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): March 11, 2004
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 Announces New Offerings to Refinance CCFC II Debt
(SAN JOSE, Calif.), /PR Newswire - FirstCall/ Mar. 11, 2004 -- Calpine
Corporation [NYSE: CPN] today announced that its wholly owned subsidiary Calpine
Generating Company, LLC (CalGen), formerly Calpine Construction Finance Company
II, LLC (CCFC II), has commenced new offerings of approximately $2.4 billion in
several tranches of secured institutional term loans and secured notes. The
final principal amounts, pricing, relative priorities and the respective
maturity dates of the offerings will be determined by market conditions.
CalGen intends to use the net proceeds from the offerings to refinance
amounts outstanding under the $2.5 billion CCFC II credit facility, which
matures in November 2004, and to pay fees and transaction costs associated with
the refinancing. Current outstanding indebtedness and letters of credit under
the CCFC II credit facility total approximately $2.3 billion. CalGen also
expects to establish a $200 million, three-year revolving credit facility, which
is expected to be used for, among other things, the costs to complete CalGen's
power generation facilities that are still under construction.
CalGen and its wholly owned subsidiaries will own 14 power generating
facilities located throughout the United States, 11 of which are in commercial
operation and three of which are in advanced stages of construction. The term
loans, secured notes and revolving credit facility described above will in each
case be secured, through a combination of direct and indirect stock pledges and
asset liens, by CalGen's power generating facilities and related assets, and the
lenders' recourse will be limited to such security. None of the indebtedness
will be guaranteed by Calpine Corporation.
The secured institutional term loans will be placed in the institutional
term loan market. The secured notes will be offered in a private placement under
Rule 144A, have not been 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: March 12, 2004