-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, D4l5IMeZAfhokfzhk2ezBoSAcOzwU+mDc0cfZKr4mJ2L3D9XvevixA08A6jcUP/p YCd/3H5fUiaP6r9iICMv7w== 0000916457-01-500050.txt : 20020412 0000916457-01-500050.hdr.sgml : 20020412 ACCESSION NUMBER: 0000916457-01-500050 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20011130 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011203 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: 1804539 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 i112901.txt 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): November 28, 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 November 28, 2001, Calpine Corporation announced that it currently has no net exposure with Enron Corporation and its subsidiaries. Item 7. Financial Statements and Exhibits (a) Not applicable. (b) Not applicable. (c) Exhibits. 99.1 Press release dated November 28, 2001 99.2 Calpine Corporation's Net Positions with Enron at November 29, 2001 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 Date: November 30, 2001 EXHIBIT 99.1 NEWS RELEASE CONTACT: 408/995-5115 Media Relations: Bill Highlander, X1244 Investor Relations: Rick Barraza, X1125 CALPINE CONFIRMS NO NET EXPOSURE TO ENRON (SAN JOSE, CALIF.) November 28, 2001 - Calpine Corporation [CPN:NYSE], the San Jose, Calif.-based independent power company, announced today that it currently has no net exposure with Enron Corporation and its subsidiaries (Enron). A netting agreement is in place, allowing Calpine to offset the amounts owed by Enron with the amounts Calpine owes Enron. Calpine's transactions with Enron have been contracts for sales and purchases of power and gas for both hedging and optimization purposes and physical delivery. Calpine had been decreasing its trading activity with Enron over the last several months while closely monitoring this situation. Calpine has restricted trading activities with Enron due to the downgrading of Enron's credit rating. Calpine continues trading with its usual creditworthy counterparties. Calpine is a fully integrated power company that owns and operates electricity generating facilities and natural gas reserves. The company's power marketing focus is on long-term contracts and trading around its own assets to add value to its portfolio. Calpine manages every aspect of a power generating facility - from development through design, engineering and construction management, into operations, fuel supply and power marketing. Calpine is engaged in the largest development and construction program ever undertaken in the power industry. This year, ten new plants came on line - a total of 4,000 megawatts - bringing the company's total operating plant capacity to 11,000 megawatts. Calpine is on schedule toward achieving its goal of becoming the largest and most profitable power company in the United States by 2005. Calpine will host a conference call to further discuss this announcement. The conference call will take place on Thursday, November 29, 2001, at 7:00 am PST. The call is available in a listen-only mode by calling 1-877-683-1535 five minutes prior to the start of the conference call. International callers should dial 1-973-872-3100. In addition, Calpine will simulcast the conference call live via the Internet. The web cast can be accessed and will be available for 30 days on the investor relations page of Calpine's website at www.calpine.com. This news release discusses certain matters that may be considered "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the intent, belief or current expectations of Calpine Corporation ("the Company") and its management. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties that could materially affect actual results such as, but not limited to, (i) changes in government regulations, including pending changes in California, and anticipated deregulation of the electric energy industry, (ii) commercial operations of new plants that may be delayed or prevented because of various development and construction risks, such as a failure to obtain financing and the necessary permits to operate or the failure of third-party contractors to perform their contractual obligations, (iii) the assurance that the Company will develop additional plants, (iv) a competitor's development of a lower-cost generating gas-fired power plant, and (v) the risks associated with marketing and selling power from power plants in the newly competitive energy market, including volatility of commodity prices. Prospective investors are also referred to the other risks identified from time to time in the Company's reports and registration statements filed with the Securities and Exchange Commission. EXHIBIT 99.2 Calpine Corporation's Net Positions with Enron at November 29, 2001 Following are the net accounts receivable (payable) balances as well as the fair value of the open contracts with Enron subsidiaries and affiliates ("Enron") at November 29, 2001. The positive net positions have realization exposure, while the negative net positions are existing or potential obligations. See Footnote 11 in the Company's Form 10-Q for the quarterly period ended September 30, 2001, filed on November 14, 2001.
Net Fair Accounts Value of Receivable Open (in millions) (Payable) Positions Total ---------- --------- ----- Enron North America Corp ("ENA")......... $ 0.2 $ (301.9) $ (301.7) Enron Power Marketing, Inc. ("EPMI")..... 18.9 123.0 141.9 ----- ------ ------ Total from ENA and EPMI (1)......... 19.1 (178.9) (159.8) Enron Canada ............................ -- (18.5) (18.5) Citrus Trading Corp. (2) ................ -- 32.0 32.0 Other ................................... 0.1 -- 0.1
(1) All transactions between the Company and ENA and EPMI are subject to a netting agreement. (2) Citrus Trading Corp. is a subsidiary of Citrus Corp., which is 50% owned by a subsidiary of Enron and 50% owned by El Paso Corporation. Based on the above, the Company had no net exposure to Enron at November 29, 2001. Additionally, the Company believes that its Citrus Trading Corp. exposure is mitigated by the fact that its parent, Citrus Corp., is 50% owned by El Paso Corporation. The Company has not established any reserve against Enron exposure. -----END PRIVACY-ENHANCED MESSAGE-----