0000916457-01-500044.txt : 20011010 0000916457-01-500044.hdr.sgml : 20011010 ACCESSION NUMBER: 0000916457-01-500044 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20011002 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011009 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CALPINE CORP CENTRAL INDEX KEY: 0000916457 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 770212977 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12079 FILM NUMBER: 1754292 BUSINESS ADDRESS: STREET 1: 50 WEST SAN FERNANDO ST CITY: SAN JOSE STATE: CA ZIP: 95113 BUSINESS PHONE: 4089955115 MAIL ADDRESS: STREET 1: 50 W SAN FERNANDO STREET 2: SUITE 500 CITY: SAN JOSE STATE: CA ZIP: 95113 8-K 1 i00201.txt 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 reported): October 2, 2001 CALPINE CORPORATION (A Delaware Corporation) Commission File Number: 001-12079 I.R.S. Employer Identification No. 77-0212977 50 West San Fernando Street San Jose, California 95113 Telephone: (408) 995-5115 ITEM 5. OTHER EVENTS On October 2, 2001, Calpine Corporation, the San Jose, Calif.-based independent power company, announced four concurrent offerings of senior notes in the US dollar, Canadian dollar, Sterling and Euro fixed income markets, and an offering of approximately $654.5 million of pass through certificates relating to certain sale/leaseback transactions. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Not applicable. (b) Not applicable. (c) Exhibits. 99.0 Press release dated October 2, 2001, announcing proposed offerings. 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. CALPINE CORPORATION By: /s/ Charles B. Clark, Jr. ------------------------- Charles B. Clark, Jr. Senior Vice President and Controller Chief Accounting Officer October 8, 2001 EXHIBIT 99.0 NEWS RELEASE Contact: 408/995-5115 Media Relations: Katherine Potter, X1168 Investor Relations: Rick Barraza, X1125 CALPINE ANNOUNCES PROPOSED SENIOR NOTES OFFERINGS (SAN JOSE, CALIF.) October 2, 2001 -- San Jose, Calif.-based Calpine Corporation [NYSE:CPN], the nation's fastest growing independent power company, announced today four concurrent offerings of senior notes in the US dollar, Canadian dollar, Sterling and Euro fixed income markets. The Canadian dollar offering will consist of C$250 million of senior notes due 2007 to be issued by Calpine's wholly-owned subsidiary Calpine Canada Energy Finance ULC and guaranteed by Calpine Corporation. The lead underwriter for this transaction is TD Securities. The Sterling and Euro offering will consist of (pound)275 million equivalent of senior notes to be issued by Calpine's wholly-owned subsidiary Calpine Canada Energy Finance II ULC and guaranteed by Calpine. These notes will be issued in two separate tranches denominated in sterling and euros. The US dollar offerings will consist of $500 million of senior notes to be issued by Calpine Canada Energy Finance ULC and guaranteed by Calpine Corporation, and $287 million of senior notes issued by Calpine Corporation directly. The lead underwriter for the sterling, euro and US dollar transactions is Credit Suisse First Boston. Proceeds from the offerings will be used to refinance existing bridge loan financings incurred to fund recently completed transactions and for working capital and general corporate purposes. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities referred to above, nor shall there be any sale of these securities in any State or other jurisdictions in which such offer, solicitation or sale could be unlawful prior to registration or qualification of such securities under the securities laws of any such State and other jurisdictions. Based in San Jose, Calif., Calpine Corporation is dedicated to providing customers with reliable and competitively priced electricity. Calpine is focused on clean, efficient, natural gas-fired generation and is the world's largest producer of renewable geothermal energy. Calpine has launched the largest power development program in North America. To date, the company has approximately 35,100 megawatts of base load capacity and 7,600 megawatts of peaking capacity in operation, under construction and in announced development in 29 states, the United Kingdom and Canada. The company was founded in 1984 and is publicly traded on the New York Stock Exchange under the symbol CPN. For more information about Calpine, visit its web site at www.calpine.com. Calpine also expects to offer approximately $654.5 million of pass through certificates relating to certain sale/leaseback transactions concurrently with the senior note offerings described above. These pass through certificates will not be registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. Proceeds from this offering will be used to refinance outstanding borrowings under Calpine's construction loan facilities and certain project-specific debt, and for working capital and general corporate purposes.