Kachemak is a Delaware corporation recently formed by John Upton's GFR Holdings of Fort Worth, Texas, and Melody Capital Partners L.P., represented by Melody executive Blake Yaralian.

The assets in the sale are primarily the Cook Inlet Kitchen Lights offshore unit, related infrastructure such as the Julius R offshore natural gas platform, together with onshore processing facility and related pipelines.

The order authorizes each of the debtors (Furie and related companies) and the acquirer to enter into and perform, consummate and implement the escrow letter, together with all additional instruments and documents that may be reasonably necessary or desirable to implement the letter and to take any and all further actions to perform its obligations.

The order said the debtors have demonstrated at this time good, sufficient and sound business purposes and justifications for entry into the agreement.

The acquirer has made a deposit into escrow of $200,000 as part of the acquisition agreement.

In connection with the acquisition, the acquirer agrees to pay the debtors an amount equal to $2 million, to be used solely to satisfy allowed fee claims and allowed administrative claims.

According to a support declaration by Scott Pinsonnault, Furie interim COO, filed on Feb. 18, "$1,050,000 in cash will be paid to certain creditors for the benefit of the debtors to resolve matters settled pursuant to the stipulations and settlements."

The declaration said the consideration includes forgiveness of $3 million in principal owed to the Melody Lenders under the debtors' debtor-in-possession financing facility, and that $103 million in debt secured by the assets of the reorganized debtors will be provided to the debtors' prepetition and remaining DIP lenders in full and final satisfaction of such lenders' claims.

Pinsonnault said Melody Capital has provided financial statements and evidence demonstrating the acquirer's ability to consummate the transaction.

According to documents filed in the Chapter 11 bankruptcy case, Anchorage-based HEX LLC – which was previously named the successful bidder in the sale process – was unable to raise funds needed to complete the transaction. But HEX disagrees with that position and has made a counteroffer to the debtors' counsel, per the Feb. 21 clerk's docket.

The Alaska independent is also expected to file an objection to this latest order from the court.

- STEVE SUTHERLIN

See full story in March 1 issue, available online Friday, Feb. 28, at www.PetroleumNews.com

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