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): May 18, 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>
ITEM 5. OTHER EVENTS
On May 18, 2000, Calpine Corporation, a Delaware Corporation, announced
that its Board of Directors authorized a two-for-one split of its common stock
for stockholders of record as of May 29, 2000, subject to obtaining stockholder
approval of the proposal to amend the company's Amended and Restated Certificate
of Incorporation to increase the number of authorized shares of common stock
from 100 million to 500 million.
On May 22, 2000, Calpine Corporation announced it will purchase 36 F-class
turbines from Orlando, Florida-based Siemens Westinghouse Power Corporation. The
agreement includes long-term service programs and performance enhancements on
existing equipment. Beginning in 2003, Siemens Westinghouse will deliver 18
turbines per year to Calpine through 2004.
On May 23, 2000, Calpine Corporation announced that it has acquired the
development rights to build, own and operate a 540-megawatt natural gas-fired
electricity generating facility to be located near Fremont, Ohio. The facility
will be capable of generating over 700 megawatts of electricity during periods
of high demand. Commercial operation will begin as early as mid-2003.
On June 12, 2000, Calpine Corporation announced it has completed the
acquisition of the remaining 50 percent interests in two natural gas-fired
energy facilities from an affiliate of Alexandria, Va.-based Statoil Energy,
Inc.
On June 13, 2000, Calpine Corporation announced it has entered into a new
$400 million, three-year revolving line of credit led by the The Bank of Nova
Scotia, replacing a previous $100 million credit facility. The new facility will
be used for working capital and other general corporate purposes.
On June 15, 2000, Calpine Corporation announced it has acquired the
Freestone Energy Center from New Orleans, La.-based Entergy Corp. Freestone is a
1,000-megawatt natural gas-fired power generating facility under development in
Freestone County, Texas, near Fairfield, about 80 miles southeast of Dallas.
(C) Exhibits.
99.0 Press release dated May 18, 2000, announcing proposed two-for-one
stock split
99.1 Press release dated May 22, 2000, announcing plans to purchase 36
Siemens Westinghouse Turbines
99.2 Press release dated May 23, 2000, announcing development of
540-megawatt Fremont Energy Center
99.3 Press release dated June 12, 2000, announcing completion of
acquisition of remaining 50% interests in two gas-fired energy facilities in New
York
99.4 Press release dated June 13, 2000, announcing $400 million corporate
revolver
99.5 Press release dated June 15, 2000, announcing acquisition of
1,000-megawatt North Texas Power Project
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
June 19, 2000
<PAGE>
EXHIBIT 99.0
NEWS RELEASE Contact: 408/995-5115
Public Relations: Katherine Potter, X1168
Investor Relations: Rick Barraza, X1125
CALPINE ANNOUNCES PROPOSED TWO-FOR-ONE STOCK SPLIT
(SAN JOSE, CALIF.) May 18, 2000 -- Calpine Corporation [NYSE:CPN], the
nation's leading independent power company, announced today that its Board of
Directors has authorized a two-for-one split of its common stock for
stockholders of record as of May 29, 2000, subject to obtaining stockholder
approval of the proposal to amend the company's Amended and Restated Certificate
of Incorporation to increase the number of authorized shares of common stock
from 100 million to 500 million.
The proposed amendment to the company's Amended and Restated Certificate of
Incorporation will be voted upon by Calpine stockholders at the company's 2000
Annual Meeting of Stockholders at 9:00 a.m., Pacific Time, on May 18, 2000, at
the Capital Club Athletics located at 196 North Third Street, San Jose, Calif.
The shares resulting from this split are expected to be distributed after the
market closes on June 8, 2000.
An audio replay and a copy of management's report that will be presented at
the 2000 Annual Meeting will be available after 1:00 p.m. Pacific Time on the
company's website at www.calpine.com.
Calpine Corporation is dedicated to providing customers with clean,
reliable and competitively priced electricity. Calpine is active in 20 states
and Alberta, Canada. Calpine's corporate headquarters are located in San Jose,
Calif., with regional offices in Houston, Texas; Pleasanton, Calif.; and Boston,
Mass. Calpine currently has approximately 17,200 megawatts of capacity in
operation, under construction or in announced development - enough energy to
power more than 17 million households. The company was founded in 1984 and is
publicly traded on the New York Stock Exchange under the symbol CPN.
<PAGE>
EXHIBIT 99.1
NEWS RELEASE Contact: 408/995-5115
Public Relations: Katherine Potter, X1168
Investor Relations: Rick Barraza, X1125
CALPINE TO PURCHASE 36 SIEMENS WESTINGHOUSE TURBINES
New Turbines Will Produce Additional 9,800 Megawatts Of Electricity
(SAN JOSE, CALIF.) May 22, 2000 -- Calpine Corporation [NYSE:CPN], one of
the nation's fastest growing independent power producers, announced today it
will purchase 36 F-class turbines from Orlando, Fla.-based Siemens Westinghouse
Power Corporation.
The agreement includes long-term service programs and performance
enhancements on existing equipment. Beginning in 2003, Siemens Westinghouse will
deliver 18 turbines per year to Calpine through 2004.
"This agreement will further Calpine's industry-leading development program
by ensuring that we have the resources to maintain our market growth," said Doug
Kieta, senior vice president-construction for Calpine. "In addition, the Siemens
Westinghouse turbines enable Calpine to continue building energy centers that
set the industry standard in terms of fuel-efficiency, reliability and
environmental accountability."
Randy Zwirn, president and CEO of Siemens Westinghouse Power Corporation,
stated, "Our continued close working relationship with Calpine is highly valued
by everyone in the Siemens Power Generation Group. Calpine continues to work
with us to create new and innovative competitive business models. We are honored
that Calpine has again selected our technology to compete in the deregulated
energy markets they serve."
Siemens Westinghouse offered a competitive package that includes
enhancements on Calpine's existing Siemens Westinghouse equipment, which will be
a significant factor in guaranteeing Calpine remains a leader in the deregulated
electrical energy marketplace. When operated in a combined-cycle configuration,
the 36 new turbines equate to approximately 9,800 additional megawatts of
electricity generation potential for Calpine's development portfolio.
Siemens Westinghouse Power Corporation is a Siemens Company with
headquarters located in Orlando, Fla. Within Siemens' global Fossil Power
Generation business, Siemens Westinghouse is the regional business division for
the Americas and operates engineering and manufacturing centers in North
America. In the U.S. and Canada, the company also is responsible for the
Industrial Turbines and Instrumentation and Control businesses.
Calpine Corporation is a leading independent power company dedicated to
providing customers with reliable and competitively priced electricity and
thermal energy. Calpine is active in 20 states and Alberta, Canada, with
corporate headquarters in San Jose, Calif. and regional offices in Houston,
Texas; Pleasanton, Calif.; and Boston, Mass. Calpine currently has approximately
17,200 megawatts of capacity in operation, under construction or in announced
development - enough energy to power approximately 17 million households. The
company was founded in 1984 and is publicly traded on the New York Stock
Exchange under the symbol CPN.
<PAGE>
EXHIBIT 99.2
NEWS RELEASE Contact: 408/995-5115
Public Relations: Katherine Potter, X1168
Investor Relations: Rick Barraza, X1125
CALPINE ANNOUNCES DEVELOPMENT OF 545-MEGAWATT FREMONT ENERGY CENTER
Flagship Project for Calpine's Entry into Ohio and ECAR Market Area
(SAN JOSE, CALIF.) May 23, 2000 -- Calpine Corporation [NYSE:CPN], the
national independent power company, today announced that it has acquired the
development rights to build, own and operate a 540-megawatt natural gas-fired
electricity generating facility to be located near Fremont, Ohio. The facility
will be capable of generating over 700 megawatts of electricity during periods
of high demand. The proposed Fremont Energy Center will represent a $340 million
investment. Commercial operation will begin as early as mid-2003. Calpine
acquired the development rights from Buckeye Energy Projects LLC, a company
managed by William J. Martin.
In making the announcement, Calpine Senior Vice President Bob Alff stated,
"The Fremont Energy Center is a flagship project with respect to our entry into
the East Central Area Reliability Council (ECAR) power market. The project is
ideally located in an area of the Midwest that is experiencing growing demand
for electricity. Calpine is reviewing a number of proposals to toll the full
output of the facility."
The Fremont Energy Center will use two advanced technology combustion
turbines in combined-cycle with a single steam turbine. The plant will use
clean-burning natural gas in conjunction with an advanced emissions control
system. It will be an environmentally responsible source of electric power that
will help meet the growing energy needs of the Midwest's economy.
Calpine will manage all aspects of project development for the Fremont
Energy Center, including engineering and design, construction, fuel supply and
power marketing. The project will interconnect with two transmission systems
owned and operated by First Energy and American Electric Power, respectively.
Based in San Jose, Calif., Calpine Corporation is the leading U.S.
independent power company dedicated to providing customers with reliable and
competitively priced electricity. Calpine is the nation's largest producer of
renewable geothermal energy and is focused on clean, efficient combined-cycle
natural gas-fired generation. Nationally, Calpine currently has a combined
interest in approximately 17,900 megawatts of electric generating capacity in
operation, under construction or announced development in 21 states across the
country - representing the largest power development program in the U.S. The
company was founded in 1984 and is publicly traded on the New York Stock
Exchange under the symbol CPN. For more information about Calpine, visit its
website at 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) changes in government regulations and anticipated deregulation
of the electric energy industry; (ii) commercial operations of new plants that
may be delayed or prevented because of various development and construction
risks, such as a failure to obtain financing and the necessary permits to
operate or the failure of third-party contractors to perform their contractual
obligations; (iii) cost estimates are preliminary and actual cost may be higher
than estimated; (iv) the assurance that the Company will develop additional
plants; (v) a competitor's development of a lower-cost generating gas-fired
power plant; or, (vi) the risks associated with marketing and selling power from
power plants in the newly competitive energy market. Prospective investors are
also referred to the other risks identified from time to time in the Company's
reports and registration statements filed with the Securities and Exchange
Commission.
<PAGE>
EXHIBIT 99.3
NEWS RELEASE Contact: 408/995-5115
Public Relations: Katherine Potter, X1168
Investor Relations: Rick Barraza, X1125
CALPINE COMPLETES ACQUISITION OF REMAINING 50% INTERESTS
IN TWO GAS-FIRED ENERGY FACILITIES IN NEW YORK
Company Adds 74 Megawatts of Generation to Northeast Power Portfolio
(SAN JOSE, CALIF.) June 12, 2000 -- Calpine Corporation [NYSE:CPN], the
nation's leading independent power company, today announced it has completed the
acquisition of the remaining 50 percent interests in two natural gas-fired
energy facilities from an affiliate of Alexandria, Va.-based Statoil Energy,
Inc. for $71 million. As a result of this acquisition, Calpine adds 74 megawatts
of generation to its rapidly expanding northeast power portfolio.
Calpine, a new leader in the northeast power market, has 540 net megawatts
of generation in operation, 888 net megawatts under construction, and 1,585 net
megawatts in announced development in Connecticut, Maine, Massachusetts, New
Jersey, New York, Pennsylvania and Rhode Island. This recent acquisition
includes:
- Kennedy International Airport Power Plant - Electricity and thermal
energy from this 107-megawatt cogeneration plant in Queens, N.Y., is sold to the
New York and New Jersey Port Authority for use at the John F. Kennedy
International Airport under a long-term power sales agreement. Power is also
sold to Consolidated Edison Company of New York, Inc., other utility customers
and to the New York Power Authority.
- Stony Brook Power Plant - Stony Brook is a 40-megawatt cogeneration
plant. Electricity and steam are sold to the State University of New York at
Stony Brook under a long-term sales agreement. Excess power is sold to Long
Island Power Authority.
Based in San Jose, Calif., Calpine Corporation is the leading U.S.
independent power company dedicated to providing customers with reliable and
competitively priced electricity. Nationally, Calpine currently has a combined
interest in approximately 17,800 megawatts of electric generating capacity in
operation, under construction or announced development in 21 states across the
country - representing the largest power development program in the U.S. The
company was founded in 1984 and is publicly traded on the New York Stock
Exchange under the symbol CPN.
<PAGE>
EXHIBIT 99.4
NEWS RELEASE Contact: 408/995-5115
Public Relations: Katherine Potter, X1168
Investor Relations: Rick Barraza, X1125
CALPINE ANNOUNCES $400 MILLION CORPORATE REVOLVER
(SAN JOSE, CALIF.) June 13, 2000 -- Calpine Corporation [NYSE:CPN], the
leading independent power company, today announced it has entered into a new
$400 million, three-year revolving line of credit led by the The Bank of Nova
Scotia, replacing a previous $100 million credit facility. The new facility will
be used for working capital and other general corporate purposes.
Based in San Jose, Calif., Calpine Corporation is the leading U.S.
independent power company dedicated to providing customers with reliable and
competitively priced electricity. Nationally, Calpine currently has a combined
interest in approximately 17,800 megawatts of electric generating capacity in
operation, under construction or announced development in 21 states across the
country, and Alberta, Canada - representing the largest power development
program in the U.S. The company was founded in 1984 and is publicly traded on
the New York Stock Exchange under the symbol CPN.
<PAGE>
EXHIBIT 99.5
NEWS RELEASE Contact: 408/995-5115
Public Relations: Katherine Potter, X1168
Investor Relations: Rick Barraza, X1125
CALPINE ACQUIRES 1,000-MEGAWATT NORTH TEXAS POWER PROJECT
Project To Help Relieve Power Shortage in North Texas Electricity Markets
(SAN JOSE, CALIF.) June 15, 2000 -- Calpine Corporation [NYSE:CPN], the
nation's leading independent power company, has acquired the Freestone Energy
Center from New Orleans, La.-based Entergy Corp. [NYSE:ETR]. Freestone is a
1,000-megawatt natural gas-fired power generating facility under development in
Freestone County, Texas, near Fairfield, about 80 miles southeast of Dallas.
Construction of the technologically advanced energy center is expected to begin
during the third quarter of 2000, with a two-phased commercial start-up
beginning in June 2002.
The purchase price includes a payment of approximately $61 million to
Entergy and the assumption of $147 million in liabilities. This represents
payment for the land and development rights for the Freestone Energy Center,
previous progress payments made for four General Electric gas turbines, two
steam turbines and related equipment, and development expenditures incurred to
date.
"The Freestone Energy Center will provide reliable power for the rapidly
growing Texas wholesale power market," said Calpine Central Region Senior Vice
President Diana Naylor. "It will serve a critical region of ERCOT that already
suffers from inadequate electricity supplies during peak summertime demand
periods."
This transaction expands Calpine's position as the largest independent
power producer in Texas. Calpine has 10 natural gas-fired energy centers in
operation, under construction or in development in the state - representing
5,400 megawatts of generation.
The company's system of high-efficiency generating facilities is designed
to help meet the growing demand for power in Texas. Effectively isolated from
the national power grid, Texas has a limited ability to import electricity and
is considered one of the nation's fastest-growing energy markets. In addition to
providing a much-needed source of energy to the state, Calpine's Freestone
Energy Center will help ease south-to-north transmission constraints within the
Electric Reliability Council of Texas (ERCOT). Growing three to five percent
annually, the 60,000-megawatt ERCOT market represents about seven percent of the
U.S. power market.
"In addition, by helping to relieve transmission constraints, the Freestone
Energy Center will extend our market reach and provide Calpine with the ability
to serve our customers from the most optimally located energy center in our
system," Naylor added.
Calpine will manage all aspects of project development for the Freestone
Energy Center, including engineering and design, construction, fuel supply and
power marketing. At the peak of its 24-month construction schedule, the project
is expected to employ approximately 600 construction workers; the facility will
create jobs for 30 full-time on-site employees. Calpine is negotiating long-term
supply agreements with several potential customers in the area.
The Freestone Energy Center will consist of four General Electric 7FA
combustion turbines configured in combined-cycle with two steam turbines. In
addition to using clean natural gas, the facility will be equipped with advanced
emissions control systems that will limit nitrogen oxide emissions, making it an
environmentally responsible source of new electric power.
About Calpine:
Based in San Jose, Calif., Calpine Corporation is dedicated to providing
customers with reliable and competitively priced electricity. Calpine is the
nation's largest producer of renewable geothermal energy and is focused on
clean, efficient combined-cycle, natural gas-fired generation. Nationally,
Calpine currently has a combined interest in approximately 18,800 megawatts of
electric generating capacity in operation, under construction or announced
development in 21 states across the country and in Alberta, Canada -
representing the largest power development program in the U.S. The company was
founded in 1984 and is publicly traded on the New York Stock Exchange under the
symbol CPN.
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) changes in government regulations and anticipated deregulation
of the electric energy industry; (ii) commercial operations of new plants that
may be delayed or prevented because of various development and construction
risks, such as a failure to obtain financing and the necessary permits to
operate or the failure of third-party contractors to perform their contractual
obligations, (iii) cost estimates are preliminary and actual cost may be higher
than estimated, (iv) the assurance that the Company will develop additional
plants, (v) a competitor's development of a lower-cost generating gas-fired
power plant or (vi) the risks associated with marketing and selling power from
power plants in the newly competitive energy market. Prospective investors are
also referred to the other risks identified from time to time in the Company's
reports and registration statements filed with the Securities and Exchange
Commission.
