Ormat Technologies Signs Material Definitive Agreement

TL;DR

Ormat signed a big deal on 7/15, details TBD.

AI Summary

On July 15, 2024, Ormat Technologies, Inc. entered into a material definitive agreement. The filing does not provide specific details about the agreement, such as the counterparty or financial terms, but indicates it is a significant event for the company.

Why It Matters

This filing signals a significant new contract or partnership for Ormat Technologies, which could impact its future revenue and operational capacity in the energy sector.

Risk Assessment

Risk Level: medium — The lack of specific details in the filing regarding the material definitive agreement introduces uncertainty about its terms and potential impact.

Key Players & Entities

• ORMAT TECHNOLOGIES, INC. (company) — Registrant
• July 15, 2024 (date) — Date of earliest event reported
• 6140 Plumas Street (location) — Principal Executive Offices Address
• Reno, Nevada (location) — Principal Executive Offices City and State
• 89519-6075 (location) — Principal Executive Offices Zip Code
• 775-356-9029 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common Stock, $0.001 par value ORA New York Stock Exchan
• $45,187,000 — c. (the "Company") issued an additional $45,187,000 aggregate principal amount of its 2.50%
• $431.25 million — of, and form a single series with, the $431.25 million aggregate principal amount of the Compa
• $1,000 — e of 11.0776 shares of Common Stock per $1,000 principal amount of Notes (equivalent t
• $90.27 — itial conversion price of approximately $90.27 per share of Common Stock). The convers
• $100 million — 1-02(w) of Regulation S-X) in excess of $100 million and (v) certain events of bankruptcy, i

Filing Documents

• ea0209440-8k_ormat.htm (8-K) — 35KB
• ea020944001ex4-2_ormat.htm (EX-4.2) — 18KB
• ea020944001ex4-3_ormat.htm (EX-4.3) — 72KB
• 0001213900-24-062586.txt ( ) — 314KB
• ora-20240715.xsd (EX-101.SCH) — 3KB
• ora-20240715_lab.xml (EX-101.LAB) — 33KB
• ora-20240715_pre.xml (EX-101.PRE) — 22KB
• ea0209440-8k_ormat_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement Additional 2.50% Senior Convertible Notes due 2027 On July 15, 2024, Ormat Technologies, Inc. (the "Company") issued an additional $45,187,000 aggregate principal amount of its 2.50% Convertible Senior Notes due 2027 (the "Additional Notes"). The Additional Notes were issued as additional notes pursuant to the indenture, dated June 27, 2022 (the "Indenture"), as supplemented by the first supplemental indenture, dated July 15, 2024 (the "First Supplemental Indenture"), between the Company and U.S. Bank Trust Company, National Association, as trustee (the "Trustee"). The Company intends to use the net proceeds from the issuance of the Additional Notes to refinance existing debt. The Additional Notes constitute a further issuance of, and form a single series with, the $431.25 million aggregate principal amount of the Company's outstanding 2.50% Convertible Senior Notes due 2027 originally issued in June 2022 (the "Existing Convertible Notes" and together with the Additional Notes, the "Notes"). The Additional Notes will have substantially identical terms to the Existing Convertible Notes, except that the Additional Notes have a different issuance date and will initially trade under a different restricted CUSIP number than the Existing Convertible Notes until such time as the Additional Notes are no longer required to bear restrictive legends under the Indenture and have an unrestricted CUSIP. The Notes bear interest at a rate of 2.50% per year, payable on January 15 and July 15 of each year. The Notes will mature on July 15, 2027, unless earlier redeemed, converted or repurchased. The Notes are convertible into cash up to the aggregate principal amount of the Notes to be converted and cash, shares of the Company's common stock ("Common Stock") or a combination of cash and shares of Common Stock, at the Company's election, in respect of the remainder, if any, of the Company's conversion obligation in excess of

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibit No. Description 4.1 Indenture, dated June 27, 2022, between Ormat Technologies, Inc. and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 27, 2022). 4.2 First Supplemental Indenture, dated July 15, 2024, between Ormat Technologies, Inc. and U.S. Bank Trust Company, National Association, as trustee 4.3 Form of additional 2.50% Senior Convertible Note due 2027. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 2

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ORMAT TECHNOLOGIES, INC. Dated: July 18, 2024 By: /s/ Assaf Ginzburg Name: Assaf Ginzburg Title: Chief Financial Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR