Rise Gold Corp. Reports Unregistered Equity Sales
Ticker: RYES · Form: 8-K · Filed: Oct 27, 2025 · CIK: 1424864
| Field | Detail |
|---|---|
| Company | Rise Gold Corp. (RYES) |
| Form Type | 8-K |
| Filed Date | Oct 27, 2025 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $7,000,000, $0.25, $0.45, $1,500 |
| Sentiment | neutral |
Sentiment: neutral
Topics: equity-sale, unregistered-securities, filing
TL;DR
Rise Gold sold unregistered equity, watch for dilution.
AI Summary
Rise Gold Corp. filed an 8-K on October 27, 2025, reporting unregistered sales of equity securities. The filing details transactions that occurred on October 24, 2025, related to the company's operations. The company, formerly known as Rise Resources Inc., is incorporated in Nevada and based in Vancouver.
Why It Matters
This filing indicates potential dilution for existing shareholders due to the issuance of new equity, which could impact the stock price.
Risk Assessment
Risk Level: medium — Unregistered sales of equity can lead to dilution and may signal a need for capital, potentially impacting stock value.
Key Players & Entities
- Rise Gold Corp. (company) — Registrant
- Nevada (jurisdiction) — State of incorporation
- Vancouver (location) — Business address
- October 24, 2025 (date) — Date of earliest event reported
- October 27, 2025 (date) — Date of report
FAQ
What type of equity securities were sold?
The filing states 'Unregistered Sales of Equity Securities' but does not specify the exact type of securities in the provided text.
Were these sales part of a private placement or other exemption from registration?
The filing explicitly mentions 'Unregistered Sales of Equity Securities,' implying reliance on an exemption from registration requirements.
What is the total dollar amount of the unregistered equity sold?
The provided text does not contain specific dollar amounts for the unregistered equity sales.
When did the company last change its name?
The company's name was changed from Rise Resources Inc. on January 15, 2015.
What is Rise Gold Corp.'s Standard Industrial Classification code?
Rise Gold Corp.'s SIC code is 1000, categorized under METAL MINING.
Filing Stats: 751 words · 3 min read · ~3 pages · Grade level 10.9 · Accepted 2025-10-27 06:07:24
Key Financial Figures
- $7,000,000 — elease. The Company raised a total of US$7,000,000 through the sale of 28,000,000 units (e
- $0.25 — units (each a " Unit ") at a price of US$0.25 per Unit. Each Unit consists of one sha
- $0.45 — f the Company at an exercise price of US$0.45 until October 24, 2028. The Company pa
- $1,500 — 8. The Company paid finder's fees of US$1,500 and issued a total of 6,000 finder's wa
Filing Documents
- form8k.htm (8-K) — 16KB
- exhibit99-1.htm (EX-99.1) — 11KB
- exhibit99-1x001.jpg (GRAPHIC) — 9KB
- 0001062993-25-016291.txt ( ) — 242KB
- ryes-20251024.xsd (EX-101.SCH) — 4KB
- ryes-20251024_cal.xml (EX-101.CAL) — 1KB
- ryes-20251024_def.xml (EX-101.DEF) — 22KB
- ryes-20251024_lab.xml (EX-101.LAB) — 45KB
- ryes-20251024_pre.xml (EX-101.PRE) — 24KB
- form8k_htm.xml (XML) — 3KB
02 Unregistered Sales of Securities
Item 3.02 Unregistered Sales of Securities On October 24, 2025, Rise Gold Corp. (the " Company ") closed the non-brokered private placement of units (" Units ") previously announced in the Company's October 17, 2025 news release. The Company raised a total of US$7,000,000 through the sale of 28,000,000 units (each a " Unit ") at a price of US$0.25 per Unit. Each Unit consists of one share of common stock (a " Share ") and one common share purchase warrant (a " Warrant "). Each Warrant entitles the holder to purchase an additional Share of the Company at an exercise price of US$0.45 until October 24, 2028. The Company paid finder's fees of US$1,500 and issued a total of 6,000 finder's warrants (" Finder's Warrants "), with each Finder's Warrant entitling the holder to acquire one Share (each a " Finder's Warrant Share ") at a price of US$0.45 until October 24, 2028. The Company issued the Units and the Shares and Warrants comprising the Units and offered the Warrant Shares in reliance on Rule 903 of Regulation S ("Regulation S") under the Securities Act of 1933, as amended (the "Securities Act") for offers and sales outside of the United States and Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D thereunder for offers and sales in the United States and to U.S. persons. The Company's reliance on Rule 903 was based on the fact that the securities were sold in offshore transactions, neither the Company nor anyone acting on its behalf engaged in any directed selling efforts in the United States in connection with the offer and sale of the securities, and none of the purchasers of those securities was a U.S. person or acquired the securities for the account or benefit of any U.S. person. Reliance on Section 4(a)(2) and Rule 506(b) was based on the fact that each U.S. purchaser provided us with written representations regarding the purchaser's investment intent and status as an accredited investor and neither the Company nor anyone acting on its be
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits Exhibit No. Description 99.1 Press release dated October 24, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: October 24, 2025 RISE GOLD CORP. /s/ Joseph Mullin Joseph Mullin President and CEO