8-K 1 o92503.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): September 25, 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: Karen Bunton, x1121 CALPINE ANNOUNCES CLOSING ON $50 MILLION OF ADDITIONAL CCFC I SECURED NOTES (SAN JOSE, CALIF.) September 25, 2003 - Calpine Corporation [NYSE:CPN], a leading North American power company, today announced that its wholly owned subsidiary, Calpine Construction Finance Company, L.P. (CCFC I), has received funding on a $50 million secured notes offering. This financing represents an add-on to the $750 million CCFC I offering completed on August 14, 2003. The additional financing was comprised of $50 million of Second Priority Senior Secured Floating Rate Notes Due 2011 offered at 99% of par and priced at Libor plus 850 basis points, with a Libor floor of 125 basis points. The noteholders' recourse will be limited to CCFC I's seven natural gas-fired electric generating facilities located in various power markets in the United States, and related assets and contracts. Net proceeds from the offering will go to reimburse Calpine for cash used to refinance a portion of CCFC I's existing indebtedness that was refinanced on August 14, 2003. The Second Priority Senior Secured Floating Rate Notes Due 2011 were 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: September 25, 2003