-----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, MfHozN57NOW0hRa5GWwUfY+BfERuM4HTnBfmk3gdddZKPvseVAflxwO1jVGc6Fid giKa8D5qiyXkpxdos42Qcw== 0001181431-08-056703.txt : 20081008 0001181431-08-056703.hdr.sgml : 20081008 20081008215250 ACCESSION NUMBER: 0001181431-08-056703 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20081006 FILED AS OF DATE: 20081008 DATE AS OF CHANGE: 20081008 ISSUER: 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 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SAN FRANCISCO PARTNERS II LP CENTRAL INDEX KEY: 0001252458 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12079 FILM NUMBER: 081115140 MAIL ADDRESS: STREET 1: 591 REDWOOD HIGHWAY STREET 2: STE 3215 CITY: MILL VALLEY STATE: CA ZIP: 94941 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SPO Partners II Co Investment Partnership LP CENTRAL INDEX KEY: 0001398581 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12079 FILM NUMBER: 081115141 BUSINESS ADDRESS: STREET 1: 591 Redwood Highway STREET 2: Ste 3215 CITY: Mill Valley STATE: CA ZIP: 94941 BUSINESS PHONE: 4153836600 MAIL ADDRESS: STREET 1: 591 Redwood Highway STREET 2: Ste 3215 CITY: Mill Valley STATE: CA ZIP: 94941 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SPO PARTNERS II LP CENTRAL INDEX KEY: 0001046206 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12079 FILM NUMBER: 081115142 BUSINESS ADDRESS: STREET 1: 591 REDWOOD HIGHWAY STE 3215 CITY: MILL VALLEY STATE: CA ZIP: 94941 BUSINESS PHONE: 4153836600 MAIL ADDRESS: STREET 1: 591 REDWOOD HIGHWAY, 3215 CITY: MILL VALLEY STATE: CA ZIP: 94941 FORMER NAME: FORMER CONFORMED NAME: MAIN STREET PARTNERS LP DATE OF NAME CHANGE: 19970916 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SF ADVISORY PARTNERS LP CENTRAL INDEX KEY: 0000948279 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12079 FILM NUMBER: 081115143 BUSINESS ADDRESS: STREET 1: 591 REDWOOD HWY STREET 2: STE 3215 CITY: MILL VALLEY STATE: CA ZIP: 94941 MAIL ADDRESS: STREET 1: 591 REDWOOD HIGHWAY STE 3215 STREET 2: C/O SPO PARTNERS & CO CITY: MILL VALLEY STATE: CA ZIP: 94941 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SPO ADVISORY PARTNERS LP CENTRAL INDEX KEY: 0001252456 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12079 FILM NUMBER: 081115144 MAIL ADDRESS: STREET 1: 591 REDWOOD HIGHWAY STREET 2: STE 3215 CITY: MILL VALLEY STATE: CA ZIP: 94941 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SPO ADVISORY CORP CENTRAL INDEX KEY: 0000919468 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12079 FILM NUMBER: 081115145 BUSINESS ADDRESS: STREET 1: 591 REDWOOD HIGHWAY STREET 2: SUITE 3215 CITY: MILL VALLEY STATE: CA ZIP: 94941 BUSINESS PHONE: 4153836600 FORMER NAME: FORMER CONFORMED NAME: SF ADVISORY CORP DATE OF NAME CHANGE: 19990329 4 1 rrd220672.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES X0303 4 2008-10-06 0 0000916457 CALPINE CORP CPN 0000919468 SPO ADVISORY CORP 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 0001252456 SPO ADVISORY PARTNERS LP 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 0000948279 SF ADVISORY PARTNERS LP 591 REDWOOD HIGHWAY , SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 0001046206 SPO PARTNERS II LP 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 0001398581 SPO Partners II Co Investment Partnership LP 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 0001252458 SAN FRANCISCO PARTNERS II LP 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 Common Stock 2008-10-06 4 P 0 945484 9.83 A 76317280 I See footnotes Common Stock 2008-10-06 4 P 0 63316 10.33 A 76379761 I See footnotes The entities directly acquiring the shares reported in this filing and related filings today are SPO Partners II, L.P. ("SPO Partners"), which bought 2,179,800 shares, Phoebe Snow Foundation ("PSF"), which bought 23,500 shares, the Elizabth R. & William J. Patterson Foundation ("WJPFND") which bought 5,100 shares, William J. Patterson ("WJP") who bought 200 shares and Edward H. McDermott ("EHM") who bought 200 shares. The range of prices for the purchases on 10/6/08, reported in Line 1 above, was $9.18 - $10.17. The range of prices for the purchases on 10/6/08, reported in Line 2 above, was $10.18 - $10.73. ( full detailed information regarding the shares purchased at each price will be provided upon request ). As a result of the purchases causing this filing and related filings today, and as a result of the conversion of debt instruments to common stock upon the issuer's emergence from bankruptcy, 69,208,808 shares are owned directly by SPO Partners, and may be deemed to be indirectly beneficially owned by (i) SPO Advisory Partners, L.P. ("SPO Advisory"), the sole general partner of SPO Partners, (ii) SPO Advisory Corp. ("SPO Corp."), the sole general partner of SPO Advisory, and (iii) JHS, WEO, WJP & EHM, the four controlling persons of SPO Corp. Additionally, 5,150,500 shares are owned directly by SPO Partners II Co-Investment Partnership, L.P. ("SPO Co-Invest"), and may be deemed to be indirectly beneficially owned by (i) SPO Advisory, the sole general partner of SPO Co-Invest, (ii) SPO Corp, the sole general partner of SPO Advisory, and (iii) JHS, WEO, WJP and EHM, the four controlling persons of SPO Corp. Additionally, 3,204,753 shares are owned directly by San Francisco Partners II, L.P. ("SF Partners"), and may be deemed to be indirectly beneficially owned by (i) SF Advisory Partners, L.P. ("SF Advisory"), the sole general partner of SF Partners, (ii)SPO Corp., the sole general partner of SF Advisory, and (iii)JHS, WEO, WJP and EHM, the four controlling persons of SPO Corp. Additionally, as a result of the purchases causing this filing and related filings today, PSF owns 94,100 shares, WJPFND owns 18,900 shares, JHS owns 5,600 shares in his IRA, which is self-directed, WEO owns 33,300 shares in his IRA, which is self-directed, WJP owns 800 shares in his IRA, which is self-directed and EHM owns 700 shares in his IRA, which is self-directed. Additionally, 5,029 shares of restricted stock and 2,720 restricted stock units are owned by WJP, a director of the Issuer. Pursuant to the partnership agreement governing SPO Partners, these shares may be deemed to be indirectly beneficially owned by SPO Partners together with any profits arising therefrom. Additionally, the shares represented in Column 5 above may be deemed to be indirectly beneficially owned by J. Stuart Ryan ("JSR"), solely in his advisory capacity to SPO Corp. Additionally, 5,029 shares of restricted stock are owned by JSR, a director of the Issuer. Form 1 of 2. The individuals listed in the notes above (each a ?Reporting Person?) may be deemed to form a ?group?, as such term is defined in Rule 13d-5(b)(1) promulgated under the Securities Exchange Act of 1934, for purposes of this filing. This filing shall not be deemed as an admission by any Reporting Person that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this statement. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such person?s pecuniary interest, if any, therein. Kim M. Silva, Attorney-in-Fact 2008-10-08 -----END PRIVACY-ENHANCED MESSAGE-----