CCFC Enters into $1.2 Billion Term Loan Facility

  CCFC Enters into $1.2 Billion Term Loan Facility

Business Wire

HOUSTON -- May 3, 2013

Calpine Corporation (NYSE: CPN), the parent company of Calpine Construction
Finance Company, L.P. (CCFC), today announced that CCFC has entered into a new
credit agreement providing for a first lien senior secured term loan facility
comprising (i) a $900 million 7-year term loan B tranche priced at LIBOR plus
225 basis points and (ii) a $300 million 8.5-year term loan B tranche priced
at LIBOR plus 250 basis points, in each case with a LIBOR floor of 0.75%. The
term loans were offered to investors at an issue price equal to 99.75%. Once
drawn, CCFC intends to utilize the proceeds received from the new term loans
to redeem the entire $1 billion in principal amount of CCFC’s outstanding 8%
Senior Secured Notes due in 2016 at a redemption price equal to 104% (plus
accrued and unpaid interest), to pay related transaction expenses and for
other purposes. On May 3, 2013, a notice of redemption was sent to the holders
of the 8% Senior Secured Notes due in 2016, and the redemption is expected to
be consummated on June 3, 2013, at which time the new term loan facility is
expected to be drawn.

“Calpine’s new term loans at CCFC accomplish three key objectives,” explained
Stacey Peterson, Calpine’s Vice President of Finance and Treasurer. “First,
this refinancing significantly reduces annual interest cost. Second, it
extends our debt maturity profile, with the nearest maturity now in 2017.
Third, the term loans provide for a more flexible capital structure while
maintaining investment grade-like covenants. This transaction demonstrates
Calpine’s continued focus on Adjusted Free Cash Flow Per Share growth through
transactions accretive to our shareholders.”

Goldman Sachs, BofA Merrill Lynch, Credit Suisse, Deutsche Bank and Union Bank
acted as joint lead arrangers for the new term loan facility.

This announcement does not constitute an offer to sell, or the solicitation of
offers to buy, any security and shall not constitute an offer, solicitation or
sale of any security in any jurisdiction in which such offer, solicitation or
sale would be unlawful.

About Calpine

Calpine Corporation generates more electricity than any other independent
power producer in America, with a fleet of 93 power plants in operation or
under construction, representing more than 27,000 megawatts of generation
capacity. Serving customers in 20 states and Canada, we specialize in
developing, constructing, owning and operating natural gas-fired and renewable
geothermal power plants that use advanced technologies to generate power in a
low-carbon and environmentally responsible manner. Our clean, efficient,
modern and flexible fleet is uniquely positioned to benefit from the secular
trends affecting our industry, including the abundant and affordable supply of
clean natural gas, stricter environmental regulation, aging power generation
infrastructure and the increasing need for dispatchable power plants to
successfully integrate intermittent renewables into the grid. We focus on
competitive wholesale power markets and advocate for market-driven solutions
that result in nondiscriminatory forward price signals for investors. Please
visit www.calpine.com to learn more about why Calpine is a generation ahead –
today.

Forward-Looking Information

In addition to historical information, this release contains 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.
Words such as “believe,” “intend,” “expect,” “anticipate,” “plan,” “may,”
“will” and similar expressions identify forward-looking statements. Such
statements include, among others, those concerning expectations regarding the
consummation of the redemption of the 8% Senior Secured Notes due 2016,
expected financial performance and strategic and operational plans, as well as
assumptions, expectations, predictions, intentions or beliefs about future
events. 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
forward-looking statements. 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 Dec. 31, 2012.
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.
Actual results or developments may differ materially from the expectations
expressed or implied in the forward-looking statements, and Calpine undertakes
no obligation to update any such statements.

Contact:

Calpine Corporation
Media Relations:
Norma F. Dunn, 713-830-8883
norma.dunn@calpine.com
or
Investor Relations:
Bryan Kimzey, 713-830-8775
bryan.kimzey@calpine.com
 
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