13:30 | 04.12.2017
Calpine Corporation Announces Senior Secured Notes Offering
Calpine Corporation (NYSE: CPN) today announced that it intends to offer
$550,000,000 in aggregate principal amount of its 5.250% Senior Secured
Notes due 2026 in a private placement. The notes will be issued as
additional notes under the indenture governing Calpine Corporation’s
5.250% Senior Secured Notes due 2026 that were issued on May 31, 2016.
The notes will be guaranteed by each of Calpine Corporation’s current
and future subsidiaries that is a guarantor under Calpine Corporation’s
first lien credit facilities. The notes and related guarantees will be
secured equally and ratably with the indebtedness incurred under Calpine
Corporation’s first lien credit facilities and other indebtedness that
is permitted to be secured by such assets, by a first-priority lien on
substantially all of Calpine Corporation’s and certain of the
guarantors’ existing and future assets, subject to certain exceptions
and permitted liens.
Calpine Corporation intends to use the proceeds from this offering,
together with cash on hand and proceeds from a new $1,000,000,000 first
lien term loan facility maturing in January 2025 that Calpine
Construction Finance Company, L.P., an indirect, wholly-owned subsidiary
of Calpine Corporation, intends to enter into concurrently with the
closing of this offering, to (i) repay approximately $1.6 billion of
borrowings outstanding under Calpine Construction Finance Company,
L.P.’s first lien term loan facility with tranches maturing in 2020 and
2022, terminating the facility in connection therewith and (ii) pay fees
and expenses in connection with this offering, the new first lien term
loan facility and such repayments and termination.
The notes will not be registered under the U.S. Securities Act of 1933,
as amended (the “Securities Act”), and may not be offered or sold in the
U.S. without registration under the Securities Act or pursuant to an
applicable exemption from such registration.
This announcement does not constitute an offer to sell, or a
solicitation of an offer to buy, any security and nor shall there be any
offer, solicitation or sale of any security in any jurisdiction in which
such offer, solicitation or sale would be unlawful.
Calpine Corporation is America’s largest generator of electricity from
natural gas and geothermal resources with operations in competitive
power markets. Our fleet of 80 power plants in operation or under
construction represents approximately 26,000 megawatts of generation
capacity. Through wholesale power operations and our retail businesses Calpine
Energy Solutions and Champion
Energy, we serve customers in 25 states, Canada and Mexico. Our
clean, efficient, modern and flexible fleet uses advanced technologies
to generate power in a low-carbon and environmentally responsible
manner. We are uniquely positioned to benefit from the secular trends
affecting our industry, including the abundant and affordable supply of
clean natural gas, environmental regulation, aging power generation
infrastructure and the increasing need for dispatchable power plants to
successfully integrate intermittent renewables into the grid.
In addition to historical information, this release contains
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995, Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of
1934, as amended. Forward-looking statements may appear throughout this
release or in Calpine’s reports and registration statements filed with
the Securities and Exchange Commission. Words such as “believe,”
“intend,” “expect,” “anticipate,” “plan,” “may,” “will,” “should,”
“estimate,” “potential,” “project” and similar expressions identify
forward-looking statements. Such statements include, among others, those
concerning expectations regarding the use of proceeds from the offering,
expected financial performance and strategic and operational plans, as
well as assumptions, expectations, predictions, intentions or beliefs
about future events. We believe that the forward-looking statements are
based upon reasonable assumptions and expectations. However, you are
cautioned that any such forward-looking statements are not guarantees of
future performance and that a number of risks and uncertainties could
cause actual results to differ materially from those anticipated in the
Please see the risks identified in this release or in Calpine’s reports
and registration statements filed with the Securities and Exchange
Commission, including, without limitation, the risk factors identified
in its Annual Report on Form 10-K for the year ended December 31, 2016.
These filings are available by visiting the Securities and Exchange
Commission’s website at www.sec.gov
or Calpine’s website at www.calpine.com.
Given the risks and uncertainties surrounding forward-looking
statements, you should not place undue reliance on these statements.
Many of these factors are beyond our ability to control or predict. Our
forward-looking statements speak only as of the date of this release.
Actual results or developments may differ materially from the
expectations expressed or implied in the forward-looking statements,
and, other than as required by law, Calpine undertakes no obligation to
update any such statements, whether as a result of new information,
future events, or otherwise.
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