Calpine Power Income Fund

Calpine Power Income Fund

April 01, 2006 20:07 ET

Calpine Power Income Fund Announces Cash Distribution for April 2006 and Delay in Filing of 2005 Financial Results and Annual Information Form

CALGARY, ALBERTA--(CCNMatthews - April 1, 2006) - Calpine Power Income Fund (the "Fund") (TSX:CF.UN) today announced that the cash distribution for the month of April, 2006 will be $0.0818 per trust unit.

Ex-Distribution Distribution Distribution
Record Date Date Date per Unit
April 28, 2006 April 25, 2006 May 19, 2006 $0.0818
The above reflects distributions expected to be paid, however,
distributions are subject to change based upon actual conditions.

The Fund also announced today the delay in filing and release of its December 31, 2005 audited financial statements and related management's discussion and analysis and 2005 annual information form (collectively, the "Disclosure Documents"). Finalization of the audit of these financial statements and finalization of the Disclosure Documents has been delayed pending the receipt by the Fund of the audited financial statements of the wholly owned subsidiary of Calpine Corporation ("Calpine King City") that is the lessee of the King City Facility from a subsidiary of the Fund (the "Lessor").

On December 20, 2005, Calpine Corporation and certain of its subsidiaries in the United States filed for voluntary reorganization under Chapter 11 of the US Bankruptcy Code and certain of its subsidiaries in Canada filed under the Companies' Creditors Arrangement Act (Canada). Calpine King City was not named in these filings.

The Fund requires the receipt of audited financial statements from Calpine King City before finalizing its financial statements given the scope of the relationships between the Fund and Calpine King City. As indicated, Calpine King City is the lessee of the King City Facility pursuant to a long-term lease. Additionally, Calpine King City has provided a subordinated guarantee and related security for the loan obligations of Calpine Canada Power Ltd. (the "Manager") pursuant to a loan made to the Manager by a subsidiary of the Fund, which was outstanding as at December 31, 2005 in the principal amount of $32.2 million.

The audit of the Fund's financial statements has been completed, subject to any matters which may arise as a result of the finalization of the financial statements of Calpine King City and the issuance of an auditors' report on those financial statements. There have been no disagreements between management of the Fund and the auditors. Further, finalization of the audit of the Fund will not impact the 2005 consolidated distributable cash of the Fund and its subsidiary, Calpine Power, L.P. ("CLP") that was previously released by the Fund on February 16, 2006.

It is anticipated that the audited financial statements of CLP (which are provided together with the financial statements of the Fund) will disclose an allowance of approximately $16 million accrued against the loan (the "Whitby Loan") made by CLP to Calpine Canada Whitby Holdings ("CCWHC"). CCWHC is a wholly owned subsidiary of the Manager which did not participate in the filings under Chapter 11 of the Bankruptcy Code or CCAA in December 2005. Calpine Canada Power Ltd. has advised the Fund of its understanding that there is an intercompany loan of approximately $32.7 million payable by CCWHC to Calpine Canada Power Ltd., the terms of which have not been formally documented at December 31, 2005. Calpine Canada Power Ltd. also advised that Calpine Canada Power Ltd. has considered the intercompany loan to be subordinated to the Whitby Loan and does not expect repayment of the intercompany loan until the Whitby Loan has been paid in full. Calpine Canada Power Ltd. intends to document this subordination through a written agreement; however, such a written agreement is subject to approval of the court under the CCAA process to which Calpine Canada Power Ltd. is subject. An application to the court is expected in the second quarter of 2006. Should the court fail to recognize the subordination and should Calpine Canada Power Ltd. demand payment of the intercompany loan as a result of its reorganization proceedings, the timing and ultimate collection of the Whitby Loan would be negatively impacted. Accordingly, the allowance indicated above of approximately $16 million is expected to be accrued at December 31, 2005 for this potential impairment. Should the court recognize the subordination, the Manager estimates that the Whitby Loan would be fully collectible and the allowance for potential impairment would be reversed at that time.

Management anticipates that the Calpine King City audit and financial statements will be finalized, and the Disclosure Documents issued, prior to the end of April 2006. In the event that the Disclosure Documents are not filed by May 31, 2006, a general cease trade order in relation to the Fund could follow.

Until the Disclosure Documents are filed, the Fund intends to satisfy the disclosure requirements prescribed by CSA Staff Notice 57-301 (the "Policy"). The Policy describes certain procedures to be followed where an issuer is delayed in filing its financial statements.

Calpine Power Income Fund is an unincorporated open-ended trust that invests in electrical power assets. The Fund indirectly owns interests in power generating facilities in British Columbia, Alberta and California. In addition, the Fund owns a participating loan interest in a power plant in Ontario and a promissory note issued by Calpine Canada Power Ltd. The Fund is managed by Calpine Canada Power Ltd., which is headquartered in Calgary, Alberta.

The Calpine Power Income Fund units are listed on the Toronto Stock Exchange under the symbol CF.UN.

Forward-Looking Information Disclaimer

This news release may contain forward--looking information as defined under applicable Canadian securities laws, including information regarding possible events, conditions or results with respect to Calpine Power Income Fund. This information is subject to a number of risks that may cause actual results to differ materially from the forward-looking information. Some of the factors that could cause such differences include the outcome of the voluntary reorganization filings by Calpine Corporation and applicable subsidiaries, including Calpine Canada Power Ltd., performance or non-performance by Calpine Corporation and applicable subsidiaries of contracts with Calpine Power Income Fund and its applicable subsidiaries or investees, legislative or regulatory developments, competition, general economic conditions and other risks identified in the management's discussion and analysis of Calpine Power Income Fund for the fiscal year ended December 31, 2004 and the fiscal quarter ended September 30, 2005, each of which is available on and the Fund's website at

Contact Information

  • Calpine Power Income Fund
    Toby Austin
    President and Chief Executive Officer
    (403) 750-3303
    Calpine Power Income Fund
    Geoff Krause
    Vice President and Chief Financial Officer
    (403) 750-3302