05/06/2026 | Press release | Distributed by Public on 05/06/2026 11:03
Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion should be read in conjunction with the information contained in the consolidated financial statements of Solitario for the years ended December 31, 2025 and 2024, and Management's Discussion and Analysis of Financial Condition and Results of Operations contained in Solitario's 2025 Annual Report. Solitario's financial condition and results of operations as of and through March 31, 2026 are not necessarily indicative of what may be expected in future periods. Unless otherwise indicated, all references to dollars are to U.S. dollars.
(a) Business Overview and Summary
We are an exploration stage company as defined by rules issued by the SEC, with a focus on the acquisition of precious and base metal properties with exploration potential and the development or purchase of royalty interests. Currently our primary focus is the acquisition and exploration of precious metals, zinc and other base metal exploration mineral properties. However, we continue to evaluate other mineral properties for acquisition, and we hold a portfolio of mineral exploration properties and assets for future sale, joint venture or on which to create a royalty prior to the establishment of proven and probable reserves. Although our mineral properties may be developed in the future by us, through a joint venture or by a third party, we have never developed a mineral property. In addition to focusing on our current mineral exploration properties, from time-to-time we also evaluate potential strategic transactions for the acquisition of new precious and base metal properties and assets with exploration potential.
Our current geographic focus for the evaluation of potential mineral property assets is in North and South America; however, we have conducted property evaluations for potential acquisition in other parts of the world. At March 31, 2026, we consider our Golden Crest project in South Dakota, our carried interest in the Florida Canyon project in Peru, and our interest in the Lik project in Alaska to be our core mineral property assets. In addition, we own the Cat Creek project in Colorado and the Bright Angel project in Colorado, neither of which have been explored to the degree of any of our three core assets, described above. We are conducting exploration activities in the United States on our own at the Golden Crest project, the Cat Creek project and the Bright Angel project and through joint ventures operated by our partners in Peru at the Florida Canyon project and in Alaska at the Lik project. From time-to-time, we also conduct potential acquisition evaluations in other countries located in South and North America.
We have recorded revenue in the past from the sale of mineral properties, however revenues and / or proceeds from the sale or joint venture of properties or assets, although generally significant when they have occurred in the past, have not been a consistent source of revenue and would only occur in the future, if at all, on an infrequent basis. We have reduced our exposure to the costs of our exploration activities in the past through the use of joint ventures. Although we anticipate that the use of joint ventures to fund some of our exploration activities will continue for the foreseeable future, we can provide no assurance that these or other sources of capital will be available in sufficient amounts to meet our needs, if at all.
As of March 31, 2026, we have balances of cash and short-term investments that we anticipate using, in part, to (i) fund costs and activities intended to further the exploration of our Lik project, Florida Canyon project, Golden Crest project, the Cat Creek project and the Bright Angel project; (ii) conduct reconnaissance exploration and (iii) potentially acquire additional mineral property assets. The fluctuations in precious metal and other commodity prices contribute to a challenging environment for mineral exploration and development, which has created opportunities as well as challenges for the potential acquisition of advanced mineral exploration projects or other related assets at potentially attractive terms.
The extent to which our business, including our exploration and other activities and the market for our securities, may be impacted by public health threats, rising geopolitical tension, general economic uncertainty and market volatility will depend on future developments, which are highly uncertain and cannot be predicted at this time. Please see Part I, Item 1A, "Risk Factors," in our 2025 Annual Report.
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(b) Results of Operations
Comparison of the quarter ended March 31, 2026 to the quarter ended March 31, 2025
We had a net loss of $494,000 or $0.01 per basic and diluted share for the three months ended March 31, 2026 compared to a net loss of $511,000 or $0.01 per basic and diluted share for the three months ended March 31, 2025. As explained in more detail below, the primary reasons for the decrease in the net loss in the three months ended March 31, 2026 compared to the loss in the three months ended March 31, 2025 were (i) a decrease in exploration expense to $182,000 during the three months ended March 31, 2026 compared to exploration expense of $239,000 during the three months ended March 31, 2025; (ii) a decrease in general and administrative expense to $376,000 during the three months ended March 31, 2026 compared to general and administrative expense of $490,000 during the three months ended March 31, 2025; (iii) no realized and unrealized loss on derivative instruments during the three months ended March 31, 2026 compared to a realized and unrealized loss on derivative instruments of $206,000 during the three months ended March 31, 2025; and (iv) an increase in interest and dividend income to $65,000 during the three months ended March 31, 2026 compared to interest and dividend income of $46,000 during the three months ended March 31, 2025. Partially offsetting this decrease in the net loss was a decrease in realized and unrealized gain on marketable equity securities to $2,000 during the three months ended March 31, 2026 compared to a realized and unrealized gain on marketable equity securities of $385,000 during the three months ended March 31, 2025. Each of the major components of these items is discussed in more detail below.
Our exploration expense decreased to $182,000 during the three months ended March 31, 2026 compared to exploration expense of $239,000 during the three months ended March 31, 2025. The decrease was primarily a result of (i) a decrease in expenses at our Golden Crest project to $149,000 during the three months ended March 31, 2026 compared to exploration expense of $216,000 during the three months ended March 31, 2025; (ii) a decrease in our exploration expenditures at our Lik project to $5,000 during the three months ended March 31, 2026 compared to $11,000 during the three months ended March 31, 2025; and (iii) a reduction in our exploration expenditures at our Cat Creek project to $1,000 during the three months ended March 31, 2026 compared to $5,000 during the three months ended March 31, 2025. These reductions in costs were partially offset by the expenditures of $20,000 at our Bright Angel project during the three months ended March 31, 2026, with no expenditures for that project in the prior year period. Our full-year 2026 total exploration and development budget is approximately $5,673,000, which reflects potential drilling programs both at the Golden Crest project during 2026 budgeted at $2,217,000 and the Cat Creek project during 2026 budgeted at $516,000 as well as a proposed limited exploration program at the Lik and Bright Angel projects. All of the planned drilling during 2026 is dependent on receiving required permits and availability of third-party drilling contractors. Nexa is responsible for all planned 2026 exploration expenditures at the Florida Canyon Project. The proposed 2026 budget does not reflect any exploration costs for new projects or assets we may acquire during 2026. Our planned exploration activities in 2026 may be modified, as necessary for any drilling programs we may undertake or other projects we may acquire. Changes may occur to our planned 2026 exploration expenditures related to any number of factors including permitting delays, potential acquisition of new properties, joint venture funding, commodity prices and changes in the deployment of our capital. We expect our full-year exploration expenditures for 2026 to be higher than the exploration expenditures for full-year 2025.
Exploration expense by project for the three months ended March 31, 2026 and 2025 consisted of the following:
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(in thousands) |
March 31, |
March 31, |
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Project Name |
2026 |
2025 |
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Golden Crest project |
$ | 149 | $ | 216 | ||||
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Lik project |
5 | 11 | ||||||
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Cat Creek project |
1 | 5 | ||||||
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Bright Angel project |
20 | - | ||||||
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Reconnaissance |
7 | 7 | ||||||
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Total exploration expense |
$ | 182 | $ | 239 | ||||
General and administrative costs, excluding stock option compensation costs, discussed below, were $309,000 during the three months ended March 31, 2026 compared to $364,000 during the three months ended March 31, 2025. The major components of these costs were related to (i) salaries and benefit expense of $73,000 during the three months ended March 31, 2026 compared to salary and benefit costs of $118,000 during the three months ended March 31, 2025, as a result of a reduction in staff in 2026; (ii) legal and professional expenditures of $67,000 during the three months ended March 31, 2026 compared to legal and professional expenditures of $54,000 during the three months ended March 31, 2025; (iii) office rent and expenses of $28,000 during the three months ended March 31, 2026 compared to $29,000 during the three months ended March 31, 2025; and (iv) travel and shareholder relation costs of $141,000 during the three months ended March 31, 2026 compared to $163,000 during the three months ended March 31, 2025. We anticipate the overall full-year general and administrative costs will be comparable between 2026 and 2025.
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We recorded $67,000 of stock option expense for the amortization of unvested grant date fair value with a credit to additional paid-in-capital during the three months ended March 31, 2026 compared to $126,000 of stock option compensation expense during the three months ended March 31, 2025. The lower costs during the three months ended March 31, 2026 related to the grant date fair value of 2,125,000 options granted during 2024 which are being amortized over three years, resulting in higher initial costs during 2025. These non-cash charges for the amortization of grant date fair values are related to vesting of stock options outstanding during the three months ended March 31, 2026 and 2025. See Note 10, "Employee Stock Compensation Plans," above, for additional information on our stock option expense.
We recorded a realized and unrealized gain on marketable equity securities of $2,000 during the three months ended March 31, 2026 compared to a realized and unrealized gain on marketable equity securities of $385,000 during the three months ended March 31, 2025 as further discussed above in Note 3 "Marketable Equity Securities" to the condensed consolidated financial statements. The gain during the three months ended March 31, 2026 was related to a realized gain of $37,000 on the sale of 10,000 shares of Vox Royalty common stock which was partially offset by unrealized loss of $29,000 on our holdings of Vendetta common stock during the three months ended March 31, 2026 and an unrealized loss of $6,000 on our holdings of Vox Royalty common stock during the three months ended March 31, 2026. The gain during the three months ended March 31, 2025 was primarily related to an increase of $334,000 in the value of our holdings of Kinross common stock; and (ii) an increase of $77,000 on our holdings of Vox Royalty common stock. These unrealized gains during the three months ended March 31, 2025 were partially offset by a $27,000 loss on our holdings of Vendetta Mining Corp. common stock.
We recorded interest and dividend income of $65,000 during the three months ended March 31, 2026 compared to interest income of $46,000 during the three months ended March 31, 2025. The increase in interest income is related to an increase in the balance of our short-term investments during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily as a result of ATM equity sales during the 2026 period in excess of exploration and other expenditures during the three months ended March 31, 2026. We anticipate our interest income will be comparable during the full year of 2026 and 2025 as we plan to use our short-term investments and our cash balances during the remainder of 2026 for ordinary overhead, operational costs, and the exploration, evaluation and / or acquisition of mineral properties discussed above. See "Liquidity and Capital Resources" below for further discussion of our cash and cash equivalent balances.
During the three months ended March 31, 2025, we recorded a non-cash loss on derivative instruments of $206,000 related to certain Kinross calls we sold during 2024. The Kinross calls were settled in the second quarter of 2025 upon the sale of our holdings of Kinross common stock. We had no derivative instruments during the three months ended March 31, 2026.
We regularly perform evaluations of our mineral property assets to assess the recoverability of our 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 guidelines based upon future net cash flows from the asset as well as our estimates of the geological potential of an early-stage mineral property and its related value for future sale, joint venture or development by us or others. During the three months ended March 31, 2026 and 2025, we recorded no property impairments.
At March 31, 2026 and 2025, our net operating loss carry-forwards exceed our built-in gains on marketable equity securities resulting in a net tax asset position for which we provide a valuation allowance for all net deferred tax assets. We recorded no income tax expense or benefit during the three months ended March 31, 2026 or 2025. As a result of our exploration activities, we anticipate we will not have currently payable income taxes during 2026. In addition to the valuation allowance discussed above, we provide a valuation allowance for our foreign net operating losses, which are primarily related to our exploration activities in Peru. We anticipate we will continue to provide a valuation allowance for these net operating losses until we are in a net tax liability position with regard to those countries where we operate or until it is more likely than not that we will be able to realize those net operating losses in the future.
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(c) Liquidity and Capital Resources
Cash and Short-term Investments
As of March 31, 2026, we have $8,442,000 in cash and short-term investments. Our short-term investments are comprised of $8,275,000 invested in a money market account with a brokerage firm. We anticipate we will roll over that portion of our short-term investments not used for exploration expenditures, operating costs or mineral property acquisitions as they become due during the remainder of 2026. We intend to utilize a portion of our cash and short-term investments in our exploration activities and the potential acquisition of mineral assets over the next several years.
Investment in Marketable Equity Securities
Our marketable equity securities are carried at fair value, which is based upon market quotes of the underlying securities. At March 31, 2026, we owned 7,750,000 shares of Vendetta common stock and 40,000 shares of Vox common stock. At March 31, 2026, the Vendetta shares are recorded at their fair value of $28,000, and the Vox shares are recorded at their fair value of $209,000. During the three months ended March 31, 2026 we sold 10,000 shares of our Vox Royalty common stock for proceeds of $59,000 and recorded a realized gain on sale of $37,000. We did not sell any of our marketable equity securities during the three months ended March 31, 2025. We anticipate we may sell a portion of our holdings of marketable equity securities during the remainder of 2026 depending on cash needs and market conditions.
Working Capital
We had working capital of $8,579,000 at March 31, 2026 compared to working capital of $7,795,000 at December 31, 2025. Our working capital at March 31, 2026 consists primarily of our cash and cash equivalents, our short-term investments, discussed above, our investment in marketable equity securities of $237,000, and other current assets of $171,000, less our accounts payable of $271,000. As of March 31, 2026, our cash balances along with our short-term investments and marketable equity securities are adequate to fund our expected expenditures over the next year.
The nature of the mineral exploration business requires significant sources of capital to fund exploration, development and operation of mining projects. We will need additional capital if we decide to develop or operate any of our current exploration projects or any projects or assets we may acquire. We anticipate we would finance any such development through the use of our cash reserves, short-term investments, joint ventures, issuance of debt or equity, or the sale of our interests in other exploration projects or assets.
Stock-Based Compensation Plans
As of both March 31, 2026 and December 31, 2025, there were options outstanding from the 2013 Plan to acquire an aggregate of 1,965,000 shares of Solitario common stock, with exercise prices between $0.69 per share and $0.60 per share. As of both March 31, 2026 and December 31, 2025 there were options outstanding from the 2023 Plan to acquire 3,600,000 shares of Solitario common stock with exercise prices between $0.51 per share and $0.85 per share. We did not grant any options during the three months ended March 31, 2026 or 2025. No options were exercised during the three months ended March 31, 2026. During the three months ended March 31, 2025, options for 778,500 shares of Solitario common stock were exercised under the 2013 Plan with an exercise price of $0.20 per share for proceeds of $156,000. We do not anticipate the exercise of options to be a significant source of capital during the remainder of 2026.
(d) Cash Flows
Net cash used in operations during the three months ended March 31, 2026 decreased to $473,000 compared to $598,000 of net cash used in operations for the three months ended March 31, 2025 primarily as a result of (i) the decrease in exploration expense during the three months ended March 31, 2026 to $182,000 compared to $239,000 during the three months ended March 31, 2025; (ii) a reduction in general and administrative expenditures, excluding non-cash stock option expense, to $309,000 during the three months ended March 31, 2026 compared to general and administrative expenditures, excluding non-cash stock option expense, of $364,000 during the three months ended March 31, 2025; (iii) an increase in interest income to $65,000 during the three months ended March 31, 2026 compared to interest income of $46,000 during the three months ended March 31, 2025; and (iv) a reduction in the use of cash for the increase in accounts payable and other current liabilities during the three months ended March 31, 2026 of $56,000 compared to a use of cash for the decrease in accounts payable and other current liabilities of $51,000 during the three months ended March 31, 2025. Partially offsetting this reduction in the use of cash was an increase in the use of cash of $110,000 for an increase in prepaid expenses and other current assets during the three months ended March 31, 2026, with no similar use during the three months ended March 31, 2025. Based upon projected expenditures in our 2026 budget, we anticipate continued use of funds from operations through the remainder of 2026, primarily for exploration related to our Golden Crest project, our Lik project, our Cat Creek and Bright Angel projects and reconnaissance exploration. See "Results of Operations" above for further explanation of some of these variances.
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During the three months ended March 31, 2026, we used $702,000 in cash, for the net purchases of short-term investments compared to $550,000 which was provided from the net sales of our short-term investments during the three months ended March 31, 2025. In addition, we received $59,000 in proceeds from the sale of 10,000 shares of Vox Royalty common stock during the three months ended March 31, 2026. There were no other significant provisions or use of cash from investing activities during the three months ended March 31, 2026 or 2025. We anticipate we may sell a portion of our marketable equity securities during the remainder of 2026. We will liquidate a portion of our short-term investments as needed to fund our operations and any potential mineral property acquisitions during the remainder of 2026. We are not currently planning any potential mineral property acquisition or strategic corporate investment during the remainder of 2026. However, any such activity could involve a significant change in our cash provided or used for investing activities, depending on the structure of any potential transaction.
During the three months ended March 31, 2026 we sold 1,640,425 shares of Solitario common stock through our ATM program at an average price of $0.76 per share for net proceeds of $1,201,000 after commissions and other expenses. We did not issue any shares through our ATM program during the three months ended March 31, 2025. During the three months ended March 31, 2025 we received $156,000 from the issuance of common stock from the exercise of stock options, discussed above in Note 10, "Employee Stock Compensation Plans," to the condensed consolidated financial statements. No options were exercised during the three months ended March 31, 2026. We anticipate we may issue additional shares through the ATM program during the remainder of 2026, depending on our cash needs and market conditions.
(e) Mineral Resources
CAUTIONARY NOTE REGARDING DISCLOSURE OF MINERAL PROPERTIES
Mineral Reserves and Resources
We are subject to the reporting requirements of the Securities Exchange Act of 1934, as amended (the "1934 Act"), and applicable Canadian securities laws, and as a result we are subject to reporting our mineral resources according to two different standards. U.S. reporting requirements, are governed by Item 1300 of Regulation S-K ("S-K 1300") issued by the SEC. Canadian reporting requirements for disclosure of mineral properties are governed by National Instrument 43-101 Standards of Disclosure for Mineral Projects adopted from the definitions provided by the Canadian Institute of Mining, Metallurgy and Petroleum. Both sets of reporting standards have similar goals in terms of conveying an appropriate level of confidence in the disclosures being reported, but the standards generally embody slightly different approaches and definitions.
In our public filings in the U.S. and Canada and in certain other announcements not filed with the SEC, we disclose measured, indicated and inferred resources, each as defined in S-K 1300. The estimation of measured resources and indicated resources involve greater uncertainty as to their existence and economic feasibility than the estimation of proven and probable reserves, and therefore investors are cautioned not to assume that all or any part of measured or indicated resources will ever be converted into S-K 1300-compliant reserves. The estimation of inferred resources involves far greater uncertainty as to their existence and economic viability than the estimation of other categories of resources, and therefore it cannot be assumed that all or any part of inferred resources will ever be upgraded to a higher category. Therefore, investors are cautioned not to assume that all or any part of inferred resources exist, or that they can be mined legally or economically.
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(f) Off-balance sheet arrangements
As of March 31, 2026 and December 31, 2025, we had no off-balance sheet obligations.
(g) Development Activities, Exploration Activities, Environmental Compliance and Contractual Obligations
We are not involved in any development activities, nor do we have any contractual obligations related to any potential development activities as of March 31, 2026. As of March 31, 2026, there have been no material changes to our contractual obligations for exploration activities, environmental compliance or other obligations from those disclosed in our Management's Discussion and Analysis included in our 2025 Annual Report.
(h) Discontinued Projects
We did not record any mineral property write-downs during the three months ended March 31, 2026 and 2025.
(i) Significant Accounting Policies and Critical Accounting Estimates
See Note 1 to the consolidated Financial Statements included in our 2025 Annual Report for a discussion of our significant accounting policies.
Solitario's valuation of mineral properties is a critical accounting estimate. We review and evaluate our mineral properties for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Significant negative industry or economic trends, adverse social or political developments, geologic results, geo-technical difficulties, or other disruptions to our business are a few examples of events that we monitor, as they could indicate that the carrying value of the mineral properties may not be recoverable. In such cases, a recoverability test may be necessary to determine if an impairment charge is required. There has been no change to our assumptions, estimates or calculations during the three months ended March 31, 2026.
(j) Related Party Transactions
As of March 31, 2026, and for the three months ended March 31, 2026, we have no related party transactions or balances.
(k) Recent Accounting Pronouncements
There have been no new proposed or adopted accounting pronouncements applicable to Solitario since those described in the Company's 2025 Annual Report.
(l) Forward-Looking Statements
This Quarterly Report on Form 10-Q contains forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the 1934 Act , with respect to our financial condition, results of operations, business prospects, plans, objectives, goals, strategies, budgets, future events, capital expenditures, and exploration and development efforts. Words such as "anticipates," "expects," "intends," "forecasts," "plans," "believes," "seeks," "estimates," "may," "will," and similar expressions identify forward-looking statements. These forward-looking statements are based on our current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements described herein and the risk factors included under the heading "Risk Factors" in Part I, Item 1A of our 2025 Annual Report to which there have been no material changes. These forward-looking statements appear in a number of places in this report and include statements with respect to, among other things:
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Our estimates of the value and recovery of our short-term investments; | |
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Our estimates of future exploration, development, general and administrative and other costs; | |
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Our ability to realize a return on our investment in the Golden Crest, Lik, Cat Creek and Bright Angel projects; |
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Our ability to successfully identify and execute on transactions to acquire new mineral exploration properties and other related assets; | |
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Our ability to secure financing in the credit or capital markets in amounts and on terms that will allow us to execute our business strategy, invest in new projects, and maintain adequate liquidity; | |
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Our estimates of fair value of our investment in shares of Vendetta, and Vox common stock; | |
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Our expectations regarding development and exploration of our properties, including those subject to joint venture and shareholder agreements; | |
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The impact of political and regulatory developments; | |
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The impact of technological changes, system failures, or breaches of our network security as well as other cyber security risks that could subject us to increased operating costs, litigation and other liabilities: | |
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The effects of macro-economic and geo-political conditions, including financial market volatility, inflation, interest rate f;ictiatopms, fluctuations and impacts of announced tariff and trade policies, and labor and supply shortages; | |
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Our future financial condition or results of operations and our future revenues and expenses; | |
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Our business strategy and other plans and objectives for future operations; and | |
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Risks related to natural disasters or adverse external events. |
Although we have attempted to identify important factors that could cause actual results to differ materially from those described in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that these statements will prove to be accurate as actual results and future events could differ materially from those anticipated in the statements. Except as required by law, we assume no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.