CALPINE CORPORATION

OFFER TO PURCHASE FOR CASH
UP TO $$335,000,000 IN AGGREGATE PRINCIPAL PAYMENT AMOUNT
OF ITS OUTSTANDING
5.250% SENIOR SECURED NOTES DUE 2026 (CUSIP Nos.: 131347 CK0 / U13055 AS4)

Title of Securities

Principal Amount Outstanding

 Tender Offer Consideration(1)(3)

Early Tender Payment(1)(2)


5.250% Senior Secured Notes due 2026
(CUSIP Nos.: 131347 CK0 / U13055 AS4)


$1,185,000,000


$1,017.25


$30

_______________________________________________________________________________________________
(1) Per $1,000 principal amount of Notes tendered and accepted for purchase.
(2) The Early Tender Payment is included in the Total Consideration for Notes tendered at or prior to the Early Tender Date.
(3) Excludes accrued and unpaid interest from the last interest payment date up to, but not including, the applicable Settlement Date, which will be paid in addition to the Tender Offer Consideration.

To view copies of the Tender Offer documents please click on the links below

Offer to Purchase

Press Release

In order to tender Notes in the Offer, a Holder should tender pursuant to DTC’s Automated Tender Offer Program (ATOP). Any questions or requests for assistance concerning the Offer may be directed to the Dealer Manager or the Tender Agent and Information Agent at the addresses and telephone numbers set forth below. Requests for additional copies of this Statement or any other documents may be directed to the Tender Agent and Information Agent. Beneficial owners also may contact their Custodians for assistance concerning the Offer.

The Tender Agent and Information Agent for the Offer is:

D.F. KING & CO., INC.

48 Wall Street, 22nd Floor
New York, NY 10005
Attn: Andrew Beck
Email: calpine@dfking.com
Banks and brokers call: (212) 269-5550
Toll free: (877) 478-5043

Confirmation: (212) 269-5552

By Mail, Overnight Courier or Hand Delivery:
D.F. King & Co., Inc.
48 Wall Street, 22nd Floor
New York, NY 10005
Attn: Andrew Beck

Any questions regarding the terms of the Offer should be directed to the Dealer Manager at the address and telephone numbers set forth below:

The Dealer Manager for the Offer is:

  J.P. Morgan Securities LLC

383 Madison Avenue
New York, NY 10179
Tel: (866) 834-4666
Email: JPM_LM@jpmorgan.com
Attention: Liability Management Desk