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Shareholders Equity
 12 Months Ended
Dec. 31, 2023
Shareholders Equity  
Shareholders' Equity

11. Shareholders’ Equity

 

Private Placements

 

On July 31, 2023, Solitario entered into a Stock Purchase Agreement (the “SPA”) with Newmont Overseas Exploration Ltd. (“Newmont”), for the purchase and sale of 4,166,667 shares of Solitario common stock (the “Newmont Shares”), at a price of $0.60 per share for net proceeds of $2,422,000 after certain legal and regulatory offering costs of $78,000.  In connection with the sale of the Newmont Shares, Solitario and Newmont entered into an Investor Rights Agreement, which granted Newmont certain additional rights, including a preemptive right, certain anti-dilution protections and certain other rights and notice provisions related to Solitario’s Gold Crest mineral property assets.

 

On October 13, 2023, Solitario completed a private placement of 8,631,818 shares of its common stock (the “Shares”) at a price of $0.55 per share for net proceeds of $4,727,000 after certain legal and regulatory offering costs of $21,000. The sale of the Shares was made through a subscription agreement between Solitario and each respective investor. The Shares were issued pursuant to an exemption from registration under United States and Canadian securities laws. No officers, directors or other affiliates of Solitario participated in the private placement. Investors in the private placement were provided certain registration rights with respect to the Shares they purchased. Solitario did not engage an underwriter or placement agent for the private placement, and therefore there were no underwriter discounts or commissions or placement agent fees.

 

On November 16, 2023, Solitario entered into a consulting and capital markets advisory contract (the “Consulting Contract”) with an independent advisory firm, in exchange for the issuance of 500,000 shares which were issued on December 6, 2023, at the closing market price of $0.51 per share as quoted on the NYSE-American. The issuance of the Shares was made through a subscription agreement between Solitario and the advisory firm. The Shares were issued pursuant to an exemption from registration under United States and Canadian securities laws. The Consulting Contract is for a period of one-year and Solitario recorded a pre-paid expense of $255,000 for the issuance of the shares. No cash was paid for the issuance of the shares. The pre-paid expense is being amortized over the one-year term of the Consulting Contract and Solitario recorded $32,000 in general and administrative expense during 2023 related to the Consulting Contract.

 

At the Market Offering Agreement

 

On December 19, 2023, Solitario entered into an amendment to its at-the-market offering agreement that was originally entered into in 2021 (the “ATM Agreement”) with H. C. Wainwright & Co., LLC (“Wainwright”), under which Solitario may, from time to time, issue and sell shares of Solitario’s common stock through Wainwright as sales manager in an at-the-market offering under a prospectus supplement for aggregate sales proceeds of up to $10.0 million (the “ATM Program”).   The common stock is distributed at the market prices prevailing at the time of sale. As a result, prices of the common stock sold under the ATM Program may vary as between purchasers and during the period of distribution. The ATM Agreement provides that Wainwright is entitled to compensation for its services at a commission rate of 3.0% of the gross sales price per share of common stock sold.  During 2023, Solitario recorded $46,000 as a charge to additional paid-in-capital for one-time expenses related the amendment of the ATM Agreement. 

 

Solitario did not sell any shares under the ATM program during 2023.  During 2022, Solitario sold 2,650,724 shares of its common stock under the ATM Program at an average price of $0.79 per share for net proceeds of $2,023,000 after commissions and sale expenses.