UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest
event report):
March 5, 2003
PETROCORP INCORPORATED
(Exact name of registrant as specified in its charter)
Texas 0-22650 76-0380430
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
6733 South Yale Avenue, Tulsa, Oklahoma 74136
(Address of principal executive offices) (zip code)
Registrant's telephone number,
including area code:
(918) 491-4500
N/A
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(Former name or former address, if changes since last report)
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On March 5, 2003, PetroCorp Incorporated sold all of its Canadian
subsidiaries, which held all its Canadian producing oil and gas properties and
related facilities, to 1022694 Alberta Ltd., an affiliate of Enerplus Resources
Fund, by way of a stock purchase transaction. The sales price was approximately
$CDN168 million ($US112 Million) in cash, subject to a post-closing adjustment
for certain working capital components. For additional information, see the
press release attached as Exhibit 99(a) and the Share Purchase Agreement dated
December 24, 2002 between PetroCorp Incorporated, 1022694 Alberta Ltd. and
related parties filed as exhibit 10.24 to PetroCorp's 10-K filed March 20, 2003.
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
On March 17, 2003, the Board of Directors of PetroCorp Incorporated
approved a common stock repurchase program which authorizes the purchase of up
to 25% of the Company's common stock. As of March 17, 2003, PetroCorp had
12,655,726 shares of common stock outstanding. For additional information, see
the press release attached as Exhibit 99(b).
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(b) Pro forma financial information.
No pro forma data to reflect the discontinued Canadian operations is
included in this 8-K because that data is presented in the Company's recently
filed 10-K.
(c) Exhibits
99(a) The Canadian Sale Press Release
99(b) The Stock Repurchase Press Release
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
PETROCORP INCORPORATED
By: /s/ Gary R. Christopher
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Gary R. Christopher,
President and Chief
Executive Officer
Date: March 20, 2003
EXHIBIT INDEX
Exhibit No. Description
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99(a) The Canadian Sale Press Release
99(b) The Stock Repurchase Press Release