PetroCorp Group Inc. Announces Planned Distribution of Units Held in Petrowest Energy Services Trust and Settlement with Powell

EDMONTON, Nov. 11 /CNW/ -- 
EDMONTON, Nov. 11 /CNW/ - PetroCorp Group Inc. (PCG.H: NEX) (the
 "Corporation") announced today that it plans to distribute to the
 Corporation's shareholders, on a pro rata basis, the 17,857,143 units
 (the "Units") held in Petrowest Energy Services Trust (the "Trust") prior to the end of calendar 2010, subject to regulatory approval. 
 The Units were acquired as part of a stand-by purchase agreement, dated
 May 13, 2010, in connection with a rights offering of the Trust, which
 closed on June 29, 2010.  This planned distribution of the Units is a
 change in intention of the Corporation from the Corporation's press
 release of July 2, 2010 pursuant to Section 3.1 of National Instrument
 62-103, where the Corporation indicated that it acquired the Units for
 investment purposes.  The Corporation will announce further details
 regarding the distribution of the Units, including the record date, in
 a later press release.  The distribution of the Units is planned to be
 made by way of return of capital pursuant to the Income Tax Act (Canada).  Discussions regarding the potential for a transaction to
 combine the business of the Trust and the Corporation through a plan of
 arrangement or other similar transaction have ended without an
 agreement. 


The Corporation also announced that there will be no deferred purchase
 price payment pursuant to the Asset Purchase Agreements (the "APAs") among the Corporation and subsidiaries of Powell Industries, Inc.
 (the "Buyer").  The APAs provided for a deferred purchase price payment of up to
 $8.0 million contingent on the operations of the Corporation sold to
 the Buyer achieving specified performance thresholds, which thresholds
 were not met.  The Corporation further announced it has settled a claim
 by the Buyer with respect to the calculation of the net asset value
 pursuant to the APAs for the Corporation's former operations in
 Kazakhstan that were sold to the Buyer.  The Corporation has paid the
 Buyer $500,000 Cdn to settle the claim.


Neither the NEX, nor its Regulatory Services Provider (as that term is
 defined in the policies of the NEX) accepts responsibility for the
 adequacy or accuracy this release.




pplease contact Larry Patriquin, CEO at [phone], or Randy Fries,  Interim CFO, at [phone]./p

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