Form 4: Equinox Partners Boosts Stake in Rise Gold Corp.

Equinox Partners Investment Management and affiliated funds acquired over 5.5 million common shares and warrants in Rise Gold Corp. for $0.25 per unit.

Summary

• Equinox Partners Investment Management LLC and its affiliated funds (Equinox Partners, L.P., Equinox Partners Precious Metals Master Fund, LP, and Mason Hill Partners, LP), along with Sean M. Fieler, collectively increased their beneficial ownership in Rise Gold Corp. (RYES).
• On October 24, 2025, the reporting persons acquired a total of 5,590,000 units from Rise Gold Corp. at a price of $0.25 per unit.
• Each unit consisted of one share of common stock and one common share purchase warrant.
• This transaction resulted in the acquisition of 5,590,000 shares of common stock and 5,590,000 new common share purchase warrants.
• Following these transactions, the reporting persons beneficially own a total of 23,892,684 shares of common stock.
• They also beneficially own 5,590,000 warrants with an exercise price of $0.45, exercisable from October 24, 2025, and expiring on October 24, 2028.
• Additionally, they continue to beneficially own 9,146,342 warrants with an exercise price of $0.15, exercisable from April 23, 2025, and expiring on May 08, 2028.

Sentiment

Score: 8

Explanation: The sentiment is highly positive as a significant insider and 10% owner has substantially increased their stake in the company, injecting capital and demonstrating strong confidence in its future. This is generally viewed favorably by the market.

Positives

• Significant capital infusion for Rise Gold Corp. through the unit offering.
• Increased beneficial ownership by a 10% owner and director, signaling strong insider confidence in the company's future prospects.
• The acquisition of warrants provides long-term upside potential for the reporting persons, aligning their interests with future share price appreciation.

Negatives

• None explicitly stated in the filing regarding company performance or outlook.

Risks

• The common share purchase warrants are subject to a beneficial ownership limitation, restricting exercise if it would result in beneficial ownership exceeding 19.99% of outstanding common shares, though this limitation can be terminated with 61 days' prior notice.

Future Outlook

The acquisition of common stock and warrants by a significant insider suggests a positive long-term outlook for Rise Gold Corp. The warrants, with their future exercise prices, indicate a belief in the potential for the company's share price to appreciate over time.

Management Comments

• Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
• The filing of this Form 4 shall not be deemed an 'admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer he or it does not directly own.'

Industry Context

This transaction reflects an investment fund and its affiliates increasing their stake in a publicly traded company, which is a common occurrence in the financial markets. For Rise Gold Corp., a company in the precious metals sector, such an investment by a significant shareholder can be viewed as a vote of confidence in its projects and future potential.

Related Party Transactions

• The transaction involves Equinox Partners Investment Management LLC and its affiliated funds, which are 10% owners and have a director relationship with Rise Gold Corp., making this a related party transaction.

Stakeholder Impact

• **Shareholders:** Existing shareholders may experience dilution from the issuance of new shares, but the transaction also signals strong insider confidence, which could positively influence market perception and share price.
• **Company (Rise Gold Corp.):** The company benefits from a capital infusion of approximately $1.4 million, which can be used for operations, exploration, or other strategic initiatives.

Next Steps

• The reporting persons may choose to exercise their warrants in the future, subject to the beneficial ownership limitation and market conditions, to acquire additional common shares of Rise Gold Corp.

Key Dates

Recommendation

The significant increase in beneficial ownership by a 10% owner and director, Equinox Partners, through the acquisition of over 5.5 million common shares and an equal number of warrants, signals strong insider confidence in Rise Gold Corp.'s future. This substantial investment, coupled with the capital infusion for the company, suggests a positive outlook and potential for future share price appreciation. Such a strong vote of confidence from a knowledgeable insider typically warrants a 'strong buy' recommendation for seasoned investors.

Keywords

Rise Gold Corp, RYES, Equinox Partners, Insider Purchase, Beneficial Ownership, Common Stock, Warrants, Capital Raise, Investment Management