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): May 17, 2005
CALPINE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State of Other Jurisdiction of Incorporation)
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
(Address of principal executive offices and telephone number)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 8.01 -- OTHER EVENTS
On May 17, 2005, the Registrant issued the press release attached hereto
as Exhibit 99.1.
ITEM 9.01 -- FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Businesses Acquired.
Not Applicable
(b) Pro Forma Financial Information.
Not Applicable
(c) Exhibits.
99.1. Press release, dated May 17, 2005.
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, Controller and
Chief Accounting Officer
Date: May 17, 2005
EXHIBIT 99.1.
NEWS RELEASE CONTACTS: (408) 995-5115
Media Relations: Katherine Potter, Ext. 1168
Investor Relations: Rick Barraza, Ext. 1125
Calpine Evaluating Strategic Alternatives for its Natural Gas Assets
(SAN JOSE, Calif.) /PR Newswire - First Call/ May 17, 2005 - Calpine
Corporation [NYSE:CPN] is currently evaluating strategic alternatives for its
U.S. natural gas assets, including the potential sale of all or a portion
thereof.
Calpine's natural gas assets are primarily located in the Sacramento Basin
of California, south Texas and the Gulf of Mexico, with additional significant
activity in Colorado, New Mexico and Utah. As of December 31, 2004, the company
had 389 billion cubic feet equivalent of net proved gas reserves. Calpine's
natural gas land interests currently include 386,674 net developed and
undeveloped acres. The company's assets currently produce approximately 90
million cubic feet equivalent per day from 607 net wells.
Net proceeds from any sale of the natural gas assets would be used in
accordance with Calpine's existing bond indentures.
Calpine Corporation is a North American power company dedicated to
providing electric power to customers from clean, efficient, natural gas-fired
and geothermal power plants. 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. The company is listed on the S&P 500. The company was founded in
1984 and is publicly traded on the New York Stock Exchange under the symbol CPN.
For more information, 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; (iii) unscheduled outages of operating plants; (iv)
a competitor's development of lower cost generating gas-fired power plants; (v)
risks associated with marketing and selling power from power plants in the
newly-competitive energy market; (vi) other risks identified from time-to-time
in the Company's 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, 2004 and in its Quarterly Report on Form 10-Q for the
quarter ended March 31, 2005, which can also 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.