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): December 4, 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: Bill Highlander, Ext. 1244
Investor Relations: Rick Barraza, Ext. 1125
CALPINE COMPLETES SALE OF PG&E NOTE RECEIVABLE FOR $133.4 MILLION
(SAN JOSE, CALIF.) Dec. 4, 2003 /PR NEWSWIRE - First Call/ Calpine
Corporation [NYSE:CPN] today announced that it has sold to a group of
institutional investors its right to receive payments under a note receivable
from Pacific Gas and Electric Company (PG&E) for approximately $133.4 million in
cash.
"The sale of the PG&E note receivable represents the successful completion
of another liquidity-enhancing event," noted Bob Kelly, Calpine's chief
financial officer. "To date we have completed liquidity transactions totaling
over $2.3 billion. Our last major liquidity event, the $250 million construction
financing for our Rocky Mountain project, should be completed in the next 30
days, bringing the total liquidity raised in 2003 to nearly $2.6 billion."
Proceeds from the sale will be used for general corporate purposes,
including the repurchase of outstanding public indebtedness in open-market
transactions, and as otherwise permitted by the company's indentures.
The PG&E note receivable stems from a 1999 restructuring of a long-term
power purchase agreement with PG&E for electricity delivered from the company's
Gilroy Power Plant. Calpine will continue to own and operate the Gilroy Power
Plant, a 112-megawatt combined-cycle natural gas-fired facility, which supplies
power to the northern California power market and steam to an adjacent food
processing facility.
Calpine is a fully integrated power company that owns and operates
electricity generating facilities and natural gas reserves. The company
generates power at plants it owns or leases in 21 states in the United States,
three provinces in Canada and in the United Kingdom. Calpine also owns nearly
900 billion cubic feet equivalent of natural gas reserves, Calpine focuses its
marketing and sales activities on securing power contracts with load-serving
entities. The company has in-depth expertise in every aspect of power generation
from development through design, engineering and construction management, into
operations, fuel supply and power marketing. Founded in 1984, Calpine is
publicly traded on the New York Stock Exchange under the symbol CPN. For more
information about Calpine, visit 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) the timing and extent of deregulation of energy markets and the
rules and regulations adopted on a transitional basis with respect thereto; (ii)
the timing and extent of changes in commodity prices for energy, particularly
natural gas and electricity; and (iii) other risks identified from time-to-time
in our reports and registration statements filed with the SEC, including the
risk factors identified in its Annual Report on Form 10-K for the year ended
December 31, 2002 updated on Form 8-K on October 23, 2003, and its quarterly
report on Form 10-Q for the quarter ended September 30, 2003, which can be found
on the Company's website at www.calpine.com. All information set forth in this
news release is as of today's date, and the Company undertakes no duty to update
this information.
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: December 5, 2003