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): October 4, 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 October 4, 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 October 4, 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: October 6, 2005
EXHIBIT 99.1.
NEWS RELEASE CONTACTS:
Media Relations: Katherine Potter
408-792-1168
kpotter@calpine.com
Investor Relations: Karen Bunton
408-995-5115, Ext. 1121
kbunton@calpine.com
Calpine Prices $300 Million Preferred Shares Offering
By CCFC Preferred Holdings
(SAN JOSE, Calif.) /PR Newswire - First Call Oct. 4, 2005 - Calpine
Corporation's [NYSE:CPN] indirect subsidiary, CCFC Preferred Holdings, LLC, has
priced its $300 million offering of 6-Year Redeemable Preferred Shares due 2011
at LIBOR plus 950 basis points. Net proceeds from the offering of the Redeemable
Preferred Shares will be used as permitted by Calpine's existing bond
indentures. Calpine expects the transaction to close within the next two weeks.
The Redeemable Preferred Shares have not been registered under the
Securities Act of 1933, as amended, and may not be offered in the United States
or any state absent registration or an applicable exemption from registration
requirements. The Redeemable Preferred Shares were offered in a private
placement in the United States under Section 4(2) and Regulation D under the
Securities Act of 1933. This press release shall not constitute an offer to sell
or the solicitation of an offer to buy. Securities laws applicable to private
placements limit the extent of information that can be provided at this time.