Calpine accepts tenders for $1.3 billion notes, gets needed consents

By Sarah Lizee

Olympia, Wash., Aug. 10 – Calpine Corp. announced the early results of the tender offer for its notes due 2024 and 2025 and said it received the required consents to amend the two series of notes, according to a press release on Monday morning.

As previously reported, the company is offering to buy:

• Any and all of its outstanding $472,041,000 5½% senior notes due 2024 (Cusip: 131347CJ3) for a total purchase price of $1,015.35 per $1,000 principal amount of notes; and

• Any and all of its outstanding $1,182,500,000 5¾% senior notes due 2025 (Cusip: 131347CF1) for a total purchase price of $1,028.75 per $1,000 principal amount of notes.

The company announced on Monday that consents for $255,389,000, or 54.1%, of the 2024 notes and $1,044,758,000, or 88.35%, if the 2025 notes had been delivered by the early tender date, 5 p.m. ET on Aug. 7.

Calpine also said that it has accepted for purchase tenders of $255,389,000 of the 2024 notes and $1,044,758,000 of the 2025 notes.

When the offer launched, there was a $741 million cap for the 2025 notes, but the company later announced that it had eliminated the cap.

The total considerations include early tender payments of $30.00 per $1,000 face amount of notes that will be available to noteholders who tender by the early deadline and withdrawal deadline of 5 p.m. ET on Aug. 7.

Interest will also be included up to the applicable settlement date in the total consideration.

Calpine is soliciting consents from holders of the 2024 and 2025 notes to amend the indenture governing the notes.

The amendments would:

• Eliminate certain of the restrictive covenants and related provisions in the 2024 indentures; and

• Shorten the notice period requirement for optional redemptions.

Initially, the company announced a consent bid for the 2024 notes only, but later it announced that it was also soliciting consents from holders of the 2025 notes.

The offers and consent solicitations will expire at 11:59 p.m. ET on Aug. 21.

The offers are conditional upon a successful consummation of an offering of debt securities.

Credit Suisse Securities (USA) LLC (800 820-1653 or 212 325-2476) is the dealer manager.

D.F. King & Co., Inc. (www.dfking.com/calpine, 800 431-9646, 212 269-5550 or calpine@dfking.com) is the tender and information agent.

Houston-based Calpine is a generator of electricity from natural gas and geothermal resources.

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