Rise Gold Announces Financing up to US$7,000,000

Rhea-AI Summary

Rise Gold (OTCQB: RYES) announced a private placement to raise up to US$7,000,000 by issuing up to 28,000,000 Units at US$0.25 per Unit (~CDN$0.35). Each Unit comprises one common share and one warrant exercisable for one share at US$0.45 (~CDN$0.63) for three years.

The company said proceeds will be used for general working capital, legal expenses, and technical work. Securities will be subject to statutory hold periods and are not registered under the U.S. Securities Act. The company anticipates closing late October 2025.

Positive

• Private placement size: US$7,000,000
• Maximum Units offered: 28,000,000 Units
• Warrants exercisable at US$0.45 for 3 years
• Proceeds earmarked for working capital, legal, technical

Negative

• Issuance of up to 28,000,000 Shares may cause shareholder dilution
• Offer price US$0.25 per Unit is below the warrant exercise price
• Securities are unregistered in the U.S. and restricted from resale

Grass Valley, California--(Newsfile Corp. - October 17, 2025) - Rise Gold Corp. (CSE: RISE) (OTCQB: RYES) (the "Company" or "Rise Gold") announces that it intends to raise up to US$7,000,000 through the issuance of up to 28,000,000.00 units (each a "Unit") at a price of US$0.25 per Unit (~CDN$0.35 per Unit), with each Unit consisting of one share of common stock (a "Share") and one share purchase warrant (the "Private Placement"). Each share purchase warrant entitles the holder to acquire one Share at an exercise price of US$0.45 (~CDN$0.63) for a period of three (3) years from the date of issuance.

Rise Gold will use the proceeds from the Private Placement for general working capital, legal expenses, and technical work. All securities issued pursuant to the offering will be subject to statutory hold periods in accordance with applicable United States and Canadian securities laws.

The Company anticipates a closing late October 2025.

The securities offered have not been registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold absent registration or compliance with an applicable exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws.

About Rise Gold Corp.

Rise Gold is an exploration-stage mining company incorporated in Nevada, USA. The Company's principal asset is the historic past-producing Idaho-Maryland Gold Mine located in Nevada County, California, USA.

On behalf of the Board of Directors:

Joseph Mullin
President and CEO
Rise Gold Corp.

For further information, please contact:

RISE GOLD CORP.
345 Crown Point Circle, Suite 600
Grass Valley, CA 95945
T: 917.349.0060
jmullin@risegoldcorp.com
www.risegoldcorp.com

The CSE has not reviewed, approved or disapproved the contents of this news release.

Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of applicable securities laws. Forward-looking statements are frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words or statements that certain events or conditions "may" or "will" occur. Examples of such forward-looking statements include, but are not limited to, statements with regard to the completion of the Private Placement and the timing thereof, and the intended use of proceeds of the Private Placement.

Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. Such forward-looking statements are subject to risks, uncertainties and assumptions related to certain factors including, without limitation, obtaining all necessary approvals for the Private Placement, the ability of the Company to complete the Private Placement on the timing anticipated, the ability of the Company to utilize the proceeds of the Private Placement as anticipated, meeting expenditure and financing requirements, compliance with environmental regulations, title matters, operating hazards, metal prices, political and economic factors, competitive factors, general economic conditions, relationships with vendors and strategic partners, governmental regulation and supervision, seasonality, technological change, industry practices, and one-time events that may cause actual results, performance or developments to differ materially from those contained in the forward-looking statements. Accordingly, readers should not place undue reliance on forward-looking statements and information contained in this release. Rise Gold undertakes no obligation to update forward-looking statements or information except as required by law.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/270861

FAQ

What is Rise Gold (RYES) raising in the October 17, 2025 private placement?

Rise Gold is seeking to raise up to US$7,000,000 by issuing up to 28,000,000 Units at US$0.25 per Unit.

What does each Unit include in the RYES financing announced October 17, 2025?

Each Unit includes one common share and one warrant to buy one share at US$0.45 exercisable for 3 years.

When does Rise Gold expect to close the private placement (RYES)?

The company anticipates closing the private placement late October 2025.

How will Rise Gold (RYES) use the proceeds from the US$7,000,000 offering?

Proceeds will be used for general working capital, legal expenses, and technical work.

Are the securities from the Rise Gold private placement registered in the U.S.?

No. The securities have not been registered under the U.S. Securities Act and are subject to resale restrictions and statutory hold periods.

What is the potential shareholder impact of Rise Gold's October 17, 2025 financing?

Issuing up to 28,000,000 Units may result in shareholder dilution if Units and warrants are issued and exercised.