What changed in this filing

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Item 1. Financial Statements

2021-06-14 compared with 2021-03-17 · 42 added, 43 removed, 277 unchanged (23% of the section changed)

6 unchanged sentences

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

PERIOD ENDED JANUARY 31, 2021

PERIOD ENDED APRIL 30, 2021

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS:

30 unchanged sentences

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2021

FOR THE NINE-MONTH PERIOD ENDED APRIL 30, 2021

(Expressed in United States Dollars)

12 unchanged sentences

The accompanying condensed consolidated interim financial statements have been prepared on the going concern basis, which presumes that the Company will continue operations for the foreseeable future and will be able to realize assets and discharge liabilities in the normal course of business.

The Company has incurred a loss of $657,552 for the six-month period ended January 31, 2021 and has accumulated a deficit of $18,598,151.

The Company has incurred a loss of $1,028,412 for the nine-month period ended April 30, 2021 and has accumulated a deficit of $18,969,011.

The ability of the Company to continue as a going concern is dependent on the Company’s ability to maintain continued support from its shareholders and creditors and to raise additional capital and implement its business plan.

2 unchanged sentences

The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

At April 30, 2021, the Company had working capital of $1,680,557 (July 31, 2020 - $3,267,744).

Furthermore, the novel coronavirus outbreak (“COVID-19”) was declared a pandemic by the World Health Organization in 2020.

2 unchanged sentences

These consolidated financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern.

At January 31, 2021, the Company had working capital of $2,215,282 (July 31, 2020 - $3,267,744).

BASIS OF PREPARATION

4 unchanged sentences

Certain information and footnote disclosures normally included in the financial statements prepared in accordance with US GAAP have been condensed or omitted pursuant to such SEC rules and regulations.

The operating results for the six months ended January 31, 2021 are not necessarily indicative of the results that may be expected for the year ended July 31, 2021.

The operating results for the nine months ended April 30, 2021 are not necessarily indicative of the results that may be expected for the year ended July 31, 2021.

RISE GOLD CORP.

1 unchanged sentence

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2021

FOR THE NINE-MONTH PERIOD ENDED APRIL 30, 2021

(Expressed in United States Dollars)

29 unchanged sentences

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2021

FOR THE NINE-MONTH PERIOD ENDED APRIL 30, 2021

(Expressed in United States Dollars)

11 unchanged sentences

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2021

FOR THE NINE-MONTH PERIOD ENDED APRIL 30, 2021

(Expressed in United States Dollars)

2 unchanged sentences

Idaho-Maryland, California

July 31, 2020 and January 31, 2021

July 31, 2020 and April 30, 2021

Title to mineral properties

Title to mineral properties involves certain inherent risks due to the difficulties of determining the validity of certain mineral titles as well as the potential for problems arising from the frequently ambiguous conveying history characteristic of many mineral properties.

As at January 31, 2021, the Company holds title to the Idaho-Maryland Gold Mine Property.

As of January 31, 2021, based on management’s review of the carrying value of mineral rights, management determined that there is no evidence that the cost of these acquired mineral rights will not be fully recovered and accordingly, the Company determined that no adjustment to the carrying value of mineral rights was required.

Title to mineral properties involves certain inherent risks due to the difficulties of determining the validity of certain mineral titles.

Additionally, the potential for problems arising from the frequently ambiguous conveying history characteristic of many mineral properties also exist.

The Company received a title opinion on the mineral rights of the Idaho-Maryland Mine property which concludes that ownership belongs to Rise Grass Valley Inc.

As at April 30, 2021, the Company holds title to the Idaho-Maryland Gold Mine Property.

As of April 30, 2021, based on management’s review of the carrying value of mineral rights, management determined that there is no evidence that the cost of these acquired mineral rights will not be fully recovered and accordingly, the Company determined that no adjustment to the carrying value of mineral rights was required.

As of the date of these consolidated financial statements, the Company has not established any proven or probable reserves on its mineral properties and has incurred only acquisition and exploration costs.

14 unchanged sentences

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2021

FOR THE NINE-MONTH PERIOD ENDED APRIL 30, 2021

(Expressed in United States Dollars)

8 unchanged sentences

On May 14, 2018, the Company completed the purchase of the surface rights totalling approximately 82 acres by making the final payment of $1,300,000.

As at January 31, 2021, the Company has incurred cumulative exploration expenditures of $6,767,736 on the Idaho-Maryland Gold Mine property as follows:

Six months ended

January 31, 2021

As at April 30, 2021, the Company has incurred cumulative exploration expenditures of $6,983,523 on the Idaho-Maryland Gold Mine property as follows:

Nine months ended

April 30, 2021

July 31, 2020

6 unchanged sentences

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2021

FOR THE NINE-MONTH PERIOD ENDED APRIL 30, 2021

(Expressed in United States Dollars)

10 unchanged sentences

b) Directors fees of $60,000 (2020 - $64,167) to directors of the Company.

c) During the period ended January 31, 2021, the Company paid $68,992 (2020 - $68,187) in professional and consulting fees to a company controlled by a director of the Company.

d) Share-based compensation of $560,792 (2020 - $326,393) for options granted during the six-month period ended January 31, 2021.

e) As at January 31, 2021 and July 31, 2020, $20,000 and $79,479 were owed to related parties, respectively.

c) During the period ended April 30, 2021, the Company paid $104,740 (2020 - $100,799) in professional and consulting fees to a company controlled by a director of the Company.

d) Share-based compensation of $560,792 (2020 - $326,393) for options granted during the nine-month period ended April 30, 2021.

e) As at April 30, 2021 and July 31, 2020, $20,000 and $79,479 were owed to related parties, respectively.

RISE GOLD CORP.

1 unchanged sentence

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2021

FOR THE NINE-MONTH PERIOD ENDED APRIL 30, 2021

(Expressed in United States Dollars)

11 unchanged sentences

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2021

FOR THE NINE-MONTH PERIOD ENDED APRIL 30, 2021

(Expressed in United States Dollars)

4 unchanged sentences

The following table shows a continuity of the Company’s derivative liability:

For the six-month period ended January 31, 2021, the Company recorded a total gain on fair value of derivative liability of $1,333,140 during the period (January 31, 2020 – loss of $2,076,663).

The following weighted average assumptions were used for the Black-Scholes pricing model valuation of warrants as at January 31, 2021 and July 31, 2020:

January 31, 2021

For the nine-month period ended April 30, 2021, the Company recorded a total gain on fair value of derivative liability of $1,560,945 during the period (April 30, 2020 – loss of $1,314,564).

The following weighted average assumptions were used for the Black-Scholes pricing model valuation of warrants as at April 30, 2021 and July 31, 2020:

April 30, 2021

July 31, 2020

10 unchanged sentences

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2021

FOR THE NINE-MONTH PERIOD ENDED APRIL 30, 2021

(Expressed in United States Dollars)

6 unchanged sentences

Each whole warrant is exercisable into one share of common stock at a price of $0.80 (C$1.00) until August 19, 2022.

The Company has paid finders’ fees and associated legal fees of $8,710, and issued a total of 11,196 finder’s warrants valued at $4,990 (Note 11), entitling the holder to acquire one share at a price of $0.80 (C$1.00) until August 19, 2022.

The Company has paid finders’ fees and associated legal fees of $8,710, and issued a total of 11,196 finder’s warrants valued at $4,990, entitling the holder to acquire one share at a price of $0.80 (C$1.00) until August 19, 2022.

On July 31, 2020, the Company completed a non-brokered private placement for a total of $3,272,875 through the issuance of 4,363,833 units at a price of $0.75 per Unit (C$1.02 per Unit), with each Unit comprising of one share of common stock (a “Share”) and one-half of one share purchase warrant.

Each whole warrant entitles the holder to acquire one Share at an exercise price of $1.00 until July 31, 2022.

The Company paid a total of $40,414 in finders fees and issued a total of 43,435 finders warrants with a fair value of $15,500, where each finder’s warrant entitles the holder to acquire one Share at a price of $1.00 until July 31, 2022.

The Company paid a total of $40,414 in finders’ fees and issued a total of 43,435 finder’s warrants with a fair value of $15,500, where each finder’s warrant entitles the holder to acquire one Share at a price of $1.00 until July 31, 2022.

The following weighted average assumptions were used for the Black-Scholes pricing model valuation of these warrants:

10 unchanged sentences

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2021

FOR THE NINE-MONTH PERIOD ENDED APRIL 30, 2021

(Expressed in United States Dollars)

5 unchanged sentences

The Company recorded share-based compensation of $560,792 in connection with this grant.

The following incentive stock options were outstanding and exercisable as at January 31, 2021:

The following incentive stock options were outstanding and exercisable as at April 30, 2021:

Weighted Average Exercise

March 17, 2023

April 19, 2023

2 unchanged sentences

September 22, 2025

As at January 31, 2021, the aggregate intrinsic value of the Company’s stock options is $14,250 (July 31, 2020 – $73,400).

As at April 30, 2021, the aggregate intrinsic value of the Company’s stock options is $13,500 (July 31, 2020 – $73,400).

Stock option transactions are summarized as follows:

6 unchanged sentences

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2021

FOR THE NINE-MONTH PERIOD ENDED APRIL 30, 2021

(Expressed in United States Dollars)

CAPITAL STOCK AND ADDITIONAL PAID-IN-CAPITAL (continued)

The following weighted average assumptions were used for the Black-Scholes pricing model valuation of stock options issued during the period ended January 31, 2021 and year ended July 31, 2020:

January 31, 2021

The following weighted average assumptions were used for the Black-Scholes pricing model valuation of stock options issued during the period ended April 30, 2021 and year ended July 31, 2020:

April 30, 2021

July 31, 2020

4 unchanged sentences

Forfeiture rate

The following warrants were outstanding at January 31, 2021:

April 18, 2021

The following warrants were outstanding at April 30, 2021:

August 31, 2021

September 17, 2021

March 1, 2021

August 19, 2022

2 unchanged sentences

September 21, 2022

During the period ended January 31, 2021, a total of 1,337,500 warrants with an exercise price of C$1.30 expired unexercised.

During the period ended April 30, 2021, a total of 5,787,286 warrants with an exercise price of C$1.30 expired unexercised.

Warrant transactions are summarized as follows:

2 unchanged sentences

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2021

FOR THE NINE-MONTH PERIOD ENDED APRIL 30, 2021

(Expressed in United States Dollars)

SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS

During the six-month periods ended January 31, 2021 and 2020, the Company had the following non-cash financing and investing activities:

For the period ended January 31, 2021:

During the nine-month periods ended April 30, 2021 and 2020, the Company had the following non-cash financing and investing activities:

For the period ended April 30, 2021:

a) The Company accrued $88,226 of interest expense as part of the outstanding balance of loan payable.

For the period ended January 31, 2020:

For the period ended April 30, 2020:

b) Company accrued $72,790 of interest expense as part of the outstanding balance of loan payable.

13 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements