Marion, one of the least successful oil and gas companies on the ASX, said it had been unable to find another viable sale or refinancing alternative that might stop Castleview from taking possession of its gas fields in Utah.

The move means Marion will no longer have any substantial assets, and will become a shell on the ASX.

The transaction was expected to be ratified overnight in the US, with the sale going through on June 1.

Marion's deed administrator intends to call a meeting of the company's creditors after July 1 to recommend the variation or termination of January's deed of company arrangement.

Marion entered voluntary administration earlier in the year following a court decision in December not to set aside Castlelake's bankruptcy action, and to limit Marion's ability to find its operations.

Bankruptcy protection provisions are set to end of June 1, after Castlelake agreed to provide short-term funding to maintain Marion's assets and conduct a sales process for the Clear Creek and Helper fields, but it became clear in March there was little interest in the gas assets.

While the company has been suspended from trading on the ASX since September 2011 Marion's management has been working on regaining its listing, and in 2013 refinanced its balance sheet and resumed operations on its shut-in wells at the Clear Creek gas field in Utah, upgrading field facilities, fraccing the Oman 2-20 well and re-completing of two of the older 1950s-era wells.

New compression was added and power generation installed in the field where necessary, but water disposal issues and cash restrictions meant the company was not able to achieve sustainable production and optimism the company could survive faded.

When Castleview stepped in last year, it all but ended Marion's hopes of re-listing.