ORMAT TECHNOLOGIES, INC. — M&A Activity 2018

Apr 24, 2018

8-K 1 ora20180424_8k.htm FORM 8-K ora20180424_8k.htm Created by RDG HTML Converter v1.1.0.0 4/24/2018 6:53:12 AM

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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 (Date of Earliest Event Reported) : April 24 , 2018

Ormat Technologies , Inc.

(Exact Name of Registrant as Specified in Its Charter)

001-32347

(Commission File Number)

Delaware (State of Incorporation)	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):

☐	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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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TABLE OF CONTENTS

I tem 8.01 Other Events

Item 9.01 Financial Statements and Exhibits

Signatures

Exhibit Index

Exhibit 99.1

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INFORMATION TO BE INCLUDED IN THE REPORT

Item 8.01 Other Events.

On April 24, 2018, Ormat Technologies, Inc. (the “Company”) issued a press release announcing the completion of its previously announced acquisition of U.S. Geothermal Inc. (“USG”) pursuant to that certain Agreement and Plan of Merger, dated January 24, 2018, by and among Ormat Nevada Inc., OGP Holding Corp. and USG. A copy of that press release is furnished 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 of the Company dated April 24, 2018.

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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 Isaac Angel Name: Isaac Angel Title: CEO

Date: April 24, 2018

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EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release of Registrant dated April 24, 2018