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 (Date of earliest event reported): January 7, 2013
 
Ormat Technologies, Inc.
 


(Exact Name of Registrant as Specified in Its Charter)
 
Delaware
(State or Other Jurisdiction of Incorporation)
001-32347
(Commission File Number)
No. 88-0326081
(I.R.S. Employer Identification No.)
 
6225 Neil Road, Reno, Nevada
(Address of Principal Executive Offices)
 
89511-1136
(Zip Code)
 
(775) 356-9029
(Registrant's Telephone Number, Including Area Code)
 
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 
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):
 
o
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
o
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
o
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
o
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 
 
TABLE OF CONTENTS
 
Item 5.02                      Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
Signatures
 
Exhibit Index
 
 
Exhibit 99.1
Press Release, dated as of January 7, 2013: Ormat Technologies, Inc. Announces Appointment of New CFO.
 
 
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INFORMATION TO BE INCLUDED IN THE REPORT
 
Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
On January 6, 2013, the Board of Directors of Ormat Technologies, Inc. (the "Company") approved the replacement of Mr. Joseph Tenne as the Company's Chief Financial Officer with Mr. Doron Blachar, effective April 2, 2013 (the "Effective Date").
 
Mr. Blachar, 45, holds a B.A. degree in Accounting and Economics and an M.B.A. degree, from Tel Aviv University, and is a Certified Public Accountant in Israel.  He has 20 years of experience as a finance professional with public companies across multiple industries.  From March 2009 to present, he has been serving as the CFO of Shikun & Binui Ltd..   From 2005 to 2009, he served as the Vice President – Finance of Teva Pharmaceutical Industries Ltd..   Prior thereto, from 1998 to 2005, he served in a number of positions at Amdocs Limited, including as Vice President – Finance from 2002 to 2005.
 
In connection with his appointment, Mr. Blachar has entered into an employment agreement with the Company's Israeli subsidiary, Ormat Systems Ltd., dated January 6, 2013. Pursuant to the employment agreement, Mr. Blachar will receive an annual base salary of approximately $332,000 and will be eligible for an annual bonus based on performance criteria to be established by the Company. He will also receive a grant of options to purchase 120,000 shares of common stock of the Company at an exercise price equal to the closing price of the Company's common stock on the Effective Date. The options will be subject to the Company's 2012 Incentive Compensation Plan and will vest in four equal annual installments, commencing on the first anniversary date of the Effective Date, subject to acceleration upon a change of control. The employment agreement sets forth other terms of employment, which terms are generally applicable to all of Ormat Systems’ employees, covering matters such as vacation, health, and other benefits, including coverage by Ormat Systems' management insurance plan, to which Ormat Systems will contributes a percentage of Mr. Blachar’s salary, and use of a company-leased car. In addition, under the employment agreement, either party may terminate the employment relationship upon 120 days prior written notice.
 
A copy of the press release issued by the Company on January 7, 2013 announcing the foregoing changes in management, is attached as Exhibit 99.1 to this Current Report on Form 8-K.
 
Item 9.01.                      Financial Statements and Exhibits.
 
(d)           Exhibits
 
 
Exhibit 99.1
Press Release, dated as of January 7, 2013: Ormat Technologies, Inc. Announces Appointment of New CFO.
 
 
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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.
 
       
 
By:
/s/ Yehudit Bronicki  
    Name: Yehudit Bronicki  
    Title:   Chief Executive Officer  
       
Date:  January 7, 2013
 
 
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EXHIBIT INDEX
 
Exhibit
Number
 
Description of Exhibit
 
99.1
Press Release, dated as of January 7, 2013: Ormat Technologies, Inc. Announces Appointment of New CFO.
 
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Exhibit 99.1
 
PRESS RELEASE
 
For Immediate Release
   
Ormat Technologies Contact:
Investor Relations Contact:
Dita Bronicki
Todd Fromer/Rob Fink
CEO
KCSA Strategic Communications
775-356-9029
212-896-1215 (Todd) /212-896-1206 (Rob)
dbronicki@ormat.com
tfromer@kcsa.com / rfink@kcsa.com
 
ORMAT TECHNOLOGIES, INC. ANNOUNCES APPOINTMENT OF NEW CFO

RENO, NEVADA, January 7, 2013 -- Ormat Technologies, Inc. (NYSE: ORA) today announced that Mr. Doron Blachar has been appointed Chief Financial Officer of the Company, effective April 2, 2013.
 
Mr. Blachar, 45, holds a B.A. degree in Accounting and Economics and an M.B.A. degree from Tel Aviv University and is a Certified Public Accountant in Israel.  He has 20 years of experience as a finance professional with public companies across multiple industries.  From March 2009 to present, he has been serving as the CFO of Shikun & Binui Ltd .   From 2005 to 2009, he served as the Vice President – Finance of Teva Pharmaceutical Industries Ltd.   Prior thereto, from 1998 to 2005, he served in a number of positions at Amdocs Limited, including as Vice President – Finance from 2002 to 2005 .
 
Mr. Blachar replaces Mr. Joseph Tenne, who will leave the Company to pursue other opportunities, but has agreed to be available for assistance during the transition period.

"Mr. Blachar's broad-based experience as a finance professional, including with NYSE-listed public companies, gives him a solid platform for the job of Chief Financial Officer of Ormat Technologies," commented Ms. Yehudit Bronicki, Chief Executive Officer of the Company.  "We welcome Doron and look forward to working with him as part of the Company's management team."

"Mr. Tenne, as Chief Financial Officer of the Company for the last seven years, has done a tremendous job since he joined the Company shortly after it became public and throughout the period of growth and expansion of the Company's operations.  I am pleased that Mr. Tenne will be available to assist the Company during the transition between CFOs, and wish to thank him for his vast contribution to the Company and wish him well in all of his future endeavors," continued Ms. Bronicki.
 
About Ormat Technologies
 
Ormat Technologies, Inc. is a leading geothermal company and the only vertically-integrated company in the geothermal and recovered energy power business. The company designs, develops, owns and operates geothermal and recovered energy-based power plants around the world. Additionally, the company designs, manufactures and sells geothermal and recovered energy power units and other power-generating equipment, and provides related services. The company has more than four decades of experience in the development of environmentally-sound power, primarily in geothermal and recovered-energy generation. Ormat products and systems are covered by 82 U.S. patents. Ormat has engineered and built power plants that it currently owns or has supplied to utilities and developers worldwide, totaling over 1,500 MW of gross capacity. Ormat’s current generating portfolio includes the following geothermal and recovered energy-based power plants: in the United States — Brady, Brawley, Heber, Jersey Valley, Mammoth, McGinness Hills, Ormesa, Puna, Steamboat, Tuscarora, OREG 1, OREG 2, OREG 3, and OREG 4; in Guatemala — Zunil and Amatitlan; in Kenya — Olkaria III; and, in Nicaragua — Momotombo.
 
 
 

 
 
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 February 29, 2012 and Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 8, 2012.
 
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.
 
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