Rayrock companies reorganize as Pyx Mining

A new company, Pyx Mining, has been formed through the combination of Rayrock Yellowknife Resources (RAY-T), Minera Rayrock (MRN-T) and Inter-Rock Gold (IRO-T).

Under the terms of the proposal, Rayrock Yellowknife shareholders will receive one share in Pyx, at no additional cost, while continuing to hold Rayrock shares. Rayrock will thus hold a 37.5% equity interest in Pyx, which will have one class of common shares and will hold all Rayrock’s mining assets.

If the transaction is approved, shareholders of Minera and Inter-Rock will receive shares on the basis of one Pyx share for every 7.1 Minera shares and one Pyx share for every 5.7 Inter-Rock shares.

Pyx will focus exclusively on metal mining projects and will hold the group’s entire portfolio of gold and copper mining interests, which include: * the Dee gold mine in northern Nevada;

* the Daisy gold mine in southwestern Nevada;

* 66.7% of the Marigold gold mine in northern Nevada;

* the Ivan Copper mine in northern Chile; and

* the group’s exploration interests in Nevada, Chile, Panama and Ireland.

All inter-company debt will be eliminated through an exchange of shares and cash.

David Hutton will become Pyx’s president, resigning as executive vice-president of Rayrock Yellowknife and from other posts in the related companies.

The new Rayrock Group will consist of three public companies: Rayrock Resources, Pyx Mining and the heavy-oil company BlackRock Ventures (BVI-T).

The transaction is expected to take effect Dec. 31.