Mr. Joseph Mullin reports

RISE GOLD CLOSES EQUITY FINANCING

Rise Gold Corp. has completed the second and final tranche of the non-brokered private placement announced in its Oct. 31 and Nov. 8, 2023, news releases. The company raised a total of $967,957 (U.S.) through the sale of 5,377,541 units.

The company previously announced the first closing of the financing on Nov. 7, 2023, for a total of $584,358 (U.S.) through the sale of 3,246,431 units.

The company has closed a second tranche of the financing. In this tranche, the company raised a total of $383,600 (U.S.) through the sale of 2,131,110 units at a price of 18 U.S. cents per unit (approximately 25 Canadian cents per unit), with each unit comprising one share of common stock and one-half of one share purchase warrant. Each whole warrant entitles the holder to acquire one share at an exercise price of 26 U.S. cents (approximately 36 Canadian cents) until Dec. 7, 2025.

A director of Rise Gold, through an entity for which he exercises control or direction over investment decisions, purchased an aggregate of 280,000 units for gross proceeds of $50,400 (U.S.). The participation of this director in the private placement constitutes a related-party transaction under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). Rise Gold is relying on exemptions from the formal valuation requirements of Section 5.4 of MI 61-101 and minority shareholder approval requirements of Section 5.6 of MI 61-101. As the fair market value of the related party's participation is not more than 25 per cent of Rise Gold's market capitalization, the related-party transaction is exempt from the formal valuation requirements pursuant to Subsection 5.5(a) of MI 61-101 and from the minority approval requirements pursuant to Subsection 5.7(1)(a) of MI 61-101. A material change report, as contemplated by the related-party transaction requirements under MI 61-101, was not filed more than 21 days prior to closing as the extent of related-party participation in the private placement was not known until shortly prior to the closing.

All securities issued pursuant to the financing are subject to statutory hold periods in accordance with applicable United States and Canadian securities laws. Under Canadian securities laws, the securities are subject to a hold period expiring on April 8, 2024. Rise Gold will use the proceeds from the financing for general working capital.

About Rise Gold Corp.

Rise Gold is an exploration-stage mining company incorporated in Nevada, United States. The company's principal asset is the historic past-producing Idaho-Maryland gold mine located in Nevada county, California, United States.

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