	-	77	(77)	-
Issuance of cash to noncontrolling shareholder for future earn-in	-	-	-	-	-	-	(250)	(250)
Stock option expense	-	-	125	-	-	125	-	125
Net loss	-	-	-	(991)	-	(991)	(3)	(994)
Net unrealized loss on marketable equity securities	-	-	-	-	(884)	(884)	-	(884)
Balance at March 31, 2013	34,647,458	346	47,491	(43,669)	3,030	7,198	199	7,397

Credit for payment to receive Ely shares as well as Augusta debt payment	-	-	500	-	-	500	250	750
Distribution to noncontrolling interest	-	-	-	-	-	-	(50)	(50)
Issuance of shares for mineral property	35,000	1	40	-	-	41	-	41
Stock option expense	-	-	68	-	-	68	-	68
Net loss	-	-	-	(438)	-	(438)	(4)	(442)
Net unrealized loss on marketable equity securities	-	-	-	-	(1,669)	(1,669)	-	(1,669)
Balance at June 30, 2013	34,682,458	347	48,099	(44,107)	1,361	5,700	395	6,095

Common stock issued for cash	2,451,892	25	2,035			2,060		2,060
Issuance of shares to noncontrolling shareholder for future earn-in	50,000	-	49	-	-	49	(49)	-
Issuance of cash to noncontrolling shareholder for future earn-in	-	-	-	-	-	-	(250)	(250)
Stock option expense	-	-	13	-	-	13	-	13
Net loss	-	-	-	(202)	-	(202)	(5)	(207)
Net unrealized loss on marketable equity securities	-	-	-	-	(272)	(272)	-	(272)
Balance at September 30, 2013	37,184,350	$372	$50,196	$(44,309)	$1,089	$7,348	$91	$7,439

On July 26, 2013, Solitario closed a private placement of 2,451,892 shares of its common stock at a price of $0.84 per share for total proceeds of $2,060,000 (the “Offering”). The Offering was unanimously approved by our Board of Directors and, as part of the Offering, insiders subscribed for and acquired 606,665 shares (the “Insider Shares”) for a total purchase of $510,000. The offer and sale of the Insider Shares was unanimously approved by the Audit Committee of the Board of Directors. All shares in the Offering were offered and sold on the same terms and conditions.

During the three and nine months ended September 30, 2013, Solitario paid DHI Minerals (US), Ltd. (“DHI”) $250,000 and $500,000, respectively, in cash and delivered 50,000 and 100,000, respectively, shares of Solitario common stock to DHI, in accordance with the terms of the letter of intent between Solitario, DHI and Ely. See Note 10, “Ely Gold investment and the Mt. Hamilton joint venture” to the consolidated financial statements included in Solitario’s Annual Report on Form 10-K for the year ended December 31, 2012. During the nine months ended September 30, 2013 MH-LLC made a $250,000 distribution to its members and Solitario received $200,000 and DHI received $50,000.