SOURCE: Imperial Capital

Imperial Capital

July 22, 2011 04:30 ET

Imperial Capital Acts as Sole Book Running Manager for $127.50 Million of Senior Secured Notes and as Placement Agent for $28.25 Million of Common Stock for Saratoga Resources, Inc. (NYSE Amex: SARA)

LOS ANGELES, CA--(Marketwire - Jul 22, 2011) - Imperial Capital announced the successful completion of $127.50 million 12.5% Senior Secured Notes offering (the "Notes") and $28.25 million Common Stock offering (the "Common Stock") for Saratoga Resources, Inc. (NYSE Amex: SARA) ("Saratoga Resources" or "the Company"). The Company used the net proceeds from the Notes offering and Common Stock offering to repay all of the Company's previously existing credit facilities with Wayzata Investment Partners, LLC, pay related fees and expenses and for general corporate purposes. Funds managed by GSO Capital Partners LP, an affiliate of The Blackstone Group L.P. (together, the "Blackstone / GSO Funds") played a pivotal role in the transactions, taking a sizeable position in both the Notes and Common Stock. Imperial Capital acted as sole book running manager for the Notes offering and placement agent on the Common Stock offering.

Imperial Capital's leveraged finance expertise and deep oil and gas knowledge helped generate substantial investor demand in the Notes offering. "Imperial Capital was instrumental in the success of both the Note and Common Stock offering and played an integral part in developing our new relationship with the Blackstone / GSO Funds. The Company was very pleased with the outcome of the transaction and we look forward to the added liquidity these offerings provide, which will help facilitate our capital expenditure program," said Thomas Cooke, Chief Executive Officer of Saratoga Resources.

"This transaction provides the Company with a permanent capital solution that enables the management team to continue growing the business," said Jeff Zolkin, Managing Director, Head of Leveraged Finance.

"Imperial Capital's strong institutional client relationships and middle market focus were the keys to the success of this transaction," added Chris Shepard, Managing Director and Co-Head of Investment Banking. "This transaction demonstrates Imperial Capital's ability to provide financing throughout the capital structure for our middle market clients and highlights our expertise in the oil and gas sector."

Saratoga Resources is an independent oil and natural gas company engaged in the production, development, acquisition and exploitation of crude oil and natural gas properties, with principal interests covering approximately 33,869 gross acres (31,125 net acres) across 12 fields in the transitional coastline in protected in-bay environments on parish and state leases in south Louisiana.

The Notes have not been registered under the Securities Act of 1933 (the "Act") or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption therefrom. The Notes were offered only to qualified institutional buyers in reliance Rule 144A under the Act and to certain non-US persons outside the United States in reliance on Regulation S under the Act.

The Common Stock was issued in reliance upon an exemption from registration afforded pursuant to Section 4(2) of the Securities Act of 1933, as amended, and Rule 506 of Regulation D promulgated thereunder, as a transaction not involving a public offering of securities. The securities were offered solely to a limited number of accredited investors without public solicitation and the securities issued in the offering are subject to resale restrictions, including the placement of restrictive legends on the certificates evidencing the shares.

About Imperial Capital, LLC

Imperial Capital, founded in 1997, is a full-service investment banking firm with offices in Los Angeles, New York, San Francisco, Minneapolis, Boston, and Chicago. The firm currently employs over 180 professionals and offers a wide range of proprietary products and services to institutional investors, middle market companies, and private equity firms. Imperial Capital provides institutional clients research and sales and trading of high yield and distressed debt securities, bank debt, convertible bonds, preferred stocks, and equities. The firm provides middle market companies and financial sponsors with capital markets, merger and acquisitions, capital structure, restructuring and recapitalization advisory services. More information about Imperial Capital can be found at www.imperialcapital.com.

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