Rise Gold partners with Morgan Hughes on I-M planning

Executive Summary

• Rise Gold Corp. has entered into a strategic development partnership with Morgan Hughes Energy to advance the Idaho-Maryland (I-M) mine, a historic U.S.-based gold and critical minerals project.
• Under the agreement, Morgan Hughes will assist with development planning, capital formation, and positioning the project within domestic critical minerals initiatives.
• Rise Gold will issue 18 million warrants to Morgan Hughes, with vesting tied to specific project milestones, and potential cash payments for achieving development goals.

Key Details

• Partnership Structure: Rise Gold and Morgan Hughes Energy entered an 18-month strategic development partnership. Morgan Hughes will work alongside Rise to advance development planning, support capital formation, and position the I-M mine within applicable domestic critical minerals and industrial initiatives.
• Warrant Issuance: Rise will issue 18 million warrants to Morgan Hughes with a strike price of $0.40 USD and an expiration date of December 31, 2029.
• Vesting Schedule:
  • 9 million warrants vest upon formal advancement of the project within applicable critical minerals or industrial development frameworks.
  • 4.5 million warrants vest upon the establishment of development support mechanisms necessary to advance the project toward construction readiness.
  • 4.5 million warrants vest upon securing material development participation or capital commitments in connection with advancing the project toward operations during the agreement term.
• Milestone Payments:
  • If material development participation or capital commitments are secured within 36 months of signing, Rise will pay Morgan Hughes a one-time development milestone payment of $1.5 million USD.
  • If the agreement expires without achieving defined milestones, Rise will pay Morgan Hughes a one-time project development reimbursement of $250,000 USD or, by mutual agreement, issue 1.8 million warrants exercisable for 12 months.
• Board Representation: Upon achievement of a qualifying development milestone, Rise will appoint a representative of Morgan Hughes to its board of directors, subject to Morgan Hughes maintaining at least a 5% ownership interest in the company.
• Project History & Geology: The I-M mine operated from 1862 to 1957, producing an estimated 2.4 million ounces of gold at an average mill head grade of 0.50 oz/t (17.1 g/t). It was also a significant tungsten supplier, producing 3,086 short tons of tungsten ore in 1955 (avg grade 1.30% WO3) and 5,898 short tons in 1956 (avg grade 0.83% WO3). Concentrates exceeded 70% WO3.
• Strategic Context: Tungsten is critical for defense applications (ammunition, armored equipment) and is on the 2023 Department of Energy critical metals list. China produces 84% of global tungsten supply and announced export restrictions in February 2025. The U.S. has had no domestic tungsten mine supply since 2015.
• Regulatory/Legal Status: Despite a 26,052-page environmental impact report showing no risk to Nevada County residents, the Nevada County Board of Supervisors denied the use permit and vested rights petition in May 2024. Rise filed a writ of mandamus in May 2024; oral arguments are scheduled for March 6, 2026.
• CEO Commentary: David Watkinson (CEO, Rise Gold) stated the partnership aims to create 475 local jobs, become Nevada County's largest taxpayer, and supply the U.S. military with critical minerals. Gregory Bloom (CEO, Morgan Hughes) highlighted the project's convergence of economic value (high-grade gold) and strategic value (documented tungsten mineralization).

Notable Quotes

• "The Idaho-Maryland mine represents a rare convergence of economic and strategic value: a historically significant high-grade gold system that drives project economics, alongside documented tungsten mineralization developed under prior federal sponsorship. With existing infrastructure, fee-simple ownership and national industrial relevance, the project is uniquely positioned among U.S. mineral assets." — Gregory Bloom, CEO, Morgan Hughes
• "The I-M mine is an environmentally sound, historic mine that would create 475 new local jobs, become Nevada County's largest taxpayer and supply the U.S. military with a critical mineral necessary for national defence. We are pleased to partner with Morgan Hughes to advance strategic development planning, evaluate participation in applicable critical minerals development programs and position the project for responsible production." — David Watkinson, CEO, Rise Gold