0001654954-23-003530.txt : 20230324 0001654954-23-003530.hdr.sgml : 20230324 20230324171234 ACCESSION NUMBER: 0001654954-23-003530 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 64 CONFORMED PERIOD OF REPORT: 20221231 FILED AS OF DATE: 20230324 DATE AS OF CHANGE: 20230324 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOLITARIO ZINC CORP. CENTRAL INDEX KEY: 0000917225 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 841285791 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-32978 FILM NUMBER: 23760743 BUSINESS ADDRESS: STREET 1: 4251 KIPLING STREET STREET 2: SUITE 390 CITY: WHEAT RIDGE STATE: CO ZIP: 80033 BUSINESS PHONE: 3035341030 MAIL ADDRESS: STREET 1: 4251 KIPLING STREET STREET 2: SUITE 390 CITY: WHEAT RIDGE STATE: CO ZIP: 80033 FORMER COMPANY: FORMER CONFORMED NAME: SOLITARIO EXPLORATION & ROYALTY CORP. DATE OF NAME CHANGE: 20080616 FORMER COMPANY: FORMER CONFORMED NAME: SOLITARIO RESOURCES CORP DATE OF NAME CHANGE: 20000711 10-K/A 1 slr_10ka.htm FORM 10-K/A slr_10ka.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

Amendment No. 1

(Mark One)

☒ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended

December 31, 2022

Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from to

Commission file number 001-32978

SOLITARIO ZINC CORP.

(Exact name of registrant as specified in charter)

Colorado		84-1285791
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
4251 Kipling St. Suite 390, Wheat Ridge, CO		80033
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code (303) 534-1030

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol	Name of exchange on which registered
Common Stock, $0.01 par value	XPL	NYSE American

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

YES ☐ No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes ☒ NO ☐

Indicate by check mark whether the registrant (1) has filed all reports required to be filed 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 ☒ NO ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ NO ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer ☐

Accelerated filer ☐

Non-accelerated filer ☒

Smaller reporting company ☒

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

YES ☐ NO ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

YES ☐ NO ☒

The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant as of the last business day of the registrant's most recently completed second fiscal quarter, based upon the closing sale price of the registrant's common stock on June 30, 2022 as reported on NYSE American, was approximately $33,511,000.

There were 64,801,373 shares of common stock, $0.01 par value, outstanding on March 15, 2023.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive Proxy Statement for the Registrant’s Annual Meeting of Shareholders, which is expected to be filed by April 30, 2023, have been incorporated by reference into Part III of this Annual Report on Form 10-K.

EXPLANATORY NOTE

This Amendment No. 1 on Form 10-K/A (this “Amendment”) to the Annual Report on Form 10-K of Solitario Zinc Corp. (the “Company”) for the fiscal year ended December 31, 2022, initially filed with the Securities and Exchange Commission (the “SEC”) on March 15, 2023 (the “Original Filing”), is being filed to correct an administrative error in the Original Filing. The Original Filing included a typographical error in the conformed signature of Plante & Moran, PLLC on the Report of Independent Registered Public Accounting Firm (the “Audit Report”). Solitario had received the manually signed Audit Report from Plante & Moran, PLLC prior to filing the Original Filing.

This Amendment is being filed solely to change “/s/ Plante & Moran, LLLC” to “/s/ Plante & Moran, PLLC” in the signature line to the Audit Report. This Amendment includes Item 8, “Financial Statements and Supplementary Data” in its entirety and without change from the Original Filing other than the addition of the conformed signature of Plante & Moran, PLLC on the Audit Report.

In addition, pursuant to the rules of the SEC, the exhibit list included in Item 15 of Part IV of the Original Filing has been amended to contain currently dated certifications from the Company’s Chief Executive Officer and Chief Financial Officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002. The certifications of the Company’s Chief Executive Officer and Chief Financial Officer are filed as exhibits to this Amendment.

Except for the foregoing amended information, this Amendment does not amend or update any other information contained in the Original Filing. Therefore, this Amendment should be read together with other documents that the Company has filed with the SEC subsequent to the filing of the Original Filing. Information in such reports and documents updates and supersedes certain information contained in the Original Filing.

Item 8. Financial Statements and Supplementary Data

		Page
Consolidated Financial Statements
	Report of Independent Registered Public Accounting Firm (Plante & Moran, PLLC, Denver, Colorado, PCAOB ID 166)	4
	Consolidated Balance Sheets as of December 31, 2022 and 2021	5
	Consolidated Statements of Operations for the years ended December 31, 2022 and 2021	6
	Consolidated Statements of Shareholders' Equity for the years ended December 31, 2022 and 2021	7
	Consolidated Statements of Cash Flows for the years ended December 31, 2022 and 2021	8
	Notes to Consolidated Financial Statements	9

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of Solitario Zinc Corp.

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Solitario Zinc Corp. (the “Company”) as of December 31, 2022 and 2021, the related statements of operations, shareholders' equity, and cash flows for each of the years in the two-year period ended December 31, 2022, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the years in the two-year period ended December 31, 2022, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

The Company's management is responsible for these financial statements. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.

/s/ Plante & Moran, PLLC

We have served as the Company’s auditor since 2004.

Denver, Colorado

March 15, 2023

SOLITARIO ZINC CORP.

CONSOLIDATED BALANCE SHEETS

(in thousands of U.S. dollars, except share and per share amounts)	December 31,			December 31,
	2022			2021
Assets
Current assets:
Cash and cash equivalents	$	316		$	462
Short-term investments, at fair value		3,951			5,087
Investments in marketable equity securities, at fair value		949			1,307
Prepaid expenses and other		38			303
Total current assets		5,254			7,159

Mineral properties		16,646			16,306
Other assets		134			154
Total assets	$	22,034		$	23,619

Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable	$	228		$	239
Operating lease liability		35			37
Total current liabilities		263			276

Long-term liabilities
Asset retirement obligation – Lik		125			125
Operating lease liability		-			35
Total long-term liabilities		125			160

Commitments and contingencies (Note 9)

Shareholders’ equity:
Preferred stock, $0.01 par value, authorized 10,000,000 shares (none issued and outstanding at December 31, 2022 and 2021)		-			-
Common stock, $0.01 par value, authorized, 100,000,000 shares (64,801,373 and 62,036,399, respectively, shares issued and outstanding at December 31, 2022 and 2021)		648			620
Additional paid-in capital		74,886			72,523
Accumulated deficit		(53,888	)		(49,960	)
Total shareholders' equity		21,646			23,183
Total liabilities and shareholders' equity	$	22,034		$	23,619

See Notes to Consolidated Financial Statements.

SOLITARIO ZINC CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)	For the years ended December 31,
	2022			2021
Costs, expenses and other
Exploration expense	$	2,283		$	1,198
Depreciation and amortization		29			27
Mineral property impairment		-			17
General and administrative		1,360			952
Total costs, expenses and other		3,672			2,194
Other (expense) income
Interest and dividend income (net)		131			123
Other income		20			10
Loss on derivative instruments		(4	)		(38	)
Loss on sale of marketable equity securities		(201	)		(248	)
Unrealized loss on short-term investments		(108	)		(102	)
Unrealized (loss) gain on marketable equity securities		(94	)		82
Total other income (expense)		(256	)		(173	)
Net loss	$	(3,928	)	$	(2,367	)
Loss per common share
basic and diluted	$	(0.06	)	$	(0.04	)
Weighted average shares outstanding
Basic and diluted		64,263			58,709

See Notes to Consolidated Financial Statements.

SOLITARIO ZINC CORP.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

(in thousands, of U.S. Dollars
except share amounts)					Additional					Total
	Common Stock				Paid-in		Accumulated			Shareholders’
	Shares		Amount		Capital		Deficit			Equity
Balance at December 31, 2020		58,108,366	$	581	$	70,514	$	(47,593	)	$	23,502

Stock option expense		-		-		124		-			124
Issuance of shares – option exercises		185,000		2		81					83
Issuance of shares – ATM, net		643,033		6		293					299
Issuance of shares – private placement		3,100,000		31		1,511					1,542
Net loss		-		-		-		(2,367	)		(2,367	)
Balance at December 31, 2021		62,036,399	$	620	$	72,523	$	(49,960	)	$	23,183

Stock option expense						338					338
Issuance of shares – option exercises		114,250		1		29					30
Issuance of shares – ATM, net		2,650,724		27		1,996					2,023
Net loss		-		-		-		(3,928	)		(3,928	)
Balance at December 31, 2021		64,801,373	$	648	$	74,886	$	(53,888	)	$	21,646

See Notes to Consolidated Financial Statements.

SOLITARIO ZINC CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands of U.S. Dollars)	For the year ended December 31,
	2022			2021
Operating activities:
Net loss	$	(3,928	)	$	(2,367	)
Adjustments to reconcile net loss to net cash used in operating activities:
Unrealized loss (gain) on marketable equity securities		94			(82	)
Unrealized loss on short-term investments		108			102
Loss on sale of marketable equity securities		201			248
Loss on derivative instruments		4			38
Other income – Paycheck Protection Program loan forgiveness		-			(10	)
Mineral property impairment		-			17
Employee stock option expense		338			124
Depreciation		29			27
Amortization of right of use lease asset		40			40
Changes in operating assets and liabilities:
Prepaid expenses and other current assets		265			(277	)
Accounts payable and other current liabilities		(51	)		(17	)
Net cash used in operating activities		(2,900	)		(2,157	)

Investing activities:
Sale of short-term investments – net		1,028			609
Additions to mineral property		(340	)		(635	)
Sale of marketable equity securities		63			147
Sale of derivative instruments – net		-			8
Additions to other assets		(50	)		(39	)
Net cash provided by investing activities		701			90

Financing activities:
Issuance of common stock – net of issuance costs		2,023			1,841
Stock options exercised for cash		30			83
Net cash provided by financing activities		2,053			1,924

Net decrease in cash and cash equivalents		(146	)		(143	)
Cash and cash equivalents, beginning of year		462			605
Cash and cash equivalents, end of year	$	316		$	462

Supplemental Cash Flow information:
Accrued mineral property acquisition costs included in accounts payable	$	-		$	60
Acquisition of right to use asset	$	-		$	99

See Notes to Consolidated Financial Statements.

SOLITARIO ZINC CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the years ended December 31, 2022 and 2021

1. Business and Summary of Significant Accounting Policies

Business and company formation

Solitario Zinc Corp. (“Solitario,” or the “Company”) is an exploration stage company as defined by rules issued by the United States Securities and Exchange Commission (the “SEC”). Solitario was incorporated in the state of Colorado on November 15, 1984 as a wholly-owned subsidiary of Crown Resources Corporation ("Crown"). In July 1994, Solitario became a publicly traded company on the Toronto Stock Exchange (the "TSX") through its initial public offering. Solitario has been actively involved in mineral exploration since 1993. Solitario’s primary business is to acquire exploration mineral properties or royalties and/or discover economic deposits on its mineral properties and advance these deposits, either on its own or through joint ventures, up to the development stage. At that point, or sometime prior to that point, Solitario would likely attempt to sell its mineral properties, pursue their development either on its own or through a joint venture with a partner that has expertise in mining operations, or create a royalty with a third party that continues to advance the property. Solitario is primarily focused on the acquisition and exploration of precious metal, zinc and other base metal exploration mineral properties. In addition to focusing on its mineral exploration properties and the evaluation of mineral properties for acquisition, Solitario also evaluates potential strategic transactions for the acquisition of new precious and base metal properties and assets with exploration potential or business combinations that Solitario determines to be favorable to Solitario.

Solitario has recorded revenue in the past from the sale of mineral properties. Revenues and / or proceeds from the sale or joint venture of properties or assets have not been a consistent annual source of cash and would only occur in the future, if at all, on an infrequent basis.

Solitario currently considers its carried interest in the Florida Canyon project in Peru, its interest in the Lik project in Alaska and its interest in the Golden Crest project in South Dakota to be its core mineral property assets. Nexa Resources, Ltd. (“Nexa”), Solitario’s joint venture partner, is continuing the exploration and furtherance of the Florida Canyon project and Solitario is monitoring progress at Florida Canyon. Solitario is working with its 50% joint venture partner, Teck American Incorporated, a wholly owned subsidiary of Teck Resources Limited (both companies are referred to as “Teck”), in the Lik deposit to further the exploration of the Lik project, and to evaluate potential development plans for the Lik project. Solitario is conducting mineral exploration of its Golden Crest project on its own.

As of December 31, 2022 and 2021, Solitario has balances of cash and short-term investments that Solitario anticipates using, in part, to further the development of the Florida Canyon project, the Lik project and the Golden Crest project and to potentially acquire additional mineral property assets. The fluctuations in precious metal and other commodity prices have contributed to a challenging environment for mineral exploration and development, which has created opportunities as well as challenges for the potential acquisition of early-stage and advanced mineral exploration projects or other related assets at potentially attractive terms.

Financial reporting

The consolidated financial statements include the accounts of Solitario and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("generally accepted accounting principles") and are expressed in US dollars.

Revenue recognition

Solitario has recorded revenue from the sale of exploration mineral properties and joint venture property payments. Solitario’s policy is to recognize revenue from the sale of its exploration mineral properties (those without reserves) on a property-by-property basis, computed as the cash received and / or collectable receivables less any capitalized cost. Payments received for the sale of exploration property interests that are less than the properties cost are recorded as a reduction of the related property's capitalized cost. In addition, Solitario’s policy is to recognize revenue on any receipts of joint venture property payments in excess of its capitalized costs on a property that Solitario may lease to another mining company.

Solitario has not recognized any revenue during 2022 or 2021. Solitario expects any property sales in the future to be on an infrequent basis. Solitario last recognized revenue in 2019 from the sale of certain royalties and in 2018 from the sale of its royalty in the Yanacocha property. Solitario does not expect to record joint venture property payments on any of its currently held properties for the foreseeable future. Historically, Solitario’s revenues have been infrequent and significant individual transactions have only been from sales to well known or vetted mining companies. Solitario has never had a return on any of its sales recorded as revenue in its history and does not anticipate it will recognize any estimated returns on any potential future recorded revenues.

Use of estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Some of the more significant estimates included in the preparation of Solitario's financial statements pertain to: (i) the recoverability of its investment in mineral properties related to its mineral exploration properties and their future exploration potential; (ii) the fair value of stock option grants to employees; (iii) the ability of Solitario to realize its deferred tax assets; and (iv) Solitario's investment in marketable equity securities.

In performing its activities, Solitario has incurred certain costs for mineral properties. The recovery of these costs is ultimately dependent upon the sale of mineral property interests or the development of economically recoverable mineral reserves and the ability of Solitario to obtain the necessary permits and financing to successfully place the properties into production, and upon future profitable operations, none of which is assured.

Cash and cash equivalents

Cash equivalents include investments in highly liquid money-market securities with original maturities of three months or less when purchased. At December 31, 2022, approximately $293,000 of Solitario’s cash and cash equivalents are held in brokerage accounts and foreign banks, which are not covered under the Federal Deposit Insurance Corporation (“FDIC”) rules for the United States.

Short-term investments

At December 31, 2022, Solitario has United States Treasury securities (“USTS”) with maturities of 15 days to one year, recorded at their fair value of $3,951,000 compared to USTS recorded at their fair value of $4,236,000 at December 31, 2021. At December 31, 2021, Solitario also held FDIC insured bank certificates of deposit (“CD’s”) with face values between $100,000 and $250,000 and maturities of three months to one year, which are recorded at their fair value of $851,000. Solitario’s short-term investments are recorded at their fair value based upon quoted market prices. During the year ended December 31, 2022 and 2021 the non-cash decrease in the fair value of its short-term investments, due primarily to changes in interest rates on held securities, was $108,000 and $102,000, respectively. The short-term investments are highly liquid and may be sold in their entirety at any time at their quoted market price and are classified as a current asset.

Mineral properties

Solitario expenses all exploration costs incurred on its mineral properties prior to the establishment of proven and probable reserves through the completion of a feasibility study. Initial acquisition costs of its mineral properties are capitalized. Solitario regularly performs evaluations of its investment in mineral properties to assess the recoverability and/or the residual value of its investments in these assets. All long-lived assets are reviewed for impairment whenever events or circumstances change which indicate the carrying amount of an asset may not be recoverable, utilizing established guidelines based upon undiscounted future net cash flows from the asset or upon the determination that certain exploration properties do not have sufficient potential for economic mineralization.

Derivative instruments

Solitario accounts for its derivative instruments in accordance with ASC 815, "Accounting for Derivative Instruments and Hedging Activities" (“ASC 815”). During 2019, Solitario acquired certain Vendetta Mining Corp. (“Vendetta”) units, which included Vendetta Warrants (defined below). Changes in fair value of the Vendetta Warrants are recognized in the statements of operations in the period of change as gain or loss on derivative instruments. Solitario has entered into covered calls from time to time on its investment in Kinross Gold Corporation (“Kinross”) marketable equity securities. Solitario has not designated its covered calls as hedging instruments and any changes in the fair value of the covered calls are recognized in the statements of operations in the period of the change as gain or loss on derivative instruments.

Fair value

Financial Accounting Standards Board ASC 820, “Fair Value Measurements and Disclosures” (“ASC 820”) establishes a framework for measuring fair value and requires enhanced disclosures about fair value measurements. ASC 820 clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Solitario's short-term investments in USTS and CD’s, its marketable equity securities and any covered call options against those marketable equity securities are carried at their estimated fair value based on quoted market prices. See Note 8, “Fair Value of Financial Instruments,” below.

Marketable equity securities

Solitario's investments in marketable equity securities are carried at fair value, which is based upon quoted prices of the securities owned. Solitario records investments in marketable equity securities for investments in publicly traded marketable equity securities for which it does not exercise significant control and where Solitario has no representation on the board of directors of those companies and exercises no control over the management of those companies. The cost and realized gain or loss on marketable equity securities sold is determined by the specific identification method. Changes in fair value on Solitario’s holdings of marketable equity securities are recorded as unrealized gain or loss in the consolidated statement of operations.

Foreign exchange

The United States dollar is the functional currency for all of Solitario's foreign subsidiaries. Although Solitario's South American exploration activities during 2022 and 2021 were conducted primarily in Peru, a portion of the payments for the land, leasehold and exploration agreements as well as certain exploration activities are denominated in United States dollars. Inter-company funding is transacted in United States dollars. Foreign currency gains and losses are included in the results of operations in the period in which they occur.

Income taxes

Solitario accounts for income taxes in accordance with ASC 740, “Accounting for Income Taxes” (“ASC 740”). Under ASC 740, income taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related to certain income and expenses recognized in different periods for financial and income tax reporting purposes. Deferred tax assets and liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes are also recognized for operating losses and tax credits that are available to offset future taxable income and income taxes, respectively. A valuation allowance is provided if it is more likely than not that some portion or all of the deferred tax assets will not be realized.

Accounting for uncertainty in income taxes

ASC 740 clarifies the accounting for uncertainty in income taxes recognized in a company's financial statements. ASC 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. ASC 740 provides that a company's tax position will be considered settled if the taxing authority has completed its examination, the company does not plan to appeal, and it is remote that the taxing authority would reexamine the tax position in the future. These provisions of ASC 740 had no effect on Solitario's financial position or results of operations. See Note 6, “Income Taxes,” below.

Earnings per share

The calculation of basic and diluted earnings (loss) per share is based on the weighted average number of shares of common stock outstanding during the years ended December 31, 2022 and 2021. Potentially dilutive shares, consisting of outstanding common stock options of 5,390,000 and 5,513,000, respectively, exercisable for Solitario common shares were excluded from the calculation of diluted loss per share for the year ended December 31, 2022 and 2021 because the effects were anti-dilutive.

Employee stock compensation and incentive plans

Solitario classifies all of its stock options as equity options in accordance with the provisions of ASC 718, “Compensation – Stock Compensation.” See Note 10, “Employee Stock Compensation Plans,” below.

Risks and Uncertainties

Solitario faces risks related to health epidemics and other outbreaks of communicable diseases, which could significantly disrupt its operations and may materially and adversely affect its business and financial conditions.

Solitario’s business still could be adversely impacted by the effects of the coronavirus (“COVID-19”) or other epidemics or pandemics. Solitario continues to evaluate the effects of COVID-19 on its operations and at times during the pandemic has taken pro-active steps to address the impacts on its operations, including at times reducing costs, in response to the economic uncertainty associated with potential risks from COVID-19. These prior cost reductions included implementing salary reductions and evaluating and reducing certain planned 2021 exploration programs through its joint venture partners at the Florida Canyon and Lik exploration projects. Certain of Solitario’s joint venture partners have, from time to time, modified plans with respect to the projects in which Solitario holds an interest in response to the COVID-19 pandemic. Also, Solitairo has evaluated the potential impacts on its ability to access future traditional funding sources on the same or reasonably similar terms as in past periods. Solitario will continue to monitor the effects of COVID-19 on its operations, financial condition, and liquidity. However, the extent to which COVID-19 ultimately impacts Solitario’s business, including its exploration and other activities and the market for its securities, will depend on future developments, which are highly uncertain and cannot be predicted at this time, and include the duration, severity and scope of any new outbreak and the actions taken to contain or treat the COVID-19 pandemic.

2. Mineral Properties:

The following table details Solitario’s capitalized investment in exploration mineral property:

(in thousands)	December 31,
	2022		2021
Exploration
Lik project (Alaska – US)	$	15,611	$	15,611
Golden Crest (South Dakota – US)		1,035		695
Total exploration mineral property	$	16,646	$	16,306

Exploration property

Solitario's exploration mineral properties at December 31, 2022 and 2021 consist of use rights related to its exploration properties, and the value of such assets is primarily driven by the nature and amount of economic mineral ore believed to be contained, or potentially contained, in such properties. The amounts capitalized as mineral properties include concession and lease or option acquisition costs. Capitalized costs related to a mineral property represent its fair value at the time it was acquired or the cost to acquire the property, as appropriate. At December 31, 2022, none of Solitario’s exploration properties have production (are operating) or contain proven or probable reserves. Solitario's exploration mineral properties represent interests in properties that Solitario believes have exploration and development potential. Solitario's mineral use rights generally are enforceable regardless of whether proven and probable reserves have been established.

Golden Crest

On May 27, 2021, Solitario entered into a lease agreement (the “Golden Crest Agreement”) whereby Solitario acquired exclusive exploration rights in certain claims (the “GC Claims”) in the Black Hills region of South Dakota. The GC Claims are part of Solitario’s Golden Crest project. Terms of the Golden Crest Agreement include scheduled payments to the underlying owner of $65,000 paid upon signing and the payment to the underlying owner of $60,000 at the first anniversary date during 2022. Solitario recorded an initial acquisition cost of $125,000 during 2021 related to these required payments. In addition, to continue the lease, Solitario has agreed to pay, at its option, the underlying owner escalating annual payments over five years that total $340,000 and annual payments of $150,000 thereafter, which will be expensed as paid. Solitario has agreed to pay the underlying owner an additional success fee of $1.00 per ounce of gold in the event Solitario files a 43-101 qualified resource of up to 1.5 million ounces of gold or a maximum of $1,500,000. Solitario has agreed to escalating work commitments, at Solitario’s option, on the GC Claims and an area of interest around the GC claims totaling $3,000,000 during the first five years of the lease, with the first-year minimum exploration expenditures of $200,000, which Solitario exceeded during 2022. The term of the Golden Crest Agreement is for twenty years and is automatically extended as long as Solitario is performing any exploration, development or mining activities on the GC Claims. The underlying owner retained a 2.0% Net Smelter Return royalty. Solitario will have the option, but not the obligation, to reduce the Net Smelter Return royalty to 1.0% by paying the owner $1,000,000.

In addition, through December 31, 2022, Solitario has staked additional mineral claims, including some claims included in an area of interest of the GC Claims and claims not related to the GC Claims, as part of the Golden Crest project. As of December 31, 2022 and 2021 Solitario has capitalized costs for staking, initial filing fees, legal and other costs of $1,035,000 and $695,000 as initial acquisition costs related to the Golden Crest project.

Lik Property

Solitario holds a 50% operating interest in the Lik zinc-lead sliver property in northwest Alaska, which we acquired as part of the acquisition of Zazu Metals Corporation (“Zazu”) in July 2017. Solitario recorded its acquisition cost of $15,611,000 as mineral property at the date of acquisition. Teck is Solitario’s 50% partner on the Lik Project and acted as the project manager during 2022 and 2021.

Florida Canyon

In addition to its capitalized exploration properties, Solitario has an interest in its Florida Canyon exploration concessions, which are currently subject to a joint venture agreement where joint venture partners made stand-by joint venture payments to Solitario prior to January 1, 2015. Solitario previously recorded joint venture property payment revenue received in excess of capitalized costs. Per the joint venture agreement, as of December 31, 2022, no further standby joint-venture payments are due to Solitario on the Florida Canyon project. At December 31, 2022 and 2021, Solitario has no remaining capitalized costs related to its Florida Canyon joint venture. Per the joint venture agreement with Nexa covering the Florida Canyon project, Solitario currently holds a 39% interest in the Florida Canyon zinc project. Nexa is required to fund 100% of exploration expenditures at Florida Canyon, until Nexa commits to put the project into production based upon a positive feasibility study, at which time Nexa’s interest will increase from its current 61% interest to a 70% interest.

Discontinued projects

During 2021 Solitario recorded $17,000 of mineral property impairment related to its decision to abandon its Gold Coin project in Arizona. Solitario did not record any mineral property impairments during 2022.

Exploration Expense

The following items comprised exploration expense:

	For the year ended December 31,
(in thousands)	2022		2021
Geologic and field expenses	$	2,121	$	1,092
Administrative		162		106
Total exploration expense	$	2,283	$	1,198

Asset Retirement Obligation

Solitario recorded an asset retirement obligation of $125,000 for Solitario’s estimated reclamation cost of the existing disturbance at the Lik project. This disturbance consists of an exploration camp including certain drill sites and access roads at the camp. The estimate was based upon estimated cash costs for reclamation as determined by Solitario and its joint venture partner Teck and is supported by a permitting bond required by the State of Alaska, for which Solitario has retained a reclamation bond insurance policy in the event Solitario or its 50% partner, Teck, do not complete required reclamation.

Solitario has not applied a discount rate to the recorded asset retirement obligation as the estimated time frame for reclamation is not currently known, as reclamation is not expected to occur until the end of the Lik project life, which would follow future development and operations, the start of which cannot be estimated or assured at this time. Additionally, no depreciation will be recorded on the related asset for the asset retirement obligation until the Lik project goes into operation, which cannot be assured.

As of December 31, 2022, Solitario has no reclamation liability at its Florida Canyon project as Nexa is responsible for the costs at Florida Canyon, including reclamation, if any. In addition, the activities to date at Solitario’s Golden Crest project of staking claims and mapping, soil and rock sampling, and assaying have not created any material environmental or other disturbances. Historically Solitario’s exploration activities have not resulted in any long-term environmental disturbances or liabilities and where there have been required restoration of disturbances, these have been completed contemporaneously with the completion of our mineral exploration activities.

3. Marketable Equity Securities

During 2022 Solitario sold 1,250,000 shares of Vendetta common stock for proceeds of $63,000 and recorded a realized loss on sale of $201,000. During 2021, Solitario sold (i) 2,550,000 shares of Vendetta common stock for proceeds of $112,000 and recorded a realized loss on the sale of $269,000; (ii) 430,000 shares of TNR Gold Corp. (“TNR”) common stock for proceeds of $27,000 and recorded a realized gain on the sale of $19,000; and (iii) 3,200 shares of Vox Royalty Corp. (“Vox”) common stock for proceeds of $8,000 and recorded a realized gain on the sale of $2,000.

On July 31, 2019, Solitario purchased 3,450,000 Vendetta units for aggregate consideration of $233,000. Each unit consisted of one share of Vendetta common stock and one warrant which allows the holder to purchase one additional share of Vendetta common stock at a purchase price of Cdn$0.13 per share for a period of three years (the “Vendetta Warrants”). The Vendetta Warrants expired unexercised during 2022. During 2022 and 2021, Solitario recorded a loss on derivative instruments of $4,000 and $46,000, respectively, for the change in the value of the Vendetta Warrants.

At December 31, 2022 Solitario owns the following marketable equity securities:

	Year ended December 31, 2022				Year ended December 31, 2021
	shares		Fair value (000’s)		shares		Fair value (000’s)
Kinross Gold Corp		100,000	$	409		100,000	$	581
Vendetta Mining Corp.		7,750,000		229		9,000,000		356
Vox Royalty Corp.		134,055		311		134,055		370
Highland Silver Corp.		200,000		-		-		-
Total			$	949			$	1,307

The following tables summarize Solitario’s marketable equity securities and adjustments to fair value:

(in thousands)	Year ended December 31,
	2022			2021
Marketable equity securities at cost	$	1,440		$	1,704
Cumulative unrealized loss on marketable equity securities		(491	)		(397	)
Marketable equity securities at fair value	$	949		$	1,307

The following table represents changes in marketable equity securities:

(in thousands)	Year ended December 31,
	2022			2021
Cost of marketable equity securities sold	$	264		$	395
Realized loss on marketable equity securities sold		(201	)		(248	)
Proceeds from the sale of marketable equity securities sold		(63	)		(147	)
Net loss on marketable equity securities		(295	)		(166	)
Additions to marketable equity securities		-			-
Change in marketable equity securities at fair value	$	(358	)	$	(313	)

The following table represents the realized and unrealized gain (loss) on marketable equity securities:

(in thousands)	Year ended December 31,
	2022			2021
Unrealized (loss) gain on marketable equity securities	$	(94	)	$	82
Realized loss on marketable equity securities sold		(201	)		(248	)
Net loss on marketable equity securities	$	(295	)	$	(166	)

Other Income

During 2022, Solitario sold rights to certain exploration data on a non-owned mineral property upon which Solitario had previously done exploration activities. The data was sold to Highland Silver Corp., a Canadian exploration company (“Highland”) for $20,000 cash and 200,000 shares of Highland common stock. On the date of sale, the Highland common stock carried a restrictive legend. The shares were not available for trade on the date of sale and at December 31, 2022 and no value has been assigned to the common stock. Solitario recorded $20,000 of other income on the date of the sale. Any future changes to the value of the Highland common stock owned by Solitario will be recorded as changes in value of marketable equity securities.

4. Operating Lease

Solitario accounts for its leases in accordance with ASC 842. Solitario leases one facility, its Wheat Ridge, Colorado administrative office (the “WR Lease”), that has a term of more than one year. Solitario has no other significant operating lease costs. The WR Lease was extended to October 2023 during 2021 and Solitario recorded a net increase in right of use assets of $99,000 during 2021 upon the extension of the WR Lease. The WR Lease is classified as an operating lease and has a remaining term of 10 months at December 31, 2022. The right-of-use office lease asset for the WR Lease is classified as other assets and the related liability as a current office lease liability in the consolidated balance sheet. Lease expense is recognized on a straight-line basis over the lease term, with variable lease payments recognized in the period those payments are incurred.

During 2022 and 2021, Solitario recognized $40,000 and $40,000, respectively, of non-cash lease expense for the WR Lease included in general and administrative expense. Cash lease payments of $39,000 and $39,000, respectively, were made on the WR Lease during 2022 and 2021 and this amount, less $3,000 and $4,000, respectively, of imputed interest during 2022 and 2021, reduced the related liability on the WR Lease. The discount rate within the WR Lease is not determinable and Solitario applied a discount rate of 5% based upon Solitario’s estimate of its cost of capital in recording the WR Lease. Solitario has $36,000 remaining cash payments as of December 31, 2022.

The following is supplemental cash flow information related to our operating lease for 2022 and 2021:

(in thousands)	Year ended December 31, 2022		Year ended December 31, 2021

Cash paid for amounts included in the measurement of lease liabilities
Operating cash outflows from WR Lease payments	$	39	$	39
Non-cash amounts related to the WR lease
Right of use assets recorded in exchange for new operating lease liabilities	$	-	$	99

5. Other Assets

The following items comprised other assets:

(in thousands)	December 31,
	2022		2021
Furniture and fixtures, net of accumulated depreciation	$	97	$	65
Lik project equipment, net of accumulated depreciation		-		10
Office lease asset		33		72
Vendetta warrants		-		3
Exploration bonds and other assets		4		4
Total other assets	$	134	$	154

6. Income Taxes:

Consolidated loss before income taxes includes losses from foreign operations of $37,000 and $136,000 in 2022 and 2021, respectively.

The net deferred tax assets/liabilities in the December 31, 2022 and 2021 consolidated balance sheets include the following components:

(in thousands)	2022			2021
Deferred tax assets:
Loss carryovers	$	11,652		$	12,148
Investment in Mineral Property		1,669			1,669
Capitalized Exploration Costs		778			418
Stock option compensation expense		152			309
Unrealized loss on derivative securities		121			98
Other		65			91
Unrealized loss on short-term investments		20			-
Lease Liability		9			18
Valuation allowance		(14,309	)		(14,561	)
Total deferred tax assets		157			190
Deferred tax liabilities:
Unrealized gains on marketable equity securities		149			173
Lease Asset		8			17
Total deferred tax liabilities		157			190
Net deferred tax liabilities	$	-		$	-

A reconciliation of expected federal income taxes on income (loss) from continuing operations at statutory rates, with the expense for income taxes is as follows:

(in thousands)	2022			2021
Expected income tax benefit	$	(825	)	$	(497	)
Equity based compensation		238			4
Foreign tax rate differences		(3	)		(12	)
State income tax		(166	)		(98	)
Expiration of Capital Loss and Foreign Tax Credit Carryovers		18			1,385
Adjustment to Deferred Taxes		11			(82	)
Foreign currency exchange		968			(32	)
Change in valuation allowance		(251	)		(489	)
Change in Tax Rates		13			(194	)
Permanent differences and other		(3	)		15
Income tax (benefit) expense	$	-		$	-

During 2022, the valuation allowance increased primarily due to the addition of deferred tax assets related to current year net operating losses. During 2021, the valuation allowance decreased primarily due to the expiration of capital loss carryovers.

At December 31, 2022, Solitario has unused US Federal net operating loss carryovers of $22,905,000 and unused US State net operating loss carryovers of $24,811,000 which begin expiring in 2027. As a result of the ownership change of Zazu Metals (Alaska) Corp, utilization of some of these federal and state losses will be limited due to the annual limitation provided by Section 382 of the Internal Revenue Code. Solitario has unused capital loss carryovers of $380,000 for US Federal and US State purposes which begin expiring in 2025. Solitario has Canadian loss carryforwards of $9,294,000 which begin expiring in 2027. Other foreign loss carryforwards for which Solitario has provided a full valuation allowance related to Solitario’s exploration activities in Peru. The Peru losses do not expire.

Solitario adopted ASC 740, which prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 requires that Solitario recognize in its consolidated financial statements only those tax positions that are “more-likely-than-not” of being sustained as of the adoption date, based on the technical merits of the position. As a result of the implementation of ASC 740, Solitario performed a comprehensive review of its material tax positions in accordance with recognition and measurement standards established by ASC 740. The provisions of ASC 740 had no effect on Solitario’s financial position, cash flows or results of operations at December 31, 2022 or December 31, 2021, or for the years then ended as Solitario had no unrecognized tax benefits.

Solitario and its subsidiaries are subject to the following material taxing jurisdictions: United States Federal, State of Colorado, State of Alaska, State of South Dakota, Canada and Peru. Solitario’s United States federal, Canada and State of Alaska returns for years 2019 and forward and Solitario’s Peru and State of Colorado returns for tax years 2018 and forward are subject to examination. Solitario’s policy is to recognize interest and penalties related to uncertain tax benefits in income tax expense. Solitario has no accrued interest or penalties related to uncertain tax positions as of December 31, 2022, or December 31, 2021 or for the years then ended.

7. Derivative Instruments:

Covered call options

From time-to-time Solitario has sold covered call options against its holdings of shares of common stock of Kinross included in Marketable Equity Securities. The business purpose of selling covered calls is to provide additional income on a limited portion of shares of Kinross that Solitario may sell in the near term, which is generally defined as less than one year and any changes in the fair value of its covered calls are recognized in the statement of operations in the period of the change. During 2021, Solitario sold covered calls against its holdings of Kinross for cash proceeds of $8,000 all of which expired unexercised. As of December 31, 2022 and 2021, Solitario has no remaining liability related to Kinross call options.

8. Fair Value of Financial Instruments:

For certain of Solitario's financial instruments, including cash and cash equivalents, payables and short-term debt, the carrying amounts approximate fair value due to their short maturities. Solitario's marketable equity securities, including its investment in shares of Kinross common stock, Vendetta common stock, Vox common stock and TNR common stock are carried at their estimated fair value based on publicly available quoted market prices.

Solitario applies ASC 820 that establishes a framework for measuring fair value and requires enhanced disclosures about fair value measurements. ASC 820 clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. ASC 820 also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of inputs as follows:

Level 1: Quoted prices in active markets for identical assets or liabilities;

Level 2: Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability; or

Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement. During the years ended December 31, 2022 and 2021, there were no reclassifications in financial assets or liabilities between Level 1, 2 or 3 categories.

The following is a listing of Solitario’s financial assets and liabilities required to be measured at fair value on a recurring basis and where they are classified within the hierarchy as of December 31, 2022:

(in thousands)	Level 1		Level 2		Level 3		Total
Assets
Short-term investments	$	3,951	$	-	$	-	$	3,951
Marketable equity securities	$	949	$	-	$	-	$	949

(in thousands)	Level 1		Level 2		Level 3		Total
Assets
Short-term investments	$	5,087	$	-	$	-	$	5,087
Marketable equity securities	$	1,307	$	-	$	-	$	1,307
Vendetta Warrants	$	-	$	3	$	-	$	3

Items measured at fair value on a recurring basis:

Short-term investments: At December 31, 2022 and 2021, Solitario’s holdings of short-term investments consist of USTS and CD’s at December 31, 2021, both recorded at their fair value based upon quoted market prices.

Marketable equity securities: At December 31, 2022 and 2021, the fair value of Solitario’s holdings in shares of Vendetta, Kinross, and Vox marketable equity securities are based upon quoted market prices.

Vendetta Warrants: At December 31, 2021 the fair value of Solitario’s Vendetta Warrants is based upon a Black Scholes model, using market inputs.

During the year ended December 31, 2022, Solitario did not change any of the valuation techniques used to measure its financial assets and liabilities at fair value.

9. Commitments and Contingencies:

In acquiring its interests in mineral claims and leases, Solitario has entered into lease agreements, which may be canceled at its option without penalty. Solitario is required to make minimum rental and option payments in order to maintain its interests in certain claims and leases. See Note 2, “Mineral Properties,” above. Solitario estimates its 2023 property claim, lease and option payments for properties Solitario owns, has under joint venture or Solitario operates to be approximately $1,274,000. Assuming that Solitario’s joint ventures continue in their current status and that Solitario does not appreciably change its property positions on existing properties, approximately $419,000 of these estimated 2023 property claim, lease and rental payments are paid or are reimbursable to us by Solitario’s joint venture partners. Solitario may be required to make further payments in the future if it acquires new properties or enters into new agreements.

10. Employee Stock Compensation Plans:

On June 18, 2013, Solitario’s shareholders approved the Solitario Exploration & Royalty Corp. Omnibus Stock Incentive Plan (the “2013 Plan”). Under the terms of the 2013 Plan, as amended, a total of 5,750,000 shares of Solitario common stock are reserved for awards to directors, officers, employees and consultants. Awards granted under the 2013 Plan may take the form of stock options, stock appreciation rights, restricted stock, and restricted stock units. The terms and conditions of the awards are pursuant to the 2013 Plan and are granted by the Board of Directors or a committee appointed by the Board of Directors.

a.) 2013 Plan stock option grants

The following table shows the grant date fair value of Solitario’s awards during 2022 and 2021 pursuant to the 2013 Plan:

Grant Date	9/8/22 (1)			5/5/21 (1)			6/10/21 (1)
Option – grant date price	$	0.60		$	0.67		$	0.69
Options granted		2,360,000			90,000			50,000
Expected life years		5.0			5.0			5.0
Expected volatility		73	%		76	%		76	%
Risk free interest rate		3.4	%		0.9	%		0.9	%
Weighted average fair value	$	0.37		$	0.41		$	0.41
Grant date fair value	$	876,000		$	37,000		$	20,000

(1) Option grants have a five-year term, and vest 25% on date of grant and 25% on each of the next three anniversary dates.

b.) Stock option activity

During 2022 and 2021, options for 114,250 and 185,000, respectively, shares of common stock were exercised for proceeds of $30,000 and $83,000 respectively. The following table summarizes the activity for stock options outstanding under the 2013 Plan for the years ended December 31, 2022 and 2021:

	2022							2021
				Weighted							Weighted
				Average		Aggregate					Average		Aggregate
	RSUs/			Exercise		Intrinsic		RSUs/			Exercise		Intrinsic
	Options			Price		Value (1)		Options			Price		Value (1)

Outstanding, beginning of year		5,513,000		$	0.49				5,558,000		$	0.58
Granted		2,360,000		$	0.60				140,000		$	0.67
Exercised		(114,250	)	$	0.26				(185,000	)	$	0.45
Expired		(2,360,000	)	$	0.77				-			-
Forfeited		(8,750	)	$	0.20				-			-
Outstanding, end of year		5,390,000		$	0.42	$	1,034,000		5,513,000		$	0.49	$	718,000
Exercisable, end of year		3,227,500		$	0.34	$	899,000		4,718,000		$	0.53	$	506,000

(1) Intrinsic value based upon December 31, 2022 and 2021 price of a share of Solitario common stock as quoted on the NYSE American exchange of $0.62 and $0.50, respectively, per share.

During the years ended December 31, 2022 and 2021, Solitario recorded $338,000 and $124,000, respectively, of stock option expense under the 2013 Plan for the amortization of the grant date fair value of each of its outstanding options with a credit to additional paid-in-capital. At December 31, 2022, the total unrecognized stock option compensation cost related to non-vested options is $618,000 and is expected to be recognized over a weighted average period of 31 months.

11. Shareholders’ Equity

At the Market Offering Agreement

On February 2, 2021, Solitario entered into an at-the-market offering agreement (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 $9.0 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 2021, Solitario recorded $144,000 as a charge to additional paid-in-capital for one-time expenses related to entering into the ATM Agreement.

During 2022, Solitario sold 2,650,724 shares of its common stock under the ATM Program at a price of $0.79 per share for net proceeds of $2,023,000 after commissions and sale expenses. During 2021, Solitario sold an aggregate of 643,033 shares of its common stock under the ATM Program at an average price of $0.68 per share for net proceeds of $299,000 after commissions, sale, and one-time expenses.

2021 Equity Offering

In December 2021 Solitario completed the sale of 3,100,000 shares of common stock (the “Shares”), at a price of $0.50 per share (the “Offering”) for net proceeds after expenses of $1,542,000. Solitario did not engage an underwriter or placement agent for the Offering, and therefore there were no underwriter discounts or commissions or placement agent fees. The sale of the Shares was made through a subscription agreement between Solitario and each respective investor. The Shares were offered and sold pursuant to the Company’s existing shelf registration statement on Form S-3 (File No. 333-249129). Solitario filed a prospectus supplement, dated December 1, 2021, with the SEC in connection with the sale of the securities in the Offering. Three of Solitario’s executive officers participated in the Offering, purchasing 50,000 Shares each, on the same terms as the other investors. The Offering was unanimously approved by Solitario’s Board of Directors and the participation by our executive officers was also unanimously approved by the Audit Committee of the Board of Directors.

Share Repurchase Program

On October 28, 2015, Solitario’s Board of Directors approved a share repurchase program that authorized Solitario to purchase up to two million shares of its outstanding common stock. During 2021, Solitario did not purchase any shares pursuant to the share repurchase program. As of December 31, 2021, Solitario had purchased a total of 994,000 shares for an aggregate purchase price of $467,000 under the share repurchase program since its inception. The share repurchase plan expired on December 31, 2021 and no additional shares will be purchased under the plan in the future.

13. Subsequent Events

Solitario has evaluated events subsequent to December 31, 2022 to assess the need for potential recognition or disclosure in this report. Such events were evaluated through the date these financial statements were available to be issued. No events have occurred requiring recognition or disclosure through the date of this report.

PART IV

Item 15. Exhibits, Financial Statement Schedules

The following documents are filed as a part of this Annual Report on Form 10-K/A:

1. Financial Statements

The following financial statements contained in Part II, Item 8 are filed as part of this Annual Report on Form 10-K/A:

Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm (Plante & Moran, PLLC, Denver, Colorado, PCAOB ID 166)

Consolidated Balance Sheets as of December 31, 2022 and 2021

Consolidated Statements of Operations for the years ended December 31, 2022 and 2021

Consolidated Statements of Shareholders’ Equity for the years ended December 31, 2022 and 2021

Consolidated Statements of Cash Flows for the years ended December 31, 2022 and 2021

Notes to Consolidated Financial Statements

2. Financial Statement Schedules

Financial statement schedules are omitted because they are not required or are not applicable, or the required information is provided in the consolidated financial statements or notes thereto described in Item 15(1) above.

3. Exhibits

The Exhibits listed in the Index to Exhibits, which appears immediately following the signature page and is incorporated herein by reference, are filed as part of this Annual Report on Form 10-K/A.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

SOLITARIO ZINC CORP.

By:	/s/ James R. Maronick
	James R. Maronick Chief Financial Officer

Date:	March 24, 2023

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature		Title	Date

/s/ Christopher E. Herald
Christopher E. Herald, Chief Executive Officer		Principal Executive Officer and Director	March 24, 2023

/s/ James R. Maronick
James R. Maronick, Chief Financial Officer		Principal Financial and Accounting Officer	March 24, 2023
	\| \| \| \| \| \| \| \| \| \| \| \| \| \| \|
/s/ John Labate
John Labate
		A majority of
/s/ Brian Labadie		the Board of	March 24, 2023
Brian Labadie		Directors

/s/ James Hesketh
James Hesketh

/s/ Gil Atzmon Gil Atzmon /s/ Debbie Austin Debbie Austin /s/ Joshua D. Crumb Joshua D. Crumb

By: /s/ James R. Maronick
James R. Maronick, Attorney-in-fact

INDEX TO EXHIBITS

Description

3.1	Amended and Restated Articles of Incorporation of Solitario Exploration & Royalty Corp., as Amended (incorporated by reference to Exhibit 3.1 to Solitario’s Form 10-Q filed on August 10, 2010)

3.1.1	Articles of Amendment to Restated Articles of Incorporation of Solitario Zinc Corp. (incorporated by reference to Exhibit 3.1 to Solitario’s Current Report on Form 8-K filed on July 14, 2017)

3.2	Amended and Restated By-laws of Solitario Zinc Corp., as amended (incorporated by reference to Exhibit 3.1 to Solitario’s Form 8-K filed on April 23, 2021)

4.1	Form of Common Stock Certificate of Solitario Zinc (incorporated by reference to Exhibit 4.1 to Solitario’s Form 10-Q filed on November 8, 2017)

4.2	Description of Common Stock (incorporated by reference to Exhibit 4.2 to Solitario’s Form 10-K filed on March 2, 2020)

10.1#	2013 Solitario Exploration & Royalty Corp. Omnibus Stock and Incentive Plan (incorporated by reference to Exhibit 10.2 to Solitario’s Form 8-K filed on June 20, 2013)

10.2#	Change in Control Severance Benefits Agreement between Solitario Resources Corporation and Christopher E. Herald, dated as of March 14, 2007 (incorporated by reference to Exhibit 99.1 to Solitario's Form 8-K filed on March 14, 2007)

10.3#	Change in Control Severance Benefits Agreement between Solitario Resources Corporation and James R. Maronick, dated as of March 14, 2007 (incorporated by reference to Exhibit 99.2 to Solitario's Form 8-K filed on March 14, 2007)

10.4#	Change in Control Severance Benefits Agreement between Solitario Resources Corporation and Walter W. Hunt, dated as of March 14, 2007 (incorporated by reference to Exhibit 99.3 to Solitario's Form 8-K filed on March 14, 2007)

10.5	Framework Agreement for the Exploration and Development of Potential Mining Properties, related to Solitario's 100% owned Florida Canyon project in Peru between Minera Florida Canyon S.A., Minera Solitario Peru S.A.C., Solitario Resources Corporation, and Votorantim Metais – Cajamarquilla S.A., dated March 24, 2007 (incorporated by reference to Exhibit 10.2 to Solitario's Form 8-K filed on October 4, 2007)

10.6#	First Amendment to the 2013 Solitario Exploration & Royalty Corp. Omnibus Stock and Incentive Plan (incorporated by reference to Exhibit 10.1 to Solitario’s Form 8-K filed on June 29, 2017)

10.7	At The Market Offering Agreement between Solitario Zinc Corp. and H.C. Wainwright & Co., LLC, dated February 2, 2021 (incorporated by reference to Solitario’s Form 8-K filed on February 2, 2021)

14.1	Code of Ethics for the Chief Executive Officer and Senior Financial Officer (incorporated by reference to Exhibit 99.1 to Solitario's Form 8-K filed on July 18, 2006)

21.1**	Subsidiaries of Solitario Zinc Corp.

23.1**	Consent of Plante & Moran, PLLC

24.1**	Power of Attorney

31.1*	Certification of Chief Executive Officer pursuant to SEC Rule 13a-14(a)/15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002


31.2*	Certification of Chief Financial Officer pursuant to SEC Rule 13a-14(a)/15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1*	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

96.1	Technical Report Summary for the Florida Canyon Project (incorporated by reference to Exhibit 96.1 to Solitario’s Form 10-K filed on March 30, 2022)

96.2	Technical Report Summary for the Lik Project (incorporated by reference to Exhibit 96.1 to Solitario’s Form 10-K filed on March 30, 2022)

101**	The following materials from the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 formatted in Inline eXtensible Business Reporting Language (iXBRL): (i) Condensed Consolidated Balance Sheets as of December 31, 2022 and 2021, (ii) Condensed Consolidated Statements of Operations for the years ended December 31, 2022 and 2021, (iii) Condensed Consolidated Statements of Cash Flows for the years ended December 31, 2022 and 2021; and (iv) Notes to the Condensed Unaudited Consolidated Financial Statements.

*	Filed herewith
**	Filed with the Original Filing on March 15, 2023
#	Designates a management contract, or a compensatory plan or arrangement.

EX-31.1 2 slr_ex311.htm CERTIFICATION slr_ex311.htm

EXHIBIT 31.1

CERTIFICATIONS

I, Christopher E. Herald, certify that:

1. I have reviewed this annual report on Form 10-K/A of Solitario Zinc Corp. for the year ended December 31, 2022.

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(s) 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)) for the registrant and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) and we 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 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 (the registrant's fourth fiscal quarter in the case of an annual report) 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(s) 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.

Date: March 24, 2023

By: /s/ Christopher E. Herald

Christopher E. Herald

President and Chief Executive Officer

EX-31.2 3 slr_ex312.htm CERTIFICATION slr_ex312.htm

EXHIBIT 31.2

CERTIFICATIONS

I, James R. Maronick, certify that:

1. I have reviewed this annual report on Form 10-K/A of Solitario Zinc Corp. for the year ended December 31, 2022.

(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.

Date: March 24, 2023

By: /s/ James R. Maronick

James R. Maronick

Chief Financial Officer

EX-32.1 4 slr_ex321.htm CERTIFICATION slr_ex321.htm

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Solitario Zinc Corp. (the "Company") on Form 10-K/A for the period ended December 31, 2022, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), we, Christopher E. herald, Chief Executive Officer, and James R. Maronick, Chief Financial Officer, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to our knowledge:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934.

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/Christopher E. Herald		/s/James R. Maronick
Christopher E. Herald		James R. Maronick
Chief Executive Officer		Chief Financial Officer

Dated: March 24, 2023

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Cover - USD ($)	12 Months Ended
Cover - USD ($)	Dec. 31, 2022	Jun. 30, 2023	Mar. 15, 2023
Cover [Abstract]
Entity Registrant Name	SOLITARIO ZINC CORP.
Entity Central Index Key	0000917225
Document Type	10-K/A
Amendment Flag	true
Entity Voluntary Filers	Yes
Current Fiscal Year End Date	--12-31
Entity Well Known Seasoned Issuer	No
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Document Period End Date	Dec. 31, 2022
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2022
Entity Common Stock Shares Outstanding			64,801,373
Entity Public Float		$ 33,511,000
Document Annual Report	true
Document Transition Report	false
Entity File Number	001-32978
Entity Incorporation State Country Code	CO
Entity Tax Identification Number	84-1285791
Entity Address Address Line 1	4251 Kipling St.
Entity Address Address Line 2	Suite 390
Entity Address City Or Town	Wheat Ridge
Entity Address State Or Province	CO
Entity Address Postal Zip Code	80033
Security 12b Title	Common Stock, $0.01 par value
Trading Symbol	XPL
Security Exchange Name	NYSEAMER
Entity Interactive Data Current	Yes
Icfr Auditor Attestation Flag	false
Amendment Description	This Amendment No. 1 on Form 10-K/A (this “Amendment”) to the Annual Report on Form 10-K of Solitario Zinc Corp. (the “Company”) for the fiscal year ended December 31, 2022, initially filed with the Securities and Exchange Commission (the “SEC”) on March 15, 2023 (the “Original Filing”), is being filed to correct an administrative error in the Original Filing. The Original Filing included a typographical error in the conformed signature of Plante & Moran, PLLC on the Report of Independent Registered Public Accounting Firm (the “Audit Report”). Solitario had received the manually signed Audit Report from Plante & Moran, PLLC prior to filing the Original Filing. This Amendment is being filed solely to change “/s/ Plante & Moran, LLLC” to “/s/ Plante & Moran, PLLC” in the signature line to the Audit Report. This Amendment includes Item 8, “Financial Statements and Supplementary Data” in its entirety and without change from the Original Filing other than the addition of the conformed signature of Plante & Moran, PLLC on the Audit Report. In addition, pursuant to the rules of the SEC, the exhibit list included in Item 15 of Part IV of the Original Filing has been amended to contain currently dated certifications from the Company’s Chief Executive Officer and Chief Financial Officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002. The certifications of the Company’s Chief Executive Officer and Chief Financial Officer are filed as exhibits to this Amendment. Except for the foregoing amended information, this Amendment does not amend or update any other information contained in the Original Filing. Therefore, this Amendment should be read together with other documents that the Company has filed with the SEC subsequent to the filing of the Original Filing. Information in such reports and documents updates and supersedes certain information contained in the Original Filing.
Auditor Name	Plante & Moran, PLLC
Auditor Location	Denver, Colorado
Auditor Firm Id	166
City Area Code	303
Local Phone Number	534-1030

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CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 316	$ 462
Short-term investments, at fair value	3,951	5,087
Investments in marketable equity securities, at fair value	949	1,307
Prepaid expenses and other	38	303
Total current assets	5,254	7,159
Mineral properties	16,646	16,306
Other assets	134	154
Total assets	22,034	23,619
Current liabilities:
Accounts payable	228	239
Operating lease liability	35	37
Total current liabilities	263	276
Long-term liabilities
Asset retirement obligation - Lik	125	125
Operating lease liability	0	35
Total long-term liabilities	125	160
Shareholders' equity:
Preferred stock, $0.01 par value, authorized 10,000,000 shares (none issued and outstanding at December 31, 2022 and 2021)	0	0
Common stock, $0.01 par value, authorized, 100,000,000 shares (64,801,373 and 62,036,399, respectively, shares issued and outstanding at December 31, 2022 and 2021)	648	620
Additional paid-in capital	74,886	72,523
Accumulated deficit	(53,888)	(49,960)
Total shareholders' equity	21,646	23,183
Total liabilities and shareholders' equity	$ 22,034	$ 23,619

XML 12 R3.htm IDEA: XBRL DOCUMENT

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2022	Dec. 31, 2021
CONSOLIDATED BALANCE SHEETS
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	64,801,373	62,036,399
Common stock, shares outstanding	64,801,373	62,036,399

XML 13 R4.htm IDEA: XBRL DOCUMENT

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Costs, expenses and other
Exploration expense	$ 2,283	$ 1,198
Depreciation and amortization	29	27
Mineral property impairment	0	17
General and administrative	1,360	952
Total costs, expenses and other	3,672	2,194
Other (expense) income
Interest and dividend income (net)	131	123
Other income	20	10
Loss on derivative instruments	(4)	(38)
Loss on sale of marketable equity securities	(201)	(248)
Unrealized loss on short-term investments	(108)	(102)
Unrealized (loss) gain on marketable equity securities	(94)	82
Total other income (expense)	(256)	(173)
Net loss	$ (3,928)	$ (2,367)
Loss per common share
basic and diluted	$ (0.06)	$ (0.04)
Weighted average shares outstanding
Basic and diluted	64,263	58,709

XML 14 R5.htm IDEA: XBRL DOCUMENT

CONSOLIDATED STATEMENTS OF SHAREHOLDERS EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Retained Earnings (Accumulated Deficit)
Balance, Shares at Dec. 31, 2020		58,108,366
Balance, amount at Dec. 31, 2020	$ 23,502	$ 581	$ 70,514	$ (47,593)
Stock option expense	124	$ 0	124	0
Issuance of shares - option exercises, Shares		185,000
Issuance of shares - option exercises, Amount	83	$ 2	81
Issuance of shares - ATM, net, Shares		643,033
Issuance of shares - ATM, net, Amount	299	$ 6	293
Issuance of shares - private placement, Shares		3,100,000
Issuance of shares - private placement, Amount	1,542	$ 31	1,511
Net loss	(2,367)	$ 0	0	(2,367)
Balance, Shares at Dec. 31, 2021		62,036,399
Balance, amount at Dec. 31, 2021	23,183	$ 620	72,523	(49,960)
Stock option expense	338		338
Issuance of shares - option exercises, Shares		114,250
Issuance of shares - option exercises, Amount	30	$ 1	29
Issuance of shares - ATM, net, Shares		2,650,724
Issuance of shares - ATM, net, Amount	2,023	$ 27	1,996
Net loss	(3,928)	$ 0	0	(3,928)
Balance, Shares at Dec. 31, 2022		64,801,373
Balance, amount at Dec. 31, 2022	$ 21,646	$ 648	$ 74,886	$ (53,888)

XML 15 R6.htm IDEA: XBRL DOCUMENT

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Operating activities:
Net loss	$ (3,928,000)	$ (2,367,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Unrealized loss (gain) on marketable equity securities	94,000	(82,000)
Unrealized loss on short-term investments	108,000	102,000
Loss on sale of marketable equity securities	201,000	248,000
Loss on derivative instruments	4,000	38,000
Other income - Paycheck Protection Program loan forgiveness	0	(10,000)
Mineral property impairment	0	17,000
Employee stock option expense	338,000	124,000
Depreciation	29,000	27,000
Amortization of right of use lease asset	40,000	40,000
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	265,000	(277,000)
Accounts payable and other current liabilities	(51,000)	(17,000)
Net cash used in operating activities	(2,900,000)	(2,157,000)
Investing activities:
Sale of short-term investments - net	1,028,000	609,000
Additions to mineral property	(340,000)	(635,000)
Sale of marketable equity securities	63,000	147,000
Sale of derivative instruments - net	0	8,000
Additions to other assets	(50,000)	(39,000)
Net cash provided by investing activities	701,000	90,000
Financing activities:
Issuance of common stock - net of issuance costs	2,023,000	1,841,000
Stock options exercised for cash	30,000	83,000
Net cash provided by financing activities	2,053,000	1,924,000
Net decrease in cash and cash equivalents	(146,000)	(143,000)
Cash and cash equivalents, beginning of year	462,000	605,000
Cash and cash equivalents, end of year	316,000	462,000
Supplemental Cash Flow information:
Accrued mineral property acquisition costs included in accounts payable	0	60,000
Acquisition of right to use asset	$ 0	$ 99,000

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Business and Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Business and Summary of Significant Accounting Policies

Business and Summary of Significant Accounting Policies

1. Business and Summary of Significant Accounting Policies

Business and company formation

Financial reporting

Revenue recognition

Use of estimates

Cash and cash equivalents

Short-term investments

Mineral properties

Derivative instruments

Fair value

Marketable equity securities

Foreign exchange

Income taxes

Accounting for uncertainty in income taxes

Earnings per share

Employee stock compensation and incentive plans

Risks and Uncertainties

XML 17 R8.htm IDEA: XBRL DOCUMENT

Mineral Properties

12 Months Ended

Dec. 31, 2022

Mineral Properties

Mineral Properties

2. Mineral Properties:

The following table details Solitario’s capitalized investment in exploration mineral property:

(in thousands)	December 31,
	2022		2021
Exploration
Lik project (Alaska – US)	$	15,611	$	15,611
Golden Crest (South Dakota – US)		1,035		695
Total exploration mineral property	$	16,646	$	16,306

Exploration property

Golden Crest

Lik Property

Florida Canyon

Discontinued projects

Exploration Expense

The following items comprised exploration expense:

	For the year ended December 31,
(in thousands)	2022		2021
Geologic and field expenses	$	2,121	$	1,092
Administrative		162		106
Total exploration expense	$	2,283	$	1,198

Asset Retirement Obligation

XML 18 R9.htm IDEA: XBRL DOCUMENT

Marketable Equity Securities

12 Months Ended

Dec. 31, 2022

Marketable Equity Securities

Marketable Equity Securities

3. Marketable Equity Securities

At December 31, 2022 Solitario owns the following marketable equity securities:

	Year ended December 31, 2022				Year ended December 31, 2021
	shares		Fair value (000’s)		shares		Fair value (000’s)
Kinross Gold Corp		100,000	$	409		100,000	$	581
Vendetta Mining Corp.		7,750,000		229		9,000,000		356
Vox Royalty Corp.		134,055		311		134,055		370
Highland Silver Corp.		200,000		-		-		-
Total			$	949			$	1,307

The following tables summarize Solitario’s marketable equity securities and adjustments to fair value:

(in thousands)	Year ended December 31,
	2022			2021
Marketable equity securities at cost	$	1,440		$	1,704
Cumulative unrealized loss on marketable equity securities		(491	)		(397	)
Marketable equity securities at fair value	$	949		$	1,307

The following table represents changes in marketable equity securities:

(in thousands)	Year ended December 31,
	2022			2021
Cost of marketable equity securities sold	$	264		$	395
Realized loss on marketable equity securities sold		(201	)		(248	)
Proceeds from the sale of marketable equity securities sold		(63	)		(147	)
Net loss on marketable equity securities		(295	)		(166	)
Additions to marketable equity securities		-			-
Change in marketable equity securities at fair value	$	(358	)	$	(313	)

The following table represents the realized and unrealized gain (loss) on marketable equity securities:

(in thousands)	Year ended December 31,
	2022			2021
Unrealized (loss) gain on marketable equity securities	$	(94	)	$	82
Realized loss on marketable equity securities sold		(201	)		(248	)
Net loss on marketable equity securities	$	(295	)	$	(166	)

Other Income

XML 19 R10.htm IDEA: XBRL DOCUMENT

Operating Lease

12 Months Ended

Dec. 31, 2022

Operating Lease

Operating Lease

4. Operating Lease

The following is supplemental cash flow information related to our operating lease for 2022 and 2021:

(in thousands)	Year ended December 31, 2022		Year ended December 31, 2021

Cash paid for amounts included in the measurement of lease liabilities
Operating cash outflows from WR Lease payments	$	39	$	39
Non-cash amounts related to the WR lease
Right of use assets recorded in exchange for new operating lease liabilities	$	-	$	99

XML 20 R11.htm IDEA: XBRL DOCUMENT

Other Assets

12 Months Ended

Dec. 31, 2022

Other Assets

Other Assets

5. Other Assets

The following items comprised other assets:

(in thousands)	December 31,
	2022		2021
Furniture and fixtures, net of accumulated depreciation	$	97	$	65
Lik project equipment, net of accumulated depreciation		-		10
Office lease asset		33		72
Vendetta warrants		-		3
Exploration bonds and other assets		4		4
Total other assets	$	134	$	154

XML 21 R12.htm IDEA: XBRL DOCUMENT

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Taxes

Income Taxes

6. Income Taxes:

Consolidated loss before income taxes includes losses from foreign operations of $37,000 and $136,000 in 2022 and 2021, respectively.

The net deferred tax assets/liabilities in the December 31, 2022 and 2021 consolidated balance sheets include the following components:

(in thousands)	2022			2021
Deferred tax assets:
Loss carryovers	$	11,652		$	12,148
Investment in Mineral Property		1,669			1,669
Capitalized Exploration Costs		778			418
Stock option compensation expense		152			309
Unrealized loss on derivative securities		121			98
Other		65			91
Unrealized loss on short-term investments		20			-
Lease Liability		9			18
Valuation allowance		(14,309	)		(14,561	)
Total deferred tax assets		157			190
Deferred tax liabilities:
Unrealized gains on marketable equity securities		149			173
Lease Asset		8			17
Total deferred tax liabilities		157			190
Net deferred tax liabilities	$	-		$	-

A reconciliation of expected federal income taxes on income (loss) from continuing operations at statutory rates, with the expense for income taxes is as follows:

(in thousands)	2022			2021
Expected income tax benefit	$	(825	)	$	(497	)
Equity based compensation		238			4
Foreign tax rate differences		(3	)		(12	)
State income tax		(166	)		(98	)
Expiration of Capital Loss and Foreign Tax Credit Carryovers		18			1,385
Adjustment to Deferred Taxes		11			(82	)
Foreign currency exchange		968			(32	)
Change in valuation allowance		(251	)		(489	)
Change in Tax Rates		13			(194	)
Permanent differences and other		(3	)		15
Income tax (benefit) expense	$	-		$	-

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

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+ Details

XML 22 R13.htm IDEA: XBRL DOCUMENT

Derivative Instruments

12 Months Ended

Dec. 31, 2022

Derivative Instruments

Derivative Instruments

7. Derivative Instruments:

Covered call options

XML 23 R14.htm IDEA: XBRL DOCUMENT

Fair Value of Financial Instruments

12 Months Ended

Dec. 31, 2022

Fair Value of Financial Instruments

Fair Value of Financial Instruments

8. Fair Value of Financial Instruments:

Level 1: Quoted prices in active markets for identical assets or liabilities;

Level 2: Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability; or

Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

(in thousands)	Level 1		Level 2		Level 3		Total
Assets
Short-term investments	$	3,951	$	-	$	-	$	3,951
Marketable equity securities	$	949	$	-	$	-	$	949

(in thousands)	Level 1		Level 2		Level 3		Total
Assets
Short-term investments	$	5,087	$	-	$	-	$	5,087
Marketable equity securities	$	1,307	$	-	$	-	$	1,307
Vendetta Warrants	$	-	$	3	$	-	$	3

Items measured at fair value on a recurring basis:

Vendetta Warrants: At December 31, 2021 the fair value of Solitario’s Vendetta Warrants is based upon a Black Scholes model, using market inputs.

During the year ended December 31, 2022, Solitario did not change any of the valuation techniques used to measure its financial assets and liabilities at fair value.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

XML 24 R15.htm IDEA: XBRL DOCUMENT

Commitments and Contingencies

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies

Commitments and Contingencies

9. Commitments and Contingencies:

XML 25 R16.htm IDEA: XBRL DOCUMENT

Employee Stock Compensation Plans

12 Months Ended

Dec. 31, 2022

Employee Stock Compensation Plans

Employee Stock Compensation Plans

10. Employee Stock Compensation Plans:

a.) 2013 Plan stock option grants

The following table shows the grant date fair value of Solitario’s awards during 2022 and 2021 pursuant to the 2013 Plan:

Grant Date	9/8/22 (1)			5/5/21 (1)			6/10/21 (1)
Option – grant date price	$	0.60		$	0.67		$	0.69
Options granted		2,360,000			90,000			50,000
Expected life years		5.0			5.0			5.0
Expected volatility		73	%		76	%		76	%
Risk free interest rate		3.4	%		0.9	%		0.9	%
Weighted average fair value	$	0.37		$	0.41		$	0.41
Grant date fair value	$	876,000		$	37,000		$	20,000

(1) Option grants have a five-year term, and vest 25% on date of grant and 25% on each of the next three anniversary dates.

b.) Stock option activity

	2022							2021
				Weighted							Weighted
				Average		Aggregate					Average		Aggregate
	RSUs/			Exercise		Intrinsic		RSUs/			Exercise		Intrinsic
	Options			Price		Value (1)		Options			Price		Value (1)

Outstanding, beginning of year		5,513,000		$	0.49				5,558,000		$	0.58
Granted		2,360,000		$	0.60				140,000		$	0.67
Exercised		(114,250	)	$	0.26				(185,000	)	$	0.45
Expired		(2,360,000	)	$	0.77				-			-
Forfeited		(8,750	)	$	0.20				-			-
Outstanding, end of year		5,390,000		$	0.42	$	1,034,000		5,513,000		$	0.49	$	718,000
Exercisable, end of year		3,227,500		$	0.34	$	899,000		4,718,000		$	0.53	$	506,000

(1) Intrinsic value based upon December 31, 2022 and 2021 price of a share of Solitario common stock as quoted on the NYSE American exchange of $0.62 and $0.50, respectively, per share.

XML 26 R17.htm IDEA: XBRL DOCUMENT

Shareholders Equity

12 Months Ended

Dec. 31, 2022

Shareholders Equity

Shareholders' Equity

11. Shareholders’ Equity

At the Market Offering Agreement

2021 Equity Offering

Share Repurchase Program

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

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Subsequent Events

12 Months Ended

Dec. 31, 2022

Subsequent Events

Subsequent Events

13. Subsequent Events

XML 28 R19.htm IDEA: XBRL DOCUMENT

Business and Significant Accounting Policies (Policies)	12 Months Ended
Business and Significant Accounting Policies (Policies)	Dec. 31, 2022
Business and Summary of Significant Accounting Policies
Business And Company Formation	Solitario Zinc Corp. (“Solitario,” or the “Company”) is an exploration stage company as defined by rules issued by the United States Securities and Exchange Commission (the “SEC”). Solitario was incorporated in the state of Colorado on November 15, 1984 as a wholly-owned subsidiary of Crown Resources Corporation ("Crown"). In July 1994, Solitario became a publicly traded company on the Toronto Stock Exchange (the "TSX") through its initial public offering. Solitario has been actively involved in mineral exploration since 1993. Solitario’s primary business is to acquire exploration mineral properties or royalties and/or discover economic deposits on its mineral properties and advance these deposits, either on its own or through joint ventures, up to the development stage. At that point, or sometime prior to that point, Solitario would likely attempt to sell its mineral properties, pursue their development either on its own or through a joint venture with a partner that has expertise in mining operations, or create a royalty with a third party that continues to advance the property. Solitario is primarily focused on the acquisition and exploration of precious metal, zinc and other base metal exploration mineral properties. In addition to focusing on its mineral exploration properties and the evaluation of mineral properties for acquisition, Solitario also evaluates potential strategic transactions for the acquisition of new precious and base metal properties and assets with exploration potential or business combinations that Solitario determines to be favorable to Solitario. Solitario has recorded revenue in the past from the sale of mineral properties. Revenues and / or proceeds from the sale or joint venture of properties or assets have not been a consistent annual source of cash and would only occur in the future, if at all, on an infrequent basis. Solitario currently considers its carried interest in the Florida Canyon project in Peru, its interest in the Lik project in Alaska and its interest in the Golden Crest project in South Dakota to be its core mineral property assets. Nexa Resources, Ltd. (“Nexa”), Solitario’s joint venture partner, is continuing the exploration and furtherance of the Florida Canyon project and Solitario is monitoring progress at Florida Canyon. Solitario is working with its 50% joint venture partner, Teck American Incorporated, a wholly owned subsidiary of Teck Resources Limited (both companies are referred to as “Teck”), in the Lik deposit to further the exploration of the Lik project, and to evaluate potential development plans for the Lik project. Solitario is conducting mineral exploration of its Golden Crest project on its own. As of December 31, 2022 and 2021, Solitario has balances of cash and short-term investments that Solitario anticipates using, in part, to further the development of the Florida Canyon project, the Lik project and the Golden Crest project and to potentially acquire additional mineral property assets. The fluctuations in precious metal and other commodity prices have contributed to a challenging environment for mineral exploration and development, which has created opportunities as well as challenges for the potential acquisition of early-stage and advanced mineral exploration projects or other related assets at potentially attractive terms.
Financial Reporting	The consolidated financial statements include the accounts of Solitario and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("generally accepted accounting principles") and are expressed in US dollars.
Revenue recognition	Solitario has recorded revenue from the sale of exploration mineral properties and joint venture property payments. Solitario’s policy is to recognize revenue from the sale of its exploration mineral properties (those without reserves) on a property-by-property basis, computed as the cash received and / or collectable receivables less any capitalized cost. Payments received for the sale of exploration property interests that are less than the properties cost are recorded as a reduction of the related property's capitalized cost. In addition, Solitario’s policy is to recognize revenue on any receipts of joint venture property payments in excess of its capitalized costs on a property that Solitario may lease to another mining company. Solitario has not recognized any revenue during 2022 or 2021. Solitario expects any property sales in the future to be on an infrequent basis. Solitario last recognized revenue in 2019 from the sale of certain royalties and in 2018 from the sale of its royalty in the Yanacocha property. Solitario does not expect to record joint venture property payments on any of its currently held properties for the foreseeable future. Historically, Solitario’s revenues have been infrequent and significant individual transactions have only been from sales to well known or vetted mining companies. Solitario has never had a return on any of its sales recorded as revenue in its history and does not anticipate it will recognize any estimated returns on any potential future recorded revenues.
Use of estimates	The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Some of the more significant estimates included in the preparation of Solitario's financial statements pertain to: (i) the recoverability of its investment in mineral properties related to its mineral exploration properties and their future exploration potential; (ii) the fair value of stock option grants to employees; (iii) the ability of Solitario to realize its deferred tax assets; and (iv) Solitario's investment in marketable equity securities. In performing its activities, Solitario has incurred certain costs for mineral properties. The recovery of these costs is ultimately dependent upon the sale of mineral property interests or the development of economically recoverable mineral reserves and the ability of Solitario to obtain the necessary permits and financing to successfully place the properties into production, and upon future profitable operations, none of which is assured.
Cash and cash equivalents	Cash equivalents include investments in highly liquid money-market securities with original maturities of three months or less when purchased. At December 31, 2022, approximately $293,000 of Solitario’s cash and cash equivalents are held in brokerage accounts and foreign banks, which are not covered under the Federal Deposit Insurance Corporation (“FDIC”) rules for the United States.
Short-term Investments	At December 31, 2022, Solitario has United States Treasury securities (“USTS”) with maturities of 15 days to one year, recorded at their fair value of $3,951,000 compared to USTS recorded at their fair value of $4,236,000 at December 31, 2021. At December 31, 2021, Solitario also held FDIC insured bank certificates of deposit (“CD’s”) with face values between $100,000 and $250,000 and maturities of three months to one year, which are recorded at their fair value of $851,000. Solitario’s short-term investments are recorded at their fair value based upon quoted market prices. During the year ended December 31, 2022 and 2021 the non-cash decrease in the fair value of its short-term investments, due primarily to changes in interest rates on held securities, was $108,000 and $102,000, respectively. The short-term investments are highly liquid and may be sold in their entirety at any time at their quoted market price and are classified as a current asset.
Mineral properties	Solitario expenses all exploration costs incurred on its mineral properties prior to the establishment of proven and probable reserves through the completion of a feasibility study. Initial acquisition costs of its mineral properties are capitalized. Solitario regularly performs evaluations of its investment in mineral properties to assess the recoverability and/or the residual value of its investments in these assets. All long-lived assets are reviewed for impairment whenever events or circumstances change which indicate the carrying amount of an asset may not be recoverable, utilizing established guidelines based upon undiscounted future net cash flows from the asset or upon the determination that certain exploration properties do not have sufficient potential for economic mineralization.
Derivative instruments	Solitario accounts for its derivative instruments in accordance with ASC 815, "Accounting for Derivative Instruments and Hedging Activities" (“ASC 815”). During 2019, Solitario acquired certain Vendetta Mining Corp. (“Vendetta”) units, which included Vendetta Warrants (defined below). Changes in fair value of the Vendetta Warrants are recognized in the statements of operations in the period of change as gain or loss on derivative instruments. Solitario has entered into covered calls from time to time on its investment in Kinross Gold Corporation (“Kinross”) marketable equity securities. Solitario has not designated its covered calls as hedging instruments and any changes in the fair value of the covered calls are recognized in the statements of operations in the period of the change as gain or loss on derivative instruments.
Fair value	Financial Accounting Standards Board ASC 820, “Fair Value Measurements and Disclosures” (“ASC 820”) establishes a framework for measuring fair value and requires enhanced disclosures about fair value measurements. ASC 820 clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Solitario's short-term investments in USTS and CD’s, its marketable equity securities and any covered call options against those marketable equity securities are carried at their estimated fair value based on quoted market prices. See Note 8, “Fair Value of Financial Instruments,” below.
Marketable equity securities	Solitario's investments in marketable equity securities are carried at fair value, which is based upon quoted prices of the securities owned. Solitario records investments in marketable equity securities for investments in publicly traded marketable equity securities for which it does not exercise significant control and where Solitario has no representation on the board of directors of those companies and exercises no control over the management of those companies. The cost and realized gain or loss on marketable equity securities sold is determined by the specific identification method. Changes in fair value on Solitario’s holdings of marketable equity securities are recorded as unrealized gain or loss in the consolidated statement of operations.
Foreign exchange	The United States dollar is the functional currency for all of Solitario's foreign subsidiaries. Although Solitario's South American exploration activities during 2022 and 2021 were conducted primarily in Peru, a portion of the payments for the land, leasehold and exploration agreements as well as certain exploration activities are denominated in United States dollars. Inter-company funding is transacted in United States dollars. Foreign currency gains and losses are included in the results of operations in the period in which they occur.
Income taxes	Solitario accounts for income taxes in accordance with ASC 740, “Accounting for Income Taxes” (“ASC 740”). Under ASC 740, income taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related to certain income and expenses recognized in different periods for financial and income tax reporting purposes. Deferred tax assets and liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes are also recognized for operating losses and tax credits that are available to offset future taxable income and income taxes, respectively. A valuation allowance is provided if it is more likely than not that some portion or all of the deferred tax assets will not be realized.
Accounting for uncertainty in income taxes	ASC 740 clarifies the accounting for uncertainty in income taxes recognized in a company's financial statements. ASC 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. ASC 740 provides that a company's tax position will be considered settled if the taxing authority has completed its examination, the company does not plan to appeal, and it is remote that the taxing authority would reexamine the tax position in the future. These provisions of ASC 740 had no effect on Solitario's financial position or results of operations. See Note 6, “Income Taxes,” below.
Earnings Per Share	The calculation of basic and diluted earnings (loss) per share is based on the weighted average number of shares of common stock outstanding during the years ended December 31, 2022 and 2021. Potentially dilutive shares, consisting of outstanding common stock options of 5,390,000 and 5,513,000, respectively, exercisable for Solitario common shares were excluded from the calculation of diluted loss per share for the year ended December 31, 2022 and 2021 because the effects were anti-dilutive.
Employee stock compensation and incentive plans	Solitario classifies all of its stock options as equity options in accordance with the provisions of ASC 718, “Compensation – Stock Compensation.” See Note 10, “Employee Stock Compensation Plans,” below.
Risk And Uncertainties	Solitario faces risks related to health epidemics and other outbreaks of communicable diseases, which could significantly disrupt its operations and may materially and adversely affect its business and financial conditions. Solitario’s business still could be adversely impacted by the effects of the coronavirus (“COVID-19”) or other epidemics or pandemics. Solitario continues to evaluate the effects of COVID-19 on its operations and at times during the pandemic has taken pro-active steps to address the impacts on its operations, including at times reducing costs, in response to the economic uncertainty associated with potential risks from COVID-19. These prior cost reductions included implementing salary reductions and evaluating and reducing certain planned 2021 exploration programs through its joint venture partners at the Florida Canyon and Lik exploration projects. Certain of Solitario’s joint venture partners have, from time to time, modified plans with respect to the projects in which Solitario holds an interest in response to the COVID-19 pandemic. Also, Solitairo has evaluated the potential impacts on its ability to access future traditional funding sources on the same or reasonably similar terms as in past periods. Solitario will continue to monitor the effects of COVID-19 on its operations, financial condition, and liquidity. However, the extent to which COVID-19 ultimately impacts Solitario’s business, including its exploration and other activities and the market for its securities, will depend on future developments, which are highly uncertain and cannot be predicted at this time, and include the duration, severity and scope of any new outbreak and the actions taken to contain or treat the COVID-19 pandemic.

XML 29 R20.htm IDEA: XBRL DOCUMENT

Mineral Property (Tables)

12 Months Ended

Dec. 31, 2022

Mineral Properties

Investment in mineral property

(in thousands)	December 31,
	2022		2021
Exploration
Lik project (Alaska – US)	$	15,611	$	15,611
Golden Crest (South Dakota – US)		1,035		695
Total exploration mineral property	$	16,646	$	16,306

Exploration expense

	For the year ended December 31,
(in thousands)	2022		2021
Geologic and field expenses	$	2,121	$	1,092
Administrative		162		106
Total exploration expense	$	2,283	$	1,198

XML 30 R21.htm IDEA: XBRL DOCUMENT

Marketable Equity Securities (Tables)

12 Months Ended

Dec. 31, 2022

Marketable Equity Securities

Marketable equity securities

	Year ended December 31, 2022				Year ended December 31, 2021
	shares		Fair value (000’s)		shares		Fair value (000’s)
Kinross Gold Corp		100,000	$	409		100,000	$	581
Vendetta Mining Corp.		7,750,000		229		9,000,000		356
Vox Royalty Corp.		134,055		311		134,055		370
Highland Silver Corp.		200,000		-		-		-
Total			$	949			$	1,307

Marketable securities and adjustment to fair value

(in thousands)	Year ended December 31,
	2022			2021
Marketable equity securities at cost	$	1,440		$	1,704
Cumulative unrealized loss on marketable equity securities		(491	)		(397	)
Marketable equity securities at fair value	$	949		$	1,307

Changes in marketable securities

(in thousands)	Year ended December 31,
	2022			2021
Cost of marketable equity securities sold	$	264		$	395
Realized loss on marketable equity securities sold		(201	)		(248	)
Proceeds from the sale of marketable equity securities sold		(63	)		(147	)
Net loss on marketable equity securities		(295	)		(166	)
Additions to marketable equity securities		-			-
Change in marketable equity securities at fair value	$	(358	)	$	(313	)

Realized and unrealized gain (loss) on marketable equity securities

(in thousands)	Year ended December 31,
	2022			2021
Unrealized (loss) gain on marketable equity securities	$	(94	)	$	82
Realized loss on marketable equity securities sold		(201	)		(248	)
Net loss on marketable equity securities	$	(295	)	$	(166	)

XML 31 R22.htm IDEA: XBRL DOCUMENT

Operating Lease (Tables)

12 Months Ended

Dec. 31, 2022

Operating Lease

Supplemental cash flow for operating lease

(in thousands)	Year ended December 31, 2022		Year ended December 31, 2021

Cash paid for amounts included in the measurement of lease liabilities
Operating cash outflows from WR Lease payments	$	39	$	39
Non-cash amounts related to the WR lease
Right of use assets recorded in exchange for new operating lease liabilities	$	-	$	99

XML 32 R23.htm IDEA: XBRL DOCUMENT

Other Assets (Tables)

12 Months Ended

Dec. 31, 2022

Other Assets

Other assets

(in thousands)	December 31,
	2022		2021
Furniture and fixtures, net of accumulated depreciation	$	97	$	65
Lik project equipment, net of accumulated depreciation		-		10
Office lease asset		33		72
Vendetta warrants		-		3
Exploration bonds and other assets		4		4
Total other assets	$	134	$	154

XML 33 R24.htm IDEA: XBRL DOCUMENT

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Taxes

Deferred tax assets and liabilities

(in thousands)	2022			2021
Deferred tax assets:
Loss carryovers	$	11,652		$	12,148
Investment in Mineral Property		1,669			1,669
Capitalized Exploration Costs		778			418
Stock option compensation expense		152			309
Unrealized loss on derivative securities		121			98
Other		65			91
Unrealized loss on short-term investments		20			-
Lease Liability		9			18
Valuation allowance		(14,309	)		(14,561	)
Total deferred tax assets		157			190
Deferred tax liabilities:
Unrealized gains on marketable equity securities		149			173
Lease Asset		8			17
Total deferred tax liabilities		157			190
Net deferred tax liabilities	$	-		$	-

Income tax from continuing operations

(in thousands)	2022			2021
Expected income tax benefit	$	(825	)	$	(497	)
Equity based compensation		238			4
Foreign tax rate differences		(3	)		(12	)
State income tax		(166	)		(98	)
Expiration of Capital Loss and Foreign Tax Credit Carryovers		18			1,385
Adjustment to Deferred Taxes		11			(82	)
Foreign currency exchange		968			(32	)
Change in valuation allowance		(251	)		(489	)
Change in Tax Rates		13			(194	)
Permanent differences and other		(3	)		15
Income tax (benefit) expense	$	-		$	-

XML 34 R25.htm IDEA: XBRL DOCUMENT

Fair Value of Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2022

Fair Value of Financial Instruments

Financial assets and liabilities measured at fair value

(in thousands)	Level 1		Level 2		Level 3		Total
Assets
Short-term investments	$	3,951	$	-	$	-	$	3,951
Marketable equity securities	$	949	$	-	$	-	$	949

(in thousands)	Level 1		Level 2		Level 3		Total
Assets
Short-term investments	$	5,087	$	-	$	-	$	5,087
Marketable equity securities	$	1,307	$	-	$	-	$	1,307
Vendetta Warrants	$	-	$	3	$	-	$	3

XML 35 R26.htm IDEA: XBRL DOCUMENT

Employee Stock Compensation Plans (Tables)

12 Months Ended

Dec. 31, 2022

Employee Stock Compensation Plans

Stock option grant assumptions

Grant Date	9/8/22 (1)			5/5/21 (1)			6/10/21 (1)
Option – grant date price	$	0.60		$	0.67		$	0.69
Options granted		2,360,000			90,000			50,000
Expected life years		5.0			5.0			5.0
Expected volatility		73	%		76	%		76	%
Risk free interest rate		3.4	%		0.9	%		0.9	%
Weighted average fair value	$	0.37		$	0.41		$	0.41
Grant date fair value	$	876,000		$	37,000		$	20,000

Stock option activity

	2022							2021
				Weighted							Weighted
				Average		Aggregate					Average		Aggregate
	RSUs/			Exercise		Intrinsic		RSUs/			Exercise		Intrinsic
	Options			Price		Value (1)		Options			Price		Value (1)

Outstanding, beginning of year		5,513,000		$	0.49				5,558,000		$	0.58
Granted		2,360,000		$	0.60				140,000		$	0.67
Exercised		(114,250	)	$	0.26				(185,000	)	$	0.45
Expired		(2,360,000	)	$	0.77				-			-
Forfeited		(8,750	)	$	0.20				-			-
Outstanding, end of year		5,390,000		$	0.42	$	1,034,000		5,513,000		$	0.49	$	718,000
Exercisable, end of year		3,227,500		$	0.34	$	899,000		4,718,000		$	0.53	$	506,000

XML 36 R27.htm IDEA: XBRL DOCUMENT

Business and Summary of Significant Accounting Policies (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Business and Summary of Significant Accounting Policies
Joint Venture Partner	50.00%
Cash And Cash Equivalents Held In Brokerage Accounts And Foreign Banks	$ 293,000
Maturities Period Of Current Assets In United States Treasury Securities	15 days to one year
Certificates Of Deposit, Face Value	$ 250,000	$ 100,000
Certificates Of Deposit, Fair Value	$ 3,951,000	$ 4,236,000
Potentially Dilutive Shares Related To Outstanding Common Stock Options	5,390,000	5,513,000
Maturity of short term investment	maturities of three months to one year, which are recorded at their fair value of $851,000
Changes in interest rates on held securities	$ 108,000	$ 102,000

XML 37 R28.htm IDEA: XBRL DOCUMENT

Mineral Properties (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Mineral Properties	$ 16,646	$ 16,306
Lik project (Alaska - US)
Mineral Properties	15,611	15,611
Golden Crest (South Dakota - US)
Mineral Properties	$ 1,035	$ 695

XML 38 R29.htm IDEA: XBRL DOCUMENT

Mineral Properties (Details 1) - USD ($) $ in Thousands	12 Months Ended
Mineral Properties (Details 1) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Mineral Properties
Geologic And Field Expenses	$ 2,121	$ 1,092
Administrative	162	106
Total Exploration Costs	$ 2,283	$ 1,198

XML 39 R30.htm IDEA: XBRL DOCUMENT

Mineral Property (Details Narrative) - USD ($)	1 Months Ended		12 Months Ended
Mineral Property (Details Narrative) - USD ($)	May 27, 2021	Jul. 31, 2017	Dec. 31, 2022	Dec. 31, 2021
Asset retirement obligation			$ 125,000
GC Claims			$ 3,000,000
Mineral property impairment				$ 17,000
Return royalty rate			2.00%
Reduce return royalty rate			100.00%
Exploration expenditures			$ 200,000
Payment			1,000,000
Golden Crest Agreement
Sale of Vox Mining Corp., amount	$ 1,500,000
Resource amount	1,500,000
Payment of underlying owner	65,000
Obligation to pay the underlying owner	60,000
Initial acquisition cost	125,000
Totaling underlying owner annual payments	340,000
Annual payments	$ 150,000
Staking, initial filing fees, legal and other costs			$ 1,035,000	$ 695,000
Per share	$ 1.00
Lik Property [Member]
Initial acquisition cost		$ 15,611,000

XML 40 R31.htm IDEA: XBRL DOCUMENT

Marketable Equity Securities (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Marketable equity securities at fair value	$ 949,000	$ 1,307,000
Vendetta Mining Corp. [Member]
Marketable equity securities at fair value	$ 229,000	$ 356,000
Shares	7,750,000	9,000,000
Vox Royalty Corp. [Member]
Marketable equity securities at fair value	$ 311,000	$ 370,000
Shares	134,055	134,055
Highland Silver Corp [Member]
Marketable equity securities at fair value	$ 0	$ 0
Shares	200,000	0
Lik project (Alaska - US)
Marketable equity securities at fair value	$ 409,000	$ 581,000
Shares	100,000	100,000

XML 41 R32.htm IDEA: XBRL DOCUMENT

Marketable Equity Securities (Details 1) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Marketable Equity Securities
Marketable equity securities at cost	$ 1,440	$ 1,704
Cumulative unrealized loss on marketable equity securities	491	397
Marketable equity securities at fair value	$ 949	$ 1,307

XML 42 R33.htm IDEA: XBRL DOCUMENT

Marketable Equity Securities (Details 2) - USD ($)	12 Months Ended
Marketable Equity Securities (Details 2) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Marketable Equity Securities
Cost of marketable equity securities sold	$ 264,000	$ 395,000
Realized (loss) gain on marketable equity securities sold	(201,000)	(248,000)
Proceeds from the sale of marketable equity securities sold	63,000	147,000
Net (loss) gain on marketable equity securities	(295,000)	(166,000)
Additions to marketable equity securities	0	0
Change in marketable equity securities at fair value	$ (358,000)	$ (313,000)

XML 43 R34.htm IDEA: XBRL DOCUMENT

Marketable Equity Securities (Details 3) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Marketable Equity Securities
Unrealized (loss) gain on marketable securities	$ (94)	$ 82
Realized (loss) gain on marketable equity securities sold	(201)	(248)
Net (loss) gain on marketable securities	$ (295)	$ (166)

XML 44 R35.htm IDEA: XBRL DOCUMENT

Marketable Equity Securities (Details Narrative) - USD ($)	7 Months Ended	12 Months Ended
	Jul. 31, 2019	Dec. 31, 2022	Dec. 31, 2021
Cash		$ 20,000
Sale of Common Stock		200,000
Purchased Vendetta units	3,450,000
Vendetta units for aggregate consideration	$ 233,000
purchase price, Per unit	$ 0.13
Other income		$ 20,000
Charged loss on derivative instruments		$ 4,000	$ 46,000
Vendetta Mining Corp. [Member]
Sale of Vox Mining Corp., shares		1,250,000	2,550,000
Sale of Vox Mining Corp., amount		$ 63,000	$ 112,000
(Loss) gain on sale		$ 201,000	$ 269,000
Vox Royalty Corp. [Member]
Sale of Vox Mining Corp., shares		3,200
Sale of Vox Mining Corp., amount		$ 8,000
(Loss) gain on sale		$ 2,000
TNR Gold Corp.[Member]
Sale of Vox Mining Corp., shares		430,000
Sale of Vox Mining Corp., amount		$ 27,000
(Loss) gain on sale		$ 19,000

XML 45 R36.htm IDEA: XBRL DOCUMENT

Operating Leases (Details) - USD ($)	12 Months Ended
Operating Leases (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Operating Lease
Operating cash outflows from WR Lease payments	$ 39,000	$ 39,000
Leased assets recorded in exchange for new operating lease liabilities	$ 0	$ 99,000

XML 46 R37.htm IDEA: XBRL DOCUMENT

Operating Leases (Details Narrative) - USD ($)	12 Months Ended
Operating Leases (Details Narrative) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Non-cash lease amortization of right of use lease asset expense recognized	$ 40,000	$ 40,000
Discount rate	5.00%
Cash lease payments	$ 39,000	39,000
Imputed interest	3,000	4,000
Remaining cash payments	$ 36,000
WR Lease [Member]
Net increased asset and liability		$ 99,000
Operating lease term in months	10 years

XML 47 R38.htm IDEA: XBRL DOCUMENT

Other Assets (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Other assets	$ 134,000	$ 154,000
Vendetta Warrants [Member]
Other assets	0	3,000
Furniture and Fixtures [Member]
Other assets	97,000	65,000
Lik Project Equipment [Member]
Other assets	0	10,000
Office Lease Asset [Member]
Other assets	33,000	72,000
Exploration Bonds and Other Assets [Member]
Other assets	$ 4,000	$ 4,000

XML 48 R39.htm IDEA: XBRL DOCUMENT

Income Taxes (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Loss carryovers	$ 11,652,000	$ 12,148,000
Investment in mineral property	1,669,000	1,669,000
Capitalized exploration costs	778,000	418,000
Stock option compensation expense	152,000	309,000
Unrealized loss on derivative securities	121,000	98,000
Other	65,000	91,000
Unrealized loss on short-term investments	20,000	0
Lease liability	9,000	18,000
Valuation allowance	(14,309,000)	(14,561,000)
Total deferred tax assets	157,000	190,000
Deferred tax liabilities:
Unrealized gains on marketable equity securities	149,000	173,000
Lease asset	8,000	17,000
Total deferred tax liabilities	157,000	190,000
Net deferred tax liabilities	$ 0	$ 0

XML 49 R40.htm IDEA: XBRL DOCUMENT

Income Taxes (Details 1) - USD ($)	12 Months Ended
Income Taxes (Details 1) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Income Taxes
Expected income tax benefit	$ (825,000)	$ (497,000)
Equity based compensation	238,000	4,000
Foreign tax rate differences	(3,000)	(12,000)
State income tax	(166,000)	(98,000)
Expiration of capital loss carryovers	18,000	1,385,000
Adjustment to deferred taxes	11,000	(82,000)
Foreign currency exchange	968,000	32,000
Change in valuation allowance	(251,000)	(489,000)
Changes in tax rate	13,000	(194,000)
Permanent differences and other	(3,000)	15,000
Income tax (benefit) expense	$ 0	$ 0

XML 50 R41.htm IDEA: XBRL DOCUMENT

Income Taxes (Details Narrative) - USD ($)	12 Months Ended
Income Taxes (Details Narrative) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Consolidated loss before income taxes	$ 37,000	$ 136,000
Federal
Net operating loss carryovers	22,905,000
Unused capital loss carryovers	380,000
State
Net operating loss carryovers	24,811,000
Unused capital loss carryovers	380,000
Canada
Net operating loss carryovers	$ 9,294,000

XML 51 R42.htm IDEA: XBRL DOCUMENT

Derivative Instruments (Details Narrative)	12 Months Ended
Derivative Instruments (Details Narrative)	Dec. 31, 2021 USD ($)
Kinross Calls [Member]
Proceeds from sale of covered calls	$ 8,000

XML 52 R43.htm IDEA: XBRL DOCUMENT

Fair Value of Financial Instruments (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Assets
Marketable equity securities	$ 949,000	$ 1,307,000
Short-term investments	3,951,000	5,087,000
Vendetta warrants		3
Level 1
Assets
Marketable equity securities	949,000	1,307,000
Short-term investments	3,951,000	5,087,000
Vendetta warrants		0
Level 2
Assets
Marketable equity securities	0	0
Short-term investments	0	0
Vendetta warrants		3,000
Level 3
Assets
Marketable equity securities	0	0
Short-term investments	$ 0	0
Vendetta warrants		$ 0

XML 53 R44.htm IDEA: XBRL DOCUMENT

Commitments and contingencies (Details Narrative)	12 Months Ended
Commitments and contingencies (Details Narrative)	Dec. 31, 2022 USD ($)
Other Assets
Lease and option payments for properties Solitario owns	$ 1,274,000
Rent paid	$ 419,000

XML 54 R45.htm IDEA: XBRL DOCUMENT

Employee Stock Compensation Plans (Details) - USD ($)	12 Months Ended
Employee Stock Compensation Plans (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Options granted	2,360,000	140,000
2013 Plan \| 6/10/21
Option - grant date price		$ 0.69
Options granted		50,000
Expected life years		5 years
Expected volatility		76.00%
Risk free interest rate		0.90%
Weighted average fair value		$ 0.41
Grant date fair value		$ 20,000
9/8/22 \| 2013 Plan
Option - grant date price	$ 0.60
Options granted	2,360,000
Expected life years	5 years
Expected volatility	73.00%
Risk free interest rate	3.40%
Weighted average fair value	$ 0.37
Grant date fair value	$ 876,000
5/5/21 \| 2013 Plan
Option - grant date price		$ 0.67
Options granted		90,000
Expected life years		5 years
Expected volatility		76.00%
Risk free interest rate		0.90%
Weighted average fair value		$ 0.41
Grant date fair value		$ 37,000

XML 55 R46.htm IDEA: XBRL DOCUMENT

Employee Stock Compensation Plans (Details 1) - USD ($)	12 Months Ended
Employee Stock Compensation Plans (Details 1) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Employee Stock Compensation Plans
Number of options outstanding, beginning	5,513,000	5,558,000
Number of options granted	2,360,000	140,000
Number of options exercised	(114,250)	(185,000)
Number of options expired	(2,360,000)	0
Number of options forfeited	(8,750)	0
Number of options outstanding, ending	5,390,000	5,513,000
Number of options exercisable, ending	3,227,500	4,718,000
Weighted average exercise price outstanding, beginning	$ 0.49	$ 0.58
Weighted average exercise price granted	0.60	0.67
Weighted average exercise price exercised	0.26	0.45
Weighted average exercise price expired	0.77	0
Weighted average exercise price forfeited	0.20	0
Weighted average exercise price outstanding, ending	0.42	0.49
Weighted average exercise price exercisable, ending	$ 0.34	$ 0.53
Aggregate intrinsic value outstanding	$ 1,034,000	$ 718,000
Aggregate intrinsic value exercisable	$ 899,000	$ 506,000

XML 56 R47.htm IDEA: XBRL DOCUMENT

Employee Stock Compensation Plans (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Jun. 18, 2013
Unrecognized stock option compensation cost related to non-vested options		$ 618,000
Unrecognized stock option compensation cost related to non-vested options, period of recognition	31 years
Proceeds from stock options exercised	$ 30,000	83,000
Employee stock option expense	$ 338,000	$ 124,000
2013 Plan
Common stock, capital shares reserved for future issuance			5,750,000
2013 Plan \| Stock Option
Award vesting rights on grant date, percentage	25.00%
Award vesting rights, percentage	25.00%
Stock option exercised in period, shares	114,250	185,000
Proceeds from stock options exercised	$ 30,000	$ 83,000
Aggregate intrinsic value per share	$ 0.62	$ 0.50
Employee stock option expense	$ 338,000	$ 124,000

XML 57 R48.htm IDEA: XBRL DOCUMENT

Shareholders Equity (Details Narrative) - USD ($)		12 Months Ended
Shareholders Equity (Details Narrative) - USD ($)	Feb. 02, 2021	Dec. 31, 2022	Dec. 31, 2021
Sale of shares of common stock		3,100,000
Sale per share		$ 0.50
Net proceeds		$ 1,542,000
Purchase Share		50,000
Additional paid-in-capital		$ 74,886,000	$ 72,523,000
Share Repurchase Program [Member]
Purchase repurchase			994,000
Purchase repurchase amount			$ 467,000
ATM Agreement [Member]
Additional paid-in-capital			$ 144,000
Issuance of shares - ATM, net, shares		2,650,724	643,033
Proceeds from sales of shares	$ 9,000,000.0
Commission rate	3.00%
Average price		$ 0.79	$ 0.68
Net proceeds, after commissions and sale expenses		$ 2,023,000	$ 299,000

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10-K/A true 2022-12-31 001-32978 SOLITARIO ZINC CORP. CO 84-1285791 4251 Kipling St. Suite 390 Wheat Ridge CO 80033 303 534-1030 Common Stock, $0.01 par value XPL NYSEAMER No Yes Yes Yes Non-accelerated Filer true false false false 33511000 64801373 This Amendment No. 1 on Form 10-K/A (this “Amendment”) to the Annual Report on Form 10-K of Solitario Zinc Corp. (the “Company”) for the fiscal year ended December 31, 2022, initially filed with the Securities and Exchange Commission (the “SEC”) on March 15, 2023 (the “Original Filing”), is being filed to correct an administrative error in the Original Filing. The Original Filing included a typographical error in the conformed signature of Plante & Moran, PLLC on the Report of Independent Registered Public Accounting Firm (the “Audit Report”). Solitario had received the manually signed Audit Report from Plante & Moran, PLLC prior to filing the Original Filing. This Amendment is being filed solely to change “/s/ Plante & Moran, LLLC” to “/s/ Plante & Moran, PLLC” in the signature line to the Audit Report. This Amendment includes Item 8, “Financial Statements and Supplementary Data” in its entirety and without change from the Original Filing other than the addition of the conformed signature of Plante & Moran, PLLC on the Audit Report. In addition, pursuant to the rules of the SEC, the exhibit list included in Item 15 of Part IV of the Original Filing has been amended to contain currently dated certifications from the Company’s Chief Executive Officer and Chief Financial Officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002. The certifications of the Company’s Chief Executive Officer and Chief Financial Officer are filed as exhibits to this Amendment. Except for the foregoing amended information, this Amendment does not amend or update any other information contained in the Original Filing. Therefore, this Amendment should be read together with other documents that the Company has filed with the SEC subsequent to the filing of the Original Filing. Information in such reports and documents updates and supersedes certain information contained in the Original Filing. 166 Plante & Moran, PLLC Denver, Colorado

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1. Business and Summary of Significant Accounting Policies Business and company formation Solitario Zinc Corp. (“Solitario,” or the “Company”) is an exploration stage company as defined by rules issued by the United States Securities and Exchange Commission (the “SEC”). Solitario was incorporated in the state of Colorado on November 15, 1984 as a wholly-owned subsidiary of Crown Resources Corporation ("Crown"). In July 1994, Solitario became a publicly traded company on the Toronto Stock Exchange (the "TSX") through its initial public offering. Solitario has been actively involved in mineral exploration since 1993. Solitario’s primary business is to acquire exploration mineral properties or royalties and/or discover economic deposits on its mineral properties and advance these deposits, either on its own or through joint ventures, up to the development stage. At that point, or sometime prior to that point, Solitario would likely attempt to sell its mineral properties, pursue their development either on its own or through a joint venture with a partner that has expertise in mining operations, or create a royalty with a third party that continues to advance the property. Solitario is primarily focused on the acquisition and exploration of precious metal, zinc and other base metal exploration mineral properties. In addition to focusing on its mineral exploration properties and the evaluation of mineral properties for acquisition, Solitario also evaluates potential strategic transactions for the acquisition of new precious and base metal properties and assets with exploration potential or business combinations that Solitario determines to be favorable to Solitario. Solitario has recorded revenue in the past from the sale of mineral properties. Revenues and / or proceeds from the sale or joint venture of properties or assets have not been a consistent annual source of cash and would only occur in the future, if at all, on an infrequent basis. Solitario currently considers its carried interest in the Florida Canyon project in Peru, its interest in the Lik project in Alaska and its interest in the Golden Crest project in South Dakota to be its core mineral property assets. Nexa Resources, Ltd. (“Nexa”), Solitario’s joint venture partner, is continuing the exploration and furtherance of the Florida Canyon project and Solitario is monitoring progress at Florida Canyon. Solitario is working with its 50% joint venture partner, Teck American Incorporated, a wholly owned subsidiary of Teck Resources Limited (both companies are referred to as “Teck”), in the Lik deposit to further the exploration of the Lik project, and to evaluate potential development plans for the Lik project. Solitario is conducting mineral exploration of its Golden Crest project on its own. As of December 31, 2022 and 2021, Solitario has balances of cash and short-term investments that Solitario anticipates using, in part, to further the development of the Florida Canyon project, the Lik project and the Golden Crest project and to potentially acquire additional mineral property assets. The fluctuations in precious metal and other commodity prices have contributed to a challenging environment for mineral exploration and development, which has created opportunities as well as challenges for the potential acquisition of early-stage and advanced mineral exploration projects or other related assets at potentially attractive terms. Financial reporting The consolidated financial statements include the accounts of Solitario and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("generally accepted accounting principles") and are expressed in US dollars. Revenue recognition Solitario has recorded revenue from the sale of exploration mineral properties and joint venture property payments. Solitario’s policy is to recognize revenue from the sale of its exploration mineral properties (those without reserves) on a property-by-property basis, computed as the cash received and / or collectable receivables less any capitalized cost. Payments received for the sale of exploration property interests that are less than the properties cost are recorded as a reduction of the related property's capitalized cost. In addition, Solitario’s policy is to recognize revenue on any receipts of joint venture property payments in excess of its capitalized costs on a property that Solitario may lease to another mining company. Solitario has not recognized any revenue during 2022 or 2021. Solitario expects any property sales in the future to be on an infrequent basis. Solitario last recognized revenue in 2019 from the sale of certain royalties and in 2018 from the sale of its royalty in the Yanacocha property. Solitario does not expect to record joint venture property payments on any of its currently held properties for the foreseeable future. Historically, Solitario’s revenues have been infrequent and significant individual transactions have only been from sales to well known or vetted mining companies. Solitario has never had a return on any of its sales recorded as revenue in its history and does not anticipate it will recognize any estimated returns on any potential future recorded revenues. Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Some of the more significant estimates included in the preparation of Solitario's financial statements pertain to: (i) the recoverability of its investment in mineral properties related to its mineral exploration properties and their future exploration potential; (ii) the fair value of stock option grants to employees; (iii) the ability of Solitario to realize its deferred tax assets; and (iv) Solitario's investment in marketable equity securities. In performing its activities, Solitario has incurred certain costs for mineral properties. The recovery of these costs is ultimately dependent upon the sale of mineral property interests or the development of economically recoverable mineral reserves and the ability of Solitario to obtain the necessary permits and financing to successfully place the properties into production, and upon future profitable operations, none of which is assured. Cash and cash equivalents Cash equivalents include investments in highly liquid money-market securities with original maturities of three months or less when purchased. At December 31, 2022, approximately $293,000 of Solitario’s cash and cash equivalents are held in brokerage accounts and foreign banks, which are not covered under the Federal Deposit Insurance Corporation (“FDIC”) rules for the United States. Short-term investments At December 31, 2022, Solitario has United States Treasury securities (“USTS”) with maturities of 15 days to one year, recorded at their fair value of $3,951,000 compared to USTS recorded at their fair value of $4,236,000 at December 31, 2021. At December 31, 2021, Solitario also held FDIC insured bank certificates of deposit (“CD’s”) with face values between $100,000 and $250,000 and maturities of three months to one year, which are recorded at their fair value of $851,000. Solitario’s short-term investments are recorded at their fair value based upon quoted market prices. During the year ended December 31, 2022 and 2021 the non-cash decrease in the fair value of its short-term investments, due primarily to changes in interest rates on held securities, was $108,000 and $102,000, respectively. The short-term investments are highly liquid and may be sold in their entirety at any time at their quoted market price and are classified as a current asset. Mineral properties Solitario expenses all exploration costs incurred on its mineral properties prior to the establishment of proven and probable reserves through the completion of a feasibility study. Initial acquisition costs of its mineral properties are capitalized. Solitario regularly performs evaluations of its investment in mineral properties to assess the recoverability and/or the residual value of its investments in these assets. All long-lived assets are reviewed for impairment whenever events or circumstances change which indicate the carrying amount of an asset may not be recoverable, utilizing established guidelines based upon undiscounted future net cash flows from the asset or upon the determination that certain exploration properties do not have sufficient potential for economic mineralization. Derivative instruments Solitario accounts for its derivative instruments in accordance with ASC 815, "Accounting for Derivative Instruments and Hedging Activities" (“ASC 815”). During 2019, Solitario acquired certain Vendetta Mining Corp. (“Vendetta”) units, which included Vendetta Warrants (defined below). Changes in fair value of the Vendetta Warrants are recognized in the statements of operations in the period of change as gain or loss on derivative instruments. Solitario has entered into covered calls from time to time on its investment in Kinross Gold Corporation (“Kinross”) marketable equity securities. Solitario has not designated its covered calls as hedging instruments and any changes in the fair value of the covered calls are recognized in the statements of operations in the period of the change as gain or loss on derivative instruments. Fair value Financial Accounting Standards Board ASC 820, “Fair Value Measurements and Disclosures” (“ASC 820”) establishes a framework for measuring fair value and requires enhanced disclosures about fair value measurements. ASC 820 clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Solitario's short-term investments in USTS and CD’s, its marketable equity securities and any covered call options against those marketable equity securities are carried at their estimated fair value based on quoted market prices. See Note 8, “Fair Value of Financial Instruments,” below. Marketable equity securities Solitario's investments in marketable equity securities are carried at fair value, which is based upon quoted prices of the securities owned. Solitario records investments in marketable equity securities for investments in publicly traded marketable equity securities for which it does not exercise significant control and where Solitario has no representation on the board of directors of those companies and exercises no control over the management of those companies. The cost and realized gain or loss on marketable equity securities sold is determined by the specific identification method. Changes in fair value on Solitario’s holdings of marketable equity securities are recorded as unrealized gain or loss in the consolidated statement of operations. Foreign exchange The United States dollar is the functional currency for all of Solitario's foreign subsidiaries. Although Solitario's South American exploration activities during 2022 and 2021 were conducted primarily in Peru, a portion of the payments for the land, leasehold and exploration agreements as well as certain exploration activities are denominated in United States dollars. Inter-company funding is transacted in United States dollars. Foreign currency gains and losses are included in the results of operations in the period in which they occur. Income taxes Solitario accounts for income taxes in accordance with ASC 740, “Accounting for Income Taxes” (“ASC 740”). Under ASC 740, income taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related to certain income and expenses recognized in different periods for financial and income tax reporting purposes. Deferred tax assets and liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes are also recognized for operating losses and tax credits that are available to offset future taxable income and income taxes, respectively. A valuation allowance is provided if it is more likely than not that some portion or all of the deferred tax assets will not be realized. Accounting for uncertainty in income taxes ASC 740 clarifies the accounting for uncertainty in income taxes recognized in a company's financial statements. ASC 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. ASC 740 provides that a company's tax position will be considered settled if the taxing authority has completed its examination, the company does not plan to appeal, and it is remote that the taxing authority would reexamine the tax position in the future. These provisions of ASC 740 had no effect on Solitario's financial position or results of operations. See Note 6, “Income Taxes,” below. Earnings per share The calculation of basic and diluted earnings (loss) per share is based on the weighted average number of shares of common stock outstanding during the years ended December 31, 2022 and 2021. Potentially dilutive shares, consisting of outstanding common stock options of 5,390,000 and 5,513,000, respectively, exercisable for Solitario common shares were excluded from the calculation of diluted loss per share for the year ended December 31, 2022 and 2021 because the effects were anti-dilutive. Employee stock compensation and incentive plans Solitario classifies all of its stock options as equity options in accordance with the provisions of ASC 718, “Compensation – Stock Compensation.” See Note 10, “Employee Stock Compensation Plans,” below. Risks and Uncertainties Solitario faces risks related to health epidemics and other outbreaks of communicable diseases, which could significantly disrupt its operations and may materially and adversely affect its business and financial conditions. Solitario’s business still could be adversely impacted by the effects of the coronavirus (“COVID-19”) or other epidemics or pandemics. Solitario continues to evaluate the effects of COVID-19 on its operations and at times during the pandemic has taken pro-active steps to address the impacts on its operations, including at times reducing costs, in response to the economic uncertainty associated with potential risks from COVID-19. These prior cost reductions included implementing salary reductions and evaluating and reducing certain planned 2021 exploration programs through its joint venture partners at the Florida Canyon and Lik exploration projects. Certain of Solitario’s joint venture partners have, from time to time, modified plans with respect to the projects in which Solitario holds an interest in response to the COVID-19 pandemic. Also, Solitairo has evaluated the potential impacts on its ability to access future traditional funding sources on the same or reasonably similar terms as in past periods. Solitario will continue to monitor the effects of COVID-19 on its operations, financial condition, and liquidity. However, the extent to which COVID-19 ultimately impacts Solitario’s business, including its exploration and other activities and the market for its securities, will depend on future developments, which are highly uncertain and cannot be predicted at this time, and include the duration, severity and scope of any new outbreak and the actions taken to contain or treat the COVID-19 pandemic.

Solitario Zinc Corp. (“Solitario,” or the “Company”) is an exploration stage company as defined by rules issued by the United States Securities and Exchange Commission (the “SEC”). Solitario was incorporated in the state of Colorado on November 15, 1984 as a wholly-owned subsidiary of Crown Resources Corporation ("Crown"). In July 1994, Solitario became a publicly traded company on the Toronto Stock Exchange (the "TSX") through its initial public offering. Solitario has been actively involved in mineral exploration since 1993. Solitario’s primary business is to acquire exploration mineral properties or royalties and/or discover economic deposits on its mineral properties and advance these deposits, either on its own or through joint ventures, up to the development stage. At that point, or sometime prior to that point, Solitario would likely attempt to sell its mineral properties, pursue their development either on its own or through a joint venture with a partner that has expertise in mining operations, or create a royalty with a third party that continues to advance the property. Solitario is primarily focused on the acquisition and exploration of precious metal, zinc and other base metal exploration mineral properties. In addition to focusing on its mineral exploration properties and the evaluation of mineral properties for acquisition, Solitario also evaluates potential strategic transactions for the acquisition of new precious and base metal properties and assets with exploration potential or business combinations that Solitario determines to be favorable to Solitario. Solitario has recorded revenue in the past from the sale of mineral properties. Revenues and / or proceeds from the sale or joint venture of properties or assets have not been a consistent annual source of cash and would only occur in the future, if at all, on an infrequent basis. Solitario currently considers its carried interest in the Florida Canyon project in Peru, its interest in the Lik project in Alaska and its interest in the Golden Crest project in South Dakota to be its core mineral property assets. Nexa Resources, Ltd. (“Nexa”), Solitario’s joint venture partner, is continuing the exploration and furtherance of the Florida Canyon project and Solitario is monitoring progress at Florida Canyon. Solitario is working with its 50% joint venture partner, Teck American Incorporated, a wholly owned subsidiary of Teck Resources Limited (both companies are referred to as “Teck”), in the Lik deposit to further the exploration of the Lik project, and to evaluate potential development plans for the Lik project. Solitario is conducting mineral exploration of its Golden Crest project on its own. As of December 31, 2022 and 2021, Solitario has balances of cash and short-term investments that Solitario anticipates using, in part, to further the development of the Florida Canyon project, the Lik project and the Golden Crest project and to potentially acquire additional mineral property assets. The fluctuations in precious metal and other commodity prices have contributed to a challenging environment for mineral exploration and development, which has created opportunities as well as challenges for the potential acquisition of early-stage and advanced mineral exploration projects or other related assets at potentially attractive terms.

0.50

The consolidated financial statements include the accounts of Solitario and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("generally accepted accounting principles") and are expressed in US dollars.

Solitario has recorded revenue from the sale of exploration mineral properties and joint venture property payments. Solitario’s policy is to recognize revenue from the sale of its exploration mineral properties (those without reserves) on a property-by-property basis, computed as the cash received and / or collectable receivables less any capitalized cost. Payments received for the sale of exploration property interests that are less than the properties cost are recorded as a reduction of the related property's capitalized cost. In addition, Solitario’s policy is to recognize revenue on any receipts of joint venture property payments in excess of its capitalized costs on a property that Solitario may lease to another mining company. Solitario has not recognized any revenue during 2022 or 2021. Solitario expects any property sales in the future to be on an infrequent basis. Solitario last recognized revenue in 2019 from the sale of certain royalties and in 2018 from the sale of its royalty in the Yanacocha property. Solitario does not expect to record joint venture property payments on any of its currently held properties for the foreseeable future. Historically, Solitario’s revenues have been infrequent and significant individual transactions have only been from sales to well known or vetted mining companies. Solitario has never had a return on any of its sales recorded as revenue in its history and does not anticipate it will recognize any estimated returns on any potential future recorded revenues.

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Some of the more significant estimates included in the preparation of Solitario's financial statements pertain to: (i) the recoverability of its investment in mineral properties related to its mineral exploration properties and their future exploration potential; (ii) the fair value of stock option grants to employees; (iii) the ability of Solitario to realize its deferred tax assets; and (iv) Solitario's investment in marketable equity securities. In performing its activities, Solitario has incurred certain costs for mineral properties. The recovery of these costs is ultimately dependent upon the sale of mineral property interests or the development of economically recoverable mineral reserves and the ability of Solitario to obtain the necessary permits and financing to successfully place the properties into production, and upon future profitable operations, none of which is assured.

Cash equivalents include investments in highly liquid money-market securities with original maturities of three months or less when purchased. At December 31, 2022, approximately $293,000 of Solitario’s cash and cash equivalents are held in brokerage accounts and foreign banks, which are not covered under the Federal Deposit Insurance Corporation (“FDIC”) rules for the United States.

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