-----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, SJBm/BtroKWtUutPmFRA7mkITPa3RZnAqb2prWFgGLwcH7UOnGIRz4gUvZ5vuNsK wtRPupQ/toE3ctyulDD6lw== 0000916457-03-000042.txt : 20030724 0000916457-03-000042.hdr.sgml : 20030724 20030724172748 ACCESSION NUMBER: 0000916457-03-000042 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030724 ITEM INFORMATION: Other events FILED AS OF DATE: 20030724 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: 03801648 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 o72403.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): July 24, 2003 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 NEWS RELEASE CONTACTS: (408) 995-5115 Media Relations: Katherine Potter, x1168 Investor Relations: Rick Barraza, x1125 CALPINE SUBSIDIARY ANNOUNCES SECURED NOTES OFFERING Peaker Financing Represents Another Milestone in Liquidity Program (SAN JOSE, CALIF.) July 24, 2003 - Calpine Corporation [NYSE:CPN], a leading North American power company, today announced that Gilroy Energy Center, LLC (GEC), a wholly owned, stand-alone subsidiary of the Calpine subsidiary GEC Holdings, LLC, intends to sell approximately $270 million of Senior Secured Notes Due 2011. The senior secured notes will be secured by GEC's and its subsidiaries' 11 peaking units, located at nine power generating sites in northern California. The notes will also be secured by a long-term power sales agreement for 495 megawatts of peaking capacity with the State of California Department of Water Resources, which is being served by the 11 peaking units. Net proceeds will be used to reimburse costs incurred in connection with the development, construction, and purchase of, repairs, improvements or additions to, the peaker projects, and for general corporate purposes. The noteholders' recourse will be limited to the assets of GEC and its subsidiaries. Calpine will not provide a guarantee of the Senior Secured Notes Due 2011 or any other form of credit support. In connection with this offering, GEC is negotiating with a third party on a preferred equity investment in GEC, totaling approximately $74 million, which the company does not expect to complete by the closing of the Senior Secured Notes Due 2011. Therefore, the net proceeds of the senior notes offering will be held in an escrow account, pending completion of this preferred equity investment. If the preferred equity investment is not completed, GEC will offer to repurchase the Senior Secured Notes Due 2011 at a price of 101%, plus accrued interest. The Senior Secured Notes Due 2011 will be offered in a private placement under Rule 144A, have not been and will not be registered under the Securities Act of 1933, and may not be offered in the United States absent registration or an applicable exemption from registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy. Securities laws applicable to private placements under Rule 144A limit the extent of information that can be provided at this time. 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: July 24, 2003 -----END PRIVACY-ENHANCED MESSAGE-----