<PAGE> 1
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 Act of 1934
Date of Report (Date of earliest event reported): July 25, 2000
CALPINE CORPORATION
(A Delaware Corporation)
Commission File Number: 033-73160
I.R.S. Employer Identification No. 77-0212977
50 WEST SAN FERNANDO STREET
SAN JOSE, CALIFORNIA 95113
TELEPHONE: (408) 995-5115
<PAGE> 2
ITEM 5. OTHER EVENTS
On July 25, 2000, Calpine Corporation announced three strategic
acquisitions that add 205 billion cubic feet equivalent (bcfe) of proven,
natural gas reserves to Calpine's natural gas portfolio, which at full
production, can now fuel 800 to 900 megawatts of combined-cycle, gas-fired power
generation. Calpine acquired these assets for approximately $206 million.
On August 1, 2000, Calpine Corporation announced that it received
requisite consents from, collectively, the holders of its 9-1/4% Senior Notes
due 2004 (CUSIP 131347-AA-4), 8-3/4% Senior Notes due 2007 (CUSIP 131347-AF-3),
7-7/8% Senior Notes due 2008 (CUSIP 131347-AJ-5 and U13055-AC-9), 7-5/8% Senior
Notes due 2006 (CUSIP 131347-AL-0), and 7-3/4% Senior Notes due 2009 (CUSIP
13147-AM-8) (the "Notes") to certain proposed amendments to the Indentures
governing the Notes as described in the Consent Solicitation Letter dated July
14, 2000, and that supplemental indentures incorporating such amendments have
been executed by Calpine and the respective trustees. Also announced by Calpine
Corporation is the extension of the expiration date until 5:00 p.m., New York
City Time, on August 1, 2000, in respect of the consent solicitation relating to
Calpine Corporation's 10-1/2% Senior Notes due 2006 (CUSIP 131347-AD-8).
On August 2, 2000, Calpine Corporation announced that it received
requisite consents from the holders of its 10-1/2% Senior Notes due 2006 (CUSIP
131347-AD-8) (the "Notes") to certain proposed amendments to the Indenture
governing the Notes as described in the Consent Solicitation Letter dated July
14, 2000, and that the supplemental indenture incorporating such amendments has
been executed by Calpine Corporation and State Street Bank and Trust Company, as
successor trustee to Fleet National Bank.
ITEM 7 FINANCIAL STATEMENTS AND EXHIBITS.
(C) Exhibits.
99.0 Press release dated July 25, 2000, announcing strategic acquisitions
of natural gas reserves for approximately $206 million.
99.1 Press release dated August 1, 2000, announcing note holder consents
and execution of supplemental indentures.
99.2 Press release dated August 2, 2000, announcing receipt of note holder
consents and execution of supplemental indenture.
99.3 $400,000,000 Second Amended and Restated Credit Agreement, dated as
of May 23, 2000, among Calpine Corporation, as the Borrower, and
Certain Commercial Lending Institutions, as the Lenders, and
Bayerische Landesbank, as the Co-Arranger and Syndication Agent for
the Lenders, and The Bank of Nova Scotia, as the Lead Arranger and
Administrative Agent for the Lenders.
99.4 $1,000,000 Bridge Credit Facility, dated as of June 23, 2000, among
Calpine Corporation, as the Borrower, and Certain Commercial Lending
Institutions, as the Lenders, and CIBC World Markets Corp., as
Co-Arranger and Documentation Agent for the Lenders and The Bank of
Nova Scotia, as Lead Arranger and Administrative Agent for the
Lenders.
ii
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities and 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.
Vice President and
Controller Chief
Accounting Officer
August 8, 2000
iii
<PAGE> 4
EXHIBITS INDEX
Exhibit
Number Description
------ -----------
99.0 Press release dated July 25, 2000, announcing strategic acquisitions
of natural gas reserves for approximately $206 million.
99.1 Press release dated August 1, 2000, announcing receipt of note holder
consents and execution of supplemental indentures.
99.2 Press release dated August 2, 2000, announcing receipt of note holder
consents and execution of supplemental indenture.
99.3 $400,000,000 Second Amended and Restated Credit Agreement, dated as
of May 23, 2000, among Calpine Corporation, as the Borrower, and
Certain Commercial Lending Institutions, as the Lenders, and
Bayerische Landesbank, as the Co-Arranger and Syndication Agent for
the Lenders, and The Bank of Nova Scotia, as the Lead Arranger and
Administrative Agent for the Lenders.
99.4 $1,000,000,000 Bridge Credit Facility, dated as of June 23, 2000,
among Calpine Corporation, as the Borrower, and Certain Commercial
Lending Institutions, as the Lenders, and CIBC World Markets Corp.,
as Co-Arranger and Documentation Agent for the Lenders and The Bank
of Nova Scotia, as Lead Arranger and Administrative Agent for the
Lenders.
