0001181431-12-021297.txt : 20120402 0001181431-12-021297.hdr.sgml : 20120402 20120402193645 ACCESSION NUMBER: 0001181431-12-021297 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120331 FILED AS OF DATE: 20120402 DATE AS OF CHANGE: 20120402 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WILLIAM & SUSAN OBERNDORF TRUST CENTRAL INDEX KEY: 0001252467 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12079 FILM NUMBER: 12735058 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: JOHN H SCULLY LIVING TRUST CENTRAL INDEX KEY: 0001273627 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12079 FILM NUMBER: 12735057 MAIL ADDRESS: STREET 1: 591 REDWOOD HIGHWAY STREET 2: SUITE 3215 CITY: MILL VALLEY STATE: CA ZIP: 94941 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OBERNDORF WILLIAM E CENTRAL INDEX KEY: 0001218663 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12079 FILM NUMBER: 12735059 MAIL ADDRESS: STREET 1: SPO PARTNERS & CO STREET 2: 591 REDWOOD HWY STE 3215 CITY: MILL VALLEY STATE: CA ZIP: 94941 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: 717 TEXAS AVENUE STREET 2: SUITE 1000 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7138302000 MAIL ADDRESS: STREET 1: 717 TEXAS AVENUE STREET 2: SUITE 1000 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Edward & Elizabeth McDermott Trust CENTRAL INDEX KEY: 0001545752 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12079 FILM NUMBER: 12735056 BUSINESS ADDRESS: STREET 1: 591 REDWOOD HIGHWAY STREET 2: SUITE 3215 CITY: MILL VALLEY STATE: CA ZIP: 94941 BUSINESS PHONE: 415-383-6600 MAIL ADDRESS: STREET 1: 591 REDWOOD HIGHWAY STREET 2: SUITE 3215 CITY: MILL VALLEY STATE: CA ZIP: 94941 4 1 rrd339877.xml FORM 4 - WEO DEPARTURE X0305 4 2012-03-31 0 0000916457 CALPINE CORP CPN 0001218663 OBERNDORF WILLIAM E 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 1 0 1 0 0001252467 WILLIAM & SUSAN OBERNDORF TRUST 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 0001273627 JOHN H SCULLY LIVING TRUST 591 REDWOOD HIGHWAY , SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 0001545752 Edward & Elizabeth McDermott Trust 591 REDWOOD HIGHWAY SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 Common Stock 2012-03-31 4 S 0 0 0 D 77501208 I See Footnotes On March 31, 2012, the John H. Scully Living Trust ("JHS Trust") and the Edward & Elizabeth McDermott Trust ("EHM Trust") purchased one-third of the outstanding shares of SPO Advisory Corp. ("SPO Corp.") previously owned by the William E. & Susan C. Oberndorf Trust. William E. Oberndorf ("WEO") left the SPO reporting group on March 31, 2012 and is no longer a controlling person of SPO Corp. Following the transaction which caused this filing, WEO beneficially owns 28,700 shares of the Issuer's common stock held in the WEO individual retirement account, which is self directed. These shares are no longer included in the SPO filing group. Additionally, 5,451 restricted stock units are owned by WEO, a director of the Issuer. Pursuant to the partnership agreement governing SPO Partners II, L.P. ("SPO Partners"), these shares may be deemed to be indirectly beneficially owned by SPO Partners together with any profits arising therefrom. Additionally, following the transaction which caused this filing, 70,541,012 shares of the Issuer's common stock 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 Corp., the sole general partner of SPO Advisory, and (iii) John H. Scully ("JHS") and Edward H. McDermott ("EHM"), the two controlling persons of SPO Corp. Additionally, 4,234,400 shares of the Issuer's common stock 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 and EHM, the two controlling persons of SPO Corp. Additionally, following the transaction which caused this filing, 2,697,096 shares of the Issuer's common stock are owned directly by San Francisco Partners, 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 and EHM, the two controlling persons of SPO Corp. Additionally, JHS beneficially owns 5,000 shares of the Issuer's common stock held in the JHS individual retirement accounts, which are self directed. Additionally, EHM beneficially owns 5,600 shares of the Issuer's common stock held in the EHM individual retirement account, which is self directed. The individuals and entities listed in the Notes above 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. This filing shall not be deemed as an admission by the 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. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest, if any, therein. Kim M. Silva, Attorney-in-fact 2012-04-02