UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: August 6, 2013
Ormat Technologies, Inc.
(Exact name of registrant as specified in its charter)
Commission File No. 001-32347
Delaware
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No. 88-0326081
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(State of Incorporation) |
(I.R.S. Employer
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6225 Neil Road, Reno, Nevada |
89511 |
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(Address of principal executive offices) |
(Zip code) |
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Not Applicable |
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(Former name or former address, if changed since last report) |
Registrant's telephone number, including area code: (775) 356-9029
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 2.02 Results of Operation and Financial Condition
Item 9.01 Financial Statements and Exhibits
Signatures
Exhibit Index
Exhibit 99.1
Ex-99.1 Press Release
INFORMATION TO BE INCLUDED IN THE REPORT
Item 2.02. Results of Operations and Financial Condition.
On August 6, 2013, Ormat Technologies, Inc. (the “Registrant”) reported its earnings for its second fiscal quarter of 2013. A copy of the Registrant's press release containing this information is furnished as Exhibit 99.1 to this report on Form 8-K and is incorporated herein by reference.
The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities under that Section, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
The Registrant is making reference to non-GAAP financial measures in the press release. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
The following exhibit is furnished as part of this report on Form 8-K:
99.1 Press release of the Registrant dated August 6, 2013 containing financial information for its second fiscal quarter of 2013.
Safe Harbor Statement
Information provided in this report on Form 8-K may contain statements relating to current expectations, estimates, forecasts and projections about future events that are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally relate to the Registrant’s plans, objectives and expectations for future operations and are based upon management's current estimates and projections of future results or trends. Actual future results may differ materially from those projected as a result of certain risks and uncertainties. For a discussion of such risks and uncertainties, see "Risk Factors" as described in Ormat Technologies, Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 11, 2013.
These forward-looking statements are made only as of the date hereof, and the Registrant undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.
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. |
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(Registrant) |
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By: | /s/ Yehudit Bronicki | ||
Yehudit Bronicki
Chief Executive Officer |
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Date: August 7, 2013
EXHIBIT INDEX
Exhibit Number |
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99.1 |
Press Release of Registrant dated August 6, 2013 |
-6-
Exhibit 99.1
PRESS RELEASE
Ormat Technologies Contact: |
Investor Relations Contact: |
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Dita Bronicki |
Todd Fromer/Rob Fink |
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CEO |
KCSA Strategic Communications |
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775-356-9029 |
212-896-1215 (Todd) /212-896-1206 (Rob) |
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dbronicki@ormat.com |
tfromer@kcsa.com / rfink@kcsa.com |
Ormat Technologies Reports 2013 Second Quarter Results
Quarterly revenues increased 20.5% to a record $152.7 million
Quarterly dividend payments are resumed
RENO, Nevada, August 6, 2013 -- Ormat Technologies, Inc. (NYSE: ORA) today announced financial results for the second quarter of 2013.
Quarterly financial highlights compared to the same quarter last year:
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Total revenues grew 20.5%, |
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Product revenue grew 44.9% and reached $65.0 million |
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Electricity revenue grew 7.1% and reached 87.7 million |
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Operating income grew 55.3% to $37.9 million |
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Net income attributable to the Company’s shareholders amounted to $25.2 million or $0.55 per share compared to $8.6 million or $0.19 per share; Net income attributable to the Company’s shareholders, excluding a $3.6 million after-tax gain related to oil and gas derivative instruments and a $3.6 million after-tax gain on the sale of the Momotombo plant in Nicaragua, was $18.0 million compared to $4.8 million or $0.41 per share compared to $0.11 per share. |
● |
EBITDA grew 37.3% to $69.7 million |
Operational highlights and recent developments:
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Increased electricity generation by 12.9% to 1.1 million MWh, driven by new capacity coming on line at Olkaria III Plant 2 in Kenya and McGinness Hills in Nevada. |
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Exceeded the expected capacity in both McGinness Hills and Olkaria III complex which are contributing additional 6 MW, bringing the total generating capacity to 595 MW. |
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Accelerated the handover of the 22 MW Momotombo power plant in Nicaragua that was scheduled for mid- 2014. |
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Signed the Sarulla project agreements and secured our role as a supplier for approximately $254 million of equipment; |
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Signed a 20-year PPA with Southern California Public Power Authority (SCPPA) for our 16 MW Wild Rose project in Nevada |
Commenting on the results, Dita Bronicki, Chief Executive Officer of Ormat, stated: "We are pleased with the good operational performance and the strong financial results achieved this quarter. In the electricity segment, our focus on prudently expanding generation capacity is paying off as reflected in the results. In May 2013, we commenced commercial operation of the 36 MW Olkaria III Plant 2 in Kenya. The addition of Olkaria combined with the impact of McGinness Hills, which commenced operations in July 2012, drove a 12.9% year-over-year increase in generation capacity in the quarter. As we increase capacity, we are also improving operational efficiencies at our plants attaining a gross margin of 33.1%.”
“In the product segment a greater progress in a number of contracts resulting in exceptionally strong quarterly revenues. Our backlog remains strong and stands at approximately $170 million with approximately $90 to $100 million for recognition in 2014.”.
Ms. Bronicki added, “For the full year 2013, we are updating our electricity segment guidance, in light of the sale of the Momotombo plant, which reduced our expected revenues for the full year by $11.0 million. We expect the electricity segment revenues to be between $325 million and $335 million. In the product segment we are increasing our guidance to be between $185 million and $195 million. The total revenue for the full year 2013 is expected to be between $510 million to $530 million.
Financial Summary
For the three months ended June 30, 2013, total revenues increased 20.5% to $152.7 million from $126.7 million in the second quarter of 2012. Product revenues increased 44.9% to $65.0 million from $44.8 million in the three months ended June 30, 2012. Electricity revenues increased 7.1% to $87.7 million from $81.9 million in the three months ended June 30, 2012.
Operating income for the three months ended June 30, 2013 was $37.9 million, compared to operating income of $24.4 million for the three months ended June 30, 2012.
For the three months ended June 30, 2013, the company reported net income attributable to the Company’s shareholders of $25.2 million or $0.55 per share, compared to net income of $8.6 million or $0.19 per share for the three months ended June 30, 2012. Second quarter 2013 results include an after-tax capital gain of $3.6 million from the sale of the Momotombo geothermal power plant.
EBITDA for the three months ended June 30, 2013 were $69.7 million, compared to $50.8 million for the three months ended June 30, 2012. The reconciliation of GAAP net cash provided by operating activities to EBITDA and Adjusted EBITDA and additional cash flows information is set forth below in this release.
Net cash provided by operating activities was $20.0 million in the six months ended June 30, 2013, compared to $72.1 million in the six months ended June 30, 2012.
On August 6, 2013, ORMAT’s Board of Directors approved a payment of a quarterly dividend of $0.04 per share pursuant to the company’s dividend policy, which targets an annual payoff ratio of at least 20% of the company’s net income. The dividend will be paid on August 29, 2013 to shareholders of record as of closing of business on August 19, 2013. The company expects to pay a dividend of $0.04 per share in the next quarter.
As of June 30, 2013 cash, cash equivalents and a short-term bank deposit were $31.9 million. In addition, as of June 30, 2013, the company had available committed lines of credit with commercial banks aggregating $484.3 million, of which $185.7 million is unused.
Conference Call Details
Ormat will host a conference call to discuss its financial results and other matters discussed in this press release at 10:00 A.M. EST on Wednesday, August 7, 2013. The call will be available as a live, listen-only webcast at www.ormat.com . During the webcast, management will refer to slides that will be posted on the web site. The slides and accompanying webcast can be accessed through the Webcast & Presentations in the Investor Relations section of Ormat's website.
An archive of the webcast will be available approximately 10 minutes after the conclusion of the live call.
About Ormat Technologies
With over four decades of experience, Ormat Technologies, Inc. is a leading geothermal company and the only vertically integrated company solely engaged in geothermal and recovered energy generation (REG). The company owns, operates, designs, manufactures and sells geothermal and REG power plants primarily based on the Ormat Energy Converter—a power generation unit that converts low-, medium- and high-temperature heat into electricity. With over 82 U.S. patents, Ormat's power solutions have been refined and perfected under the most grueling environmental conditions. Ormat has over 500 employees in the United States and about 600 overseas. Ormat's flexible, modular solutions for geothermal power and REG are ideal for the vast range of resource characteristics. The company has engineered, manufactured and constructed power plants, which it currently owns or has supplied to utilities and developers worldwide, totaling approximately 1600 MW of gross capacity. Ormat's current generating portfolio of 589 MW (net) is spread globally in the U.S., Guatemala and Kenya.
Ormat's Safe Harbor Statement
Information provided in this press release may contain statements relating to current expectations, estimates, forecasts and projections about future events that are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally relate to Ormat's plans, objectives and expectations for future operations and are based upon its management's current estimates and projections of future results or trends. Actual future results may differ materially from those projected as a result of certain risks and uncertainties. For a discussion of such risks and uncertainties, see "Risk Factors" as described in Ormat Technologies, Inc.'s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 11, 2013.
These forward-looking statements are made only as of the date hereof, and we undertake no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.
Ormat Technologies, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
For the Six and Three-Month Periods Ended June 30, 2013 and 2012
(Unaudited)
Ormat Technologies, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
As of June 30, 2013 and December 31, 2012
(Unaudited)
June 30, |
December 31, |
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2013 |
2012 |
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As Revised |
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(In thousands) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
$ | 28,893 | $ | 66,628 | ||||
Short-term bank deposit |
3,021 | 3,010 | ||||||
Restricted cash, cash equivalents and marketable securities |
85,512 | 76,537 | ||||||
Receivables: |
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Trade |
67,545 | 55,680 | ||||||
Related entity |
419 | 373 | ||||||
Other |
12,191 | 8,632 | ||||||
Due from Parent |
468 | 311 | ||||||
Inventories |
17,906 | 20,669 | ||||||
Costs and estimated earnings in excess of billings on uncompleted contracts.... |
16,323 | 9,613 | ||||||
Deferred income taxes |
368 | 637 | ||||||
Prepaid expenses and other |
35,839 | 34,144 | ||||||
Total current assets |
268,485 | 276,234 | ||||||
Unconsolidated investments |
3,524 | 2,591 | ||||||
Deposits and other |
38,361 | 36,187 | ||||||
Deferred income taxes |
17,729 | 21,283 | ||||||
Deferred charges |
34,705 | 35,351 | ||||||
Property, plant and equipment, net |
1,415,163 | 1,252,873 | ||||||
Construction-in-process |
295,635 | 396,141 | ||||||
Deferred financing and lease costs, net |
30,437 | 31,371 | ||||||
Intangible assets, net |
33,861 | 35,492 | ||||||
Total assets |
$ | 2,137,900 | $ | 2,087,523 | ||||
LIABILITIES AND EQUITY |
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Current liabilities: |
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Accounts payable and accrued expenses |
$ | 90,651 | $ | 98,001 | ||||
Deferred income taxes |
20,428 | 20,392 | ||||||
Billings in excess of costs and estimated earnings on uncompleted contracts |
10,970 | 25,408 | ||||||
Current portion of long-term debt: |
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Limited and non-recourse: |
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Senior secured notes |
39,568 | 28,231 | ||||||
Other loans |
18,214 | 11,453 | ||||||
Full recourse |
28,760 | 28,649 | ||||||
Total current liabilities |
208,591 | 212,134 | ||||||
Long-term debt, net of current portion: |
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Limited and non-recourse: |
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Senior secured notes |
288,001 | 312,926 | ||||||
Other loans |
277,349 | 242,815 | ||||||
Full recourse: |
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Senior unsecured bonds |
250,751 | 250,904 | ||||||
Other loans |
67,934 | 82,344 | ||||||
Revolving credit lines with banks (full recourse) |
80,247 | 73,606 | ||||||
Liability associated with sale of tax benefits |
70,479 | 51,126 | ||||||
Deferred lease income |
64,938 | 66,398 | ||||||
Deferred income taxes |
49,688 | 45,059 | ||||||
Liability for unrecognized tax benefits |
8,354 | 7,280 | ||||||
Liabilities for severance pay |
22,883 | 22,887 | ||||||
Asset retirement obligation |
20,047 | 19,289 | ||||||
Other long-term liabilities |
4,923 | 5,148 | ||||||
Total liabilities |
1,414,185 | 1,391,916 | ||||||
Equity: |
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The Company's stockholders' equity: |
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Common stock |
46 | 46 | ||||||
Additional paid-in capital |
734,997 | 732,140 | ||||||
Retained earnings |
(24,200 | ) | (44,326 | ) | ||||
Accumulated other comprehensive income |
567 | 651 | ||||||
711,410 | 688,511 | |||||||
Noncontrolling interest |
12,305 | 7,096 | ||||||
Total equity |
723,715 | 695,607 | ||||||
Total liabilities and equity |
$ | 2,137,900 | $ | 2,087,523 |
Ormat Technologies, Inc. and Subsidiaries
Reconciliation of EBITDA, Adjusted EBITDA and Additional Cash Flows Information
For the Three-Month Periods Ended June 30, 2013 and 2012
(Unaudited)
We calculate EBITDA as net income before interest, taxes, depreciation and amortization. We calculate Adjusted EBITDA as net income before interest, taxes, depreciation and amortization, excluding impairment of long-lived assets and one-time termination fee. EBITDA and Adjusted EBITDA are not a measurement of financial performance or liquidity under accounting principles generally accepted in the United States of America and should not be considered as an alternative to cash flow from operating activities or as a measure of liquidity or an alternative to net earnings as indicators of our operating performance or any other measures of performance derived in accordance with accounting principles generally accepted in the United States of America. EBITDA and Adjusted EBITDA are presented because we believe they are frequently used by securities analysts, investors and other interested parties in the evaluation of a company’s ability to service and/or incur debt. However, other companies in our industry may calculate EBITDA and Adjusted EBITDA differently than we do. The following table reconciles net cash provided by operating activities to EBITDA and Adjusted EBITDA for the six and three-month periods ended June 30, 2013 and 2012:
Three Months Ended June 30, |
Six Months Ended June 30, |
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2013 |
2012 |
2013 |
2012 |
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(in thousands) |
(in thousands) |
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Net cash provided by operating activities |
$ | 1,734 | $ | 30,205 | $ | 19,950 | $ | 72,079 | ||||||||
Adjusted for: |
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Interest expense, net (excluding amortization of deferred financing costs |
15,626 | 13,082 | 29,962 | 26,729 | ||||||||||||
Interest income |
(87 | ) | (336 | ) | (128 | ) | (724 | ) | ||||||||
Income tax provision |
6,143 | 4,309 | 10,441 | 9,766 | ||||||||||||
Adjustments to reconcile net income or loss to net cash provided by operating activities (excluding depreciation and amortization) |
46,303 | 3,530 | 46,246 | (5,575 | ) | |||||||||||
EBITDA |
$ | 69,719 | $ | 50,790 | $ | 106,471 | $ | 102,275 | ||||||||
Interest, taxes, depreciation and amortization attributable to the Company's equity interest |
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Termination fee |
— |
— |
8,979 |
— |
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Adjusted EBITDA |
$ | 69,719 | $ | 50,790 | $ | 115,450 | $ | 102,275 | ||||||||
Net cash used in investing activities |
$ | (4,925 | ) | $ | (4,695 | ) | $ | (103,169 | ) | $ | (67,028 | ) | ||||
Net cash (used in) provided by financing activities |
$ | (25,543 | ) | $ | (43,406 | ) | $ | 45,484 | $ | (38,253 | ) | |||||
Depreciation and amortization |
$ | 22,747 | $ | 25,013 | $ | 45,884 | $ | 49,757 |