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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 7, 2006

        Ormat Technologies, Inc.        
(Exact name of registrant as specified in its charter)

Commission File No. 001-32347


Delaware No. 88-0326081
(State of Incorporation) (I.R.S. Employer
Identification No.)
   
6225 Neil Road, Suite 300, Reno, Nevada 89511
(Address of principal executive offices) (Zip code)

                                            Not Applicable                                            
(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))

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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

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INFORMATION TO BE INCLUDED IN THE REPORT

Item 2.02.    Results of Operations and Financial Condition.

On August 6, 2006, Ormat Technologies, Inc. (the ‘‘Registrant’’) reported its earnings for its second fiscal quarter of 2006. 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, 2006 containing financial information for its second fiscal quarter of 2006.

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 28, 2006 and the Prospectus Supplement filed with the Securities and Exchange Commission on April 5, 2006.

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.

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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.
(Registrant)           
    
       
  By /s/ Yehudit Bronicki  
    Yehudit Bronicki
Chief Executive Officer
 

Date: August 7, 2006

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EXHIBIT INDEX


Exhibit
Number
Description  
99.1 Press Release of Registrant dated August 6, 2006  

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PRESS RELEASE

For Immediate Release

Ormat Technologies Contact:  Investor Relations Contact
Dita Bronicki  Todd Fromer / Marybeth Csaby
CEO and President  KCSA Worldwide
+1-775-356-9029  212-896-1215 / 212-896-1236
dbronicki@ormat.com  tfromer@kcsa.com / mcsaby@kcsa.com

Ormat Technologies, Inc. Reports Second Quarter 2006 Results

Record Revenues of $64.1 Million for the second quarter of 2006, a 14.4% increase over
prior year's quarter

Operating Income increases 34.7% from prior-year's quarter to $15.5 Million in the
second quarter of 2006

Net Income doubles over prior year's quarter to 8.4 Million

Company announces quarterly cash dividend of $0.04 per share

RENO, Nevada, August 6, 2006 -- ORMAT Technologies, Inc. (NYSE: ORA) today announced financial results for the second quarter ended June 30, 2006. For the second quarter, total revenues were $64.1 million compared to $56.0 million for the second quarter of 2005, an increase of 14.4 %.

Electricity segment revenues for the quarter were $48.8 million, an increase of 15.0% compared to $42.4 million for the same quarter in 2005. Product segment revenues for the quarter were $15.3 million, an increase of 12.4% compared to $13.6 million for the same quarter in 2005. The increase in revenues was primarily attributed to revenues generated from the Zunil project in Guatemala (which was consolidated as of March 13, 2006) and from the Burdette plant (whose construction was completed in November 2005 and commercial operation declared on February 28, 2006), as well as higher energy rates, coupled with increased capacity for power supplied under the power purchase agreement of the Puna project.

Net income for the quarter ended June 30, 2006 was $8.4 million, or $0.24 per share of common stock, compared with net income of $4.1 million, or $0.13 per share of common stock, for the same quarter in 2005. There were 35.3 million weighted average number of shares used in computation of diluted earnings per share in the first quarter of 2006; 31.6 million shares in the same quarter in 2005.

For the quarter ended June 30, 2006, the Company's gross margin was 36.8%, compared to 30.0% for the same quarter in 2005. Operating income for the quarter ended June 30, 2006 was $15.5 million compared with $11.5 million for the same quarter in 2005.

Adjusted EBITDA for the quarter ended June 30, 2006 was $29.1 million compared with $24.8 million for the same quarter in 2005. Adjusted EBITDA includes consolidated EBITDA and the Company's share in the operating income and depreciation and amortization totaling $3.4 million and $4.9 million for the quarters ended June 30, 2006 and 2005, respectively, related to the Company's unconsolidated investment interests of 50% in the Mammoth project in California and 80% in the Leyte project in the Philippines. The reconciliation of GAAP net income to Adjusted EBITDA is set forth below in this release.

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For the six months ended June 30, 2006, total revenues were $124.4 million, a 13.2% increase over total revenues of $109.9 million for the same period in 2005. Net income for the six months ended June 30, 2006 was $16.3 million or $0.49 per share of common stock compared to $8.0 million, or $0.25 per share for the same period of 2005. There were 33.5 million weighted average number of shares used in computation of diluted earnings per share in the first half of 2006 and 31.6 million shares during the same period in 2005.

For the six months ended June 30, 2006 the Company's gross margin was 37.4%, compared to 33.1% during the same period in 2005. Operating income for the six months ended June 30, 2006 was $30.2 million compared with $24.9 million for the same period in 2005.

Adjusted EBITDA for the six months ended June 30, 2006 was $57.5 million compared with $50.9 million for the same period in 2005. Adjusted EBITDA includes operating income, depreciation and amortization totaling $7.5 million and $8.9 million, for the six months ended June 30, 2006 and 2005, respectively, related to the Company's unconsolidated investment interests of 50% in the Mammoth project in California and 80% in the Leyte project in the Philippines. The reconciliation of GAAP net income to Adjusted EBITDA is set forth below in this release.

As of June 30, 2006, the Company had cash, cash equivalents and marketable securities of $108.6 million compared to $70.5 million as of December 31, 2005. The increase in the Company's cash position was principally due to the closing of the sale of 4,025,000 shares of common stock at $35.50 per share in a follow-on public offering (including the exercise of the underwriters' over-allotment option) in April 2006. This resulted in net proceeds of approximately $135.1 million, which the Company expects to use to pursue its corporate growth strategies. Additionally, Ormat utilized a portion of its cash position to fund capital expenditures in the amount of $80.0 million, investment in Orzunil of $15.4 million and repayment of long-term debt.

On August 6, 2006, Ormat's Board of Directors approved the payment of a quarterly cash dividend of $0.04 per share, pursuant to the Company's dividend policy, which targets an annual payout ratio of at least 20% of the Company's net income, subject to Board approval. The dividend will be paid on August 30, 2006 to shareholders of record as of the close of business on August 23, 2006. The Company expects to pay a dividend of $0.04 per share in the next quarter as well.

Commenting on second quarter results, Dita Bronicki, President and Chief Executive Officer of Ormat, said, ‘‘Ormat continued to position itself in the second quarter for future growth. Both our business segments generated increased revenues during the second quarter. We added $41 million from new orders to our product backlog, positioning Ormat for added growth in its products segment. In addition, by winning the tender for the 340 MW Sarulla project in Indonesia, expected to be the world's largest geothermal power project, we expect to secure significant revenues for our products segment for the period between 2008 and 2011 and we continue to demonstrate Ormat's leadership role in the global geothermal business.’’

Commenting on Ormat's progress in its newest business initiative, Mrs. Bronicki said, ‘‘We are particularly pleased with the results of our recovered energy power generation business in the first six months of 2006, having recognized revenues of approximately $9.2 million during this period compared to $0.6 million in the same period last year.’’

‘‘Ormat also announced that it signed two 20-year power purchase agreements with Sierra Pacific for up to 30 MW each of geothermal power. Both contracts stem from Sierra Pacific's outstanding request for proposal from last year, where Sierra evaluated not only geothermal, but also energy produced from wind, solar and other renewable sources.’’

Commenting on the outlook for 2006, Ms. Bronicki said, ‘‘We expect that our 2006 electricity segment revenues will be 1.0%-2.0% lower than our previously reported estimate of $204.0 million due to delays in the completion of some of our projects under construction. We also expect an additional $18 million of revenue from our share of electricity revenue generated by Mammoth and Leyte, which are accounted for under the equity method. With regard to our products segment, we currently expect that our 2006 revenue will be between $65 million and $70 million.’’

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Conference Call Details

Ormat will host a conference call to discuss its financial results and other matters discussed in this press release at 9:00 a.m. U.S. E.D.T. on Monday, August 7, 2006. The call will be available as a live, listen-only webcast at www.ormat.com . A 30-day archive of the webcast will be available approximately 2 hours after the conclusion of the live call. To listen to a replay, please call 1-877-519-4471 in the United States and Canada and 1-973-341-3080 for international callers and utilize code 7610837.

About Ormat Technologies

Ormat Technologies, Inc. is a vertically integrated company primarily engaged in the geothermal and recovered energy power business. The Company designs, develops, builds, owns and operates geothermal power plants.

It also designs, develops and builds, and plans to own and operate, recovered energy-based power plants. Additionally, the Company designs, manufactures and sells geothermal and recovered energy power units and other power generating equipment, and provides related services. Ormat products and systems are covered by more than 70 patents. ORMAT currently operates the following geothermal power plants: in the United States – Brady, Desert Peak, Heber, Mammoth, Ormesa, Puna and Steamboat; in the Philippines - Leyte; in Guatemala - Zunil; in Kenya – Olkaria; and in Nicaragua - Momotombo.

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 28, 2006 and the Prospectus Supplement filed with the Securities and Exchange Commission on April 5, 2006.

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.

About non - GAAP financial measures

This press release includes a financial measure defined as a non-GAAP financial measure by the Securities and Exchange Commission: adjusted EBITDA. This measure may be different from non-GAAP financial measures used by other companies. The presentation of this financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. Management of Ormat Technologies, Inc. believes that adjusted EBITDA provides meaningful supplemental information that both management and investors benefit from in assessing Ormat Technologies' ability to service and/or incur debt.

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Ormat Technologies, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
For the three and six month periods ended June 30, 2006 and 2005
(Unaudited)


  Three Months Ended June 30, Six Months Ended June 30,
  2006 2005 2006 2005
  (in thousands, except
per share amounts)
(in thousands, except
per share amounts)
Revenues:  
 
 
 
Electricity:  
 
 
 
Energy and capacity $ 28,857
$ 25,457
$ 54,022
$ 49,966
Lease portion of energy and capacity 19,238
16,650
37,135
32,593
Lease income 672
287
1,343
287
Total electricity 48,767
42,394
92,500
82,846
Products 15,319
13,631
31,907
27,075
Total Revenues 64,086
56,025
124,407
109,921
Cost of revenues:  
 
 
 
Electricity:  
 
 
 
Energy and capacity 20,368
19,782
37,542
36,055
Lease portion of energy and capacity 9,258
7,394
17,640
14,733
Lease expense 1,310
615
2,621
615
Total electricity 30,936
27,791
57,803
51,403
Products 9,580
11,427
20,112
22,110
Total cost of revenues 40,516
39,218
77,915
73,513
Gross margin 23,570
16,807
46,492
36,408
Operating expenses:  
 
 
 
Research and development expenses 890
714
1,663
1,094
Selling and marketing expenses 2,826
1,651
5,521
3,859
General and administrative expenses 4,404
2,975
9,088
6,602
Operating income 15,450
11,467
30,220
24,853
Other income (expense):  
 
 
 
Interest income 2,347
1,075
3,462
1,885
Interest expense (7,741
)
(9,502
)
(15,194
)
(19,800
)
Foreign currency translation and transaction gains (losses) (69
)
39
(77
)
(44
)
Other non-operating income 204
72
307
112
Income before income taxes, minority interest, and equity in income of investees 10,191
3,151
18,718
7,006
   
 
 
 
Income tax provision (2,156
)
(1,154
)
(4,070
)
(2,634
)
Minority interest in earnings of subsidiaries (571
)
(571
)
Equity in income of investees 931
2,097
2,210
3,630
Net income $ 8,395
$ 4,094
$ 16,287
$ 8,002
   
 
 
 
Earnings per share – basic and diluted $ 0.24
$ 0.13
$ 0.49
$ 0.25
Weighted average number of shares used in computation of earnings per share:  
 
 
 
Basic 35,105
31,563
33,343
31,563
Diluted 35,254
31,579
33,475
31,576

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Ormat Technologies, Inc. and Subsidiaries
Consolidated Balance Sheets
As of June 30, 2006 and December 31, 2005
(Unaudited)


  June 30
2006
December 31,
2005
  (in thousands)
Assets  
 
Current assets:  
 
Cash and cash equivalents $ 24,736
$ 26,976
Marketable securities 83,823
43,560
Restricted cash, cash equivalents and marketable securities 36,126
36,732
Receivables:  
 
Trade 36,879
33,515
Related entities 1,642
524
Other 2,620
2,629
Inventories, net 5,117
5,224
Costs and estimated earnings in excess of billings on uncompleted contracts 2,493
8,883
Deferred income taxes 4,246
1,663
Prepaid expenses and other 5,397
3,256
Total current assets 203,079
162,962
   
 
Unconsolidated investments 38,189
47,235
Deposits and other 14,386
13,489
Deferred income taxes 7,108
5,376
Property, plant and equipment, net 594,732
491,835
Construction-in-process 132,443
128,256
Deferred financing and lease costs, net 16,862
17,412
Intangible assets, net 46,505
47,915
Total assets $ 1,053,304
$ 914,480
Liabilities and Stockholders' Equity  
 
Current liabilities:  
 
Short-term bank credit $
$ 3,996
Accounts payable and accrued expenses 44,008
50,048
Billings in excess of costs and estimated earnings on uncompleted contracts 9,827
12,657
Current portion of long-term debt:  
 
Limited and non-recourse 8,503
2,888
Full recourse 1,000
1,000
Senior secured notes (non-recourse) 24,091
23,754
Due to Parent, including current portion of notes payable to Parent 31,181
32,003
Total current liabilities 118,610
126,346
Long-term debt, net of current portion:  
 
Limited and non-recourse 26,560
11,252
Full recourse 1,000
2,000
Senior secured notes (non-recourse) 315,280
324,645
Notes payable to Parent, net of current portion 123,572
140,162
Other liabilities
1,309
Deferred lease income 80,226
81,569
Deferred income taxes 25,758
22,004
Liabilities for severance pay 12,668
11,409
Asset retirement obligation 12,578
11,461
Total liabilities 716,252
732,157
   
 
Minority interest in net assets of subsidiaries 5,373
64
   
 
Commitments and contingencies (Notes 5, 6 and 10)  
 
   
 
Stockholders' equity:  
 
Common stock, par value $0.001 per share; 200,000,000 shares authorized; 35,587,496 and 31,562,496 shares issued and outstanding, respectively 35
31
Additional paid-in capital 259,545
124,008
Unearned stock-based compensation
(153
)
Retained earnings 69,741
55,824
Accumulated other comprehensive income 2,358
2,549
Total stockholders' equity 331,679
182,259
Total liabilities and stockholders' equity $ 1,053,304
$ 914,480

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Ormat Technologies, Inc. and Subsidiaries
Reconciliation of adjusted EBITDA

EBITDA represents net income before interest, taxes, depreciation and amortization. Adjusted EBITDA includes operating income, depreciation and amortization of our equity investments in the Mammoth and Leyte projects. EBITDA and adjusted EBITDA are presented because we believe it is 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. EBITDA and adjusted EBITDA are not measurements of financial performance 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. The following table reconciles net income to EBITDA and adjusted EBITDA, for the three and six month periods ended June 30, 2006 and 2005:


  Three Months Ended June 30, Six Months Ended June 30,
  2006 2005 2006 2005
  (in thousands) (in thousands)
Net income $ 8,395
$ 4,094
$ 16,287
$ 8,002
Adjusted for:  
 
 
 
Equity in income of investees (931
)
(2,097
)
(2,210
)
(3,630
)
Minority interest in earnings of subsidiaries 571
571
Interest expense, net (including amortization of deferred financing costs) 5,463
8,388
11,809
17,959
Other non-operating income (204
)
(72
)
(307
)
(112
)
Income tax provision 2,156
1,154
4,070
2,634
Depreciation and amortization 10,227
8,447
19,786
17,188
EBITDA 25,677
19,914
50,006
42,041
Equity in income of Mammoth-Pacific L.P.
and Ormat Leyte
931
1,885
2,484
3,210
Depreciation, amortization, interest and taxes attributable to the Company's equity in Mammoth-Pacific L.P. and Ormat Leyte 2,461
3,016
5,049
5,684
Adjusted EBITDA $ 29,069
$ 24,815
$ 57,539
$ 50,935

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